--- ticker: BALL company: BALL filing_type: 10-K year_current: 2024 year_prior: 2023 risks_added: 20 risks_removed: 18 risks_modified: 74 risks_unchanged: 46 source: SEC EDGAR url: https://riskdiff.com/ball/2024-vs-2023/ markdown_url: https://riskdiff.com/ball/2024-vs-2023/index.md generated: 2026-06-01 --- # BALL: 10-K Risk Factor Changes 2024 vs 2023 > Source: U.S. Securities and Exchange Commission (EDGAR) > Generated: 2026-06-01 > All data extracted directly from official filings. No hallucinated content. ## Summary | Status | Count | |--------|-------| | New risks added | 20 | | Risks removed | 18 | | Risks modified | 74 | | Unchanged | 46 | --- ## New in Current Filing: Human capital risks ​ If we fail to retain key management and personnel, we may be unable to implement our key objectives. ​ We believe our future success depends, in part, on our experienced management team. Unforeseen losses of key members of our management team without appropriate succession and/or compensation planning could make it difficult for us to manage our business and meet our objectives. ​ Prolonged work stoppages at facilities with union employees could jeopardize our financial position. ​ As of December 31, 2023, 8 percent of our North American employees and 39 percent of our European employees were covered by collective bargaining agreements. These collective bargaining agreements have staggered expirations during the next several years. Although we consider our employee relations to be generally good, a prolonged work stoppage or strike at any facility with union employees could have a material adverse effect on our business, financial condition, cash flows or results of operations. In addition, we cannot ensure that upon the expiration of existing collective bargaining agreements, new agreements will be reached without union action or that any such new agreements will be on terms satisfactory to us. ​ --- ## New in Current Filing: Segment Results ​ Ball's operations are organized and reviewed by management along its product lines and geographical areas, and its operating results are presented in the four reportable segments discussed below. ​ 28 28 28 Table of ContentsBeverage Packaging, North and Central America​​​​​​​​​​​​​​Years Ended December 31,​($ in millions)​2023 2022 2021 ​​​​​​​​​​​Net sales​$ 5,963​$ 6,696​$ 5,856​Comparable operating earnings​​ 710​​ 642​​ 681​Comparable operating earnings as a % of segment net sales​​ 12% ​ 10% ​ 12%​Ball permanently ceased production at its Phoenix, Arizona aluminum beverage can manufacturing facility in the fourth quarter of 2022, permanently ceased production at its aluminum beverage can manufacturing facility in St. Paul, Minnesota in the first quarter of 2023 and permanently ceased production at its aluminum beverage can manufacturing facility in Wallkill, New York in the third quarter of 2023. Additionally, the company announced it will permanently cease production at its aluminum beverage can manufacturing facility in Kent, Washington in the first half of 2024, and has permanently discontinued plans to construct the North Las Vegas beverage can plant.​Segment sales in 2023 were $733 million lower compared to 2022 primarily due to a $408 million decrease from lower volumes and a $325 million decrease from lower sales prices resulting mainly from lower aluminum prices net of the annual pass-through of inflationary costs.​Comparable operating earnings in 2023 were $68 million higher compared to 2022 primarily due to $54 million of fixed cost savings from rightsizing production through the facility actions noted above, $32 million of income recognized from the termination of a long term power supply contract that offsets higher energy costs, a $25 million increase from higher sales prices resulting mainly from the annual pass-through of inflationary costs net of current year inflation and $21 million of lower depreciation expense associated with the third quarter 2022 revision of estimated useful lives, partially offset by an $109 million decrease from lower volumes. Fixed and variable cost management and operational performance initiatives continue and are expected to improve results in 2024 and beyond.​Beverage Packaging, EMEA​​​​​​​​​​​​​​Years Ended December 31,​($ in millions)​2023 2022 2021 ​​​​​​​​​​​Net sales​$ 3,395​$ 3,854​$ 3,509​Comparable operating earnings​​ 354​​ 358​​ 452​Comparable operating earnings as a % of segment net sales​​ 10% ​ 9% ​ 13%​Segment sales in 2023 were $459 million lower compared to 2022 primarily due to a $554 million decrease from the 2022 sale of the Russian aluminum beverage packaging business and a $77 million decrease from lower volumes, partially offset by an $168 million increase from higher sales prices resulting mainly from the annual pass-through of inflationary costs net of lower aluminum prices.​Comparable operating earnings in 2023 were $4 million lower compared to 2022 primarily due to an $86 million decrease from the 2022 sale of the Russian aluminum beverage packaging business, a $46 million decrease from new facility start-up costs and a $27 million decrease from currency translation, partially offset by an $126 million increase from higher sales prices mainly from the annual pass-through of inflationary costs net of current year inflation.​During the third quarter of 2022, and further to the Russian invasion of Ukraine, the company sold its Russian business, composed of three manufacturing facilities, for total cash consideration of $530 million. The historical operations and results of the Russian aluminum beverage packaging business, including the gain on sale, are included in the beverage packaging, EMEA segment. See Note 4 of these consolidated financial statements within Item 8 of this annual report for additional discussion regarding the sale and its impact to Ball's financial results.​29 Table of Contents Table of Contents Table of Contents Beverage Packaging, North and Central America​​​​​​​​​​​​​​Years Ended December 31,​($ in millions)​2023 2022 2021 ​​​​​​​​​​​Net sales​$ 5,963​$ 6,696​$ 5,856​Comparable operating earnings​​ 710​​ 642​​ 681​Comparable operating earnings as a % of segment net sales​​ 12% ​ 10% ​ 12%​Ball permanently ceased production at its Phoenix, Arizona aluminum beverage can manufacturing facility in the fourth quarter of 2022, permanently ceased production at its aluminum beverage can manufacturing facility in St. Paul, Minnesota in the first quarter of 2023 and permanently ceased production at its aluminum beverage can manufacturing facility in Wallkill, New York in the third quarter of 2023. Additionally, the company announced it will permanently cease production at its aluminum beverage can manufacturing facility in Kent, Washington in the first half of 2024, and has permanently discontinued plans to construct the North Las Vegas beverage can plant.​Segment sales in 2023 were $733 million lower compared to 2022 primarily due to a $408 million decrease from lower volumes and a $325 million decrease from lower sales prices resulting mainly from lower aluminum prices net of the annual pass-through of inflationary costs.​Comparable operating earnings in 2023 were $68 million higher compared to 2022 primarily due to $54 million of fixed cost savings from rightsizing production through the facility actions noted above, $32 million of income recognized from the termination of a long term power supply contract that offsets higher energy costs, a $25 million increase from higher sales prices resulting mainly from the annual pass-through of inflationary costs net of current year inflation and $21 million of lower depreciation expense associated with the third quarter 2022 revision of estimated useful lives, partially offset by an $109 million decrease from lower volumes. Fixed and variable cost management and operational performance initiatives continue and are expected to improve results in 2024 and beyond.​Beverage Packaging, EMEA​​​​​​​​​​​​​​Years Ended December 31,​($ in millions)​2023 2022 2021 ​​​​​​​​​​​Net sales​$ 3,395​$ 3,854​$ 3,509​Comparable operating earnings​​ 354​​ 358​​ 452​Comparable operating earnings as a % of segment net sales​​ 10% ​ 9% ​ 13%​Segment sales in 2023 were $459 million lower compared to 2022 primarily due to a $554 million decrease from the 2022 sale of the Russian aluminum beverage packaging business and a $77 million decrease from lower volumes, partially offset by an $168 million increase from higher sales prices resulting mainly from the annual pass-through of inflationary costs net of lower aluminum prices.​Comparable operating earnings in 2023 were $4 million lower compared to 2022 primarily due to an $86 million decrease from the 2022 sale of the Russian aluminum beverage packaging business, a $46 million decrease from new facility start-up costs and a $27 million decrease from currency translation, partially offset by an $126 million increase from higher sales prices mainly from the annual pass-through of inflationary costs net of current year inflation.​During the third quarter of 2022, and further to the Russian invasion of Ukraine, the company sold its Russian business, composed of three manufacturing facilities, for total cash consideration of $530 million. The historical operations and results of the Russian aluminum beverage packaging business, including the gain on sale, are included in the beverage packaging, EMEA segment. See Note 4 of these consolidated financial statements within Item 8 of this annual report for additional discussion regarding the sale and its impact to Ball's financial results.​ Beverage Packaging, North and Central America ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## New in Current Filing: ($ in millions) Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## New in Current Filing: ($ in millions) Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## New in Current Filing: December 31, 2022 ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 8,962 ​ $ 9,975 Gross profit (a) ​ ​ 1,074 ​ ​ 996 Net earnings ​ ​ 493 ​ ​ 635 Net earnings attributable to Ball Corporation ​ ​ 493 ​ ​ 635 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## New in Current Filing: Consolidated Statements of Earnings Ball Corporation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## New in Current Filing: Consolidated Statements of Comprehensive Earnings (Loss) Ball Corporation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## New in Current Filing: Consolidated Balance Sheets Ball Corporation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## New in Current Filing: Balance at December 31, 2022 ​ 682,144 ​ ​ 1,260 ​ (368,036) ​ ​ (4,429) ​ ​ 7,309 ​ ​ (679) ​ ​ 66 ​ ​ 3,527 ​ Net earnings ​ - ​ ​ - ​ - ​ ​ - ​ ​ 707 ​ ​ - ​ ​ 4 ​ ​ 711 ​ Other comprehensive earnings (loss), net of tax ​ - ​ ​ - ​ - ​ ​ - ​ ​ - ​ ​ (237) ​ ​ - ​ ​ (237) ​ Common dividends, net of tax benefits ​ - ​ ​ - ​ - ​ ​ - ​ ​ (252) ​ ​ - ​ ​ - ​ ​ (252) ​ Treasury stock purchases ​ - ​ ​ - ​ (60) ​ ​ (3) ​ ​ - ​ ​ - ​ ​ - ​ ​ (3) ​ Treasury shares reissued ​ - ​ ​ - ​ 545 ​ ​ 29 ​ ​ - ​ ​ - ​ ​ - ​ ​ 29 ​ Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 1,097 ​ ​ 52 ​ - ​ ​ - ​ ​ - ​ ​ - ​ ​ - ​ ​ 52 ​ Dividends paid to noncontrolling interest ​ - ​ ​ - ​ - ​ ​ - ​ ​ - ​ ​ - ​ ​ (2) ​ ​ (2) ​ Other activity ​ - ​ ​ - ​ - ​ ​ 13 ​ ​ (1) ​ ​ - ​ ​ - ​ ​ 12 ​ --- ## New in Current Filing: Notes to the Consolidated Financial Statements ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## New in Current Filing: Supplier Finance Programs ​ In 2022, new guidance was issued by the FASB with the goal of enhancing transparency around supplier finance programs. On January 1, 2023, Ball adopted all required disclosures effective for 2023, on a retrospective basis. The company will adopt the rollforward disclosure requirements, on a prospective basis, when they become effective in 2024. ​ The company has several regional supplier finance programs, all of which have substantially similar characteristics, with various financial institutions that act as the paying agent for certain payables of the company. The company establishes these programs through agreements with the financial institutions to enable more efficient payment processing to our suppliers while also providing our suppliers a potential source of liquidity to the extent they enter into a factoring agreement with the financial institutions. Our suppliers' participation in the programs is voluntary, and the company is not involved in negotiations of the suppliers' arrangements with the financial institutions to sell their receivables, and our rights and obligations to our suppliers are not impacted by our suppliers' decisions to sell amounts under these programs. Under these supplier finance programs, the company pays the financial institutions the stated amount of confirmed invoices from its participating suppliers on the original maturity dates of the invoices, which vary based on the negotiated terms with each supplier. All payment terms are short-term in nature and are not dependent on whether the suppliers participate in the supplier finance programs or if the suppliers elect to receive early payment from the financial institutions. Our supplier finance programs do not include any of the following: guarantees to the financial institutions, assets pledged as securities or interest accruing on the obligation prior to the due date. ​ Based on the review of the facts and circumstances of our supplier finance programs, including but not limited to those noted above, the company has concluded that the characteristics of the obligations due under our supplier finance programs have not changed and remain those of standard accounts payables, rather than indicative of debt. ​ The amount of obligations outstanding that the company confirmed as valid to the financial institutions under the company's programs was $709 million and $930 million at December 31, 2023 and 2022, respectively. These amounts are classified within accounts payable on the consolidated balance sheets, and the associated payments are reflected in the cash flows from operating activities section of the consolidated statements of cash flows. ​ --- ## New in Current Filing: Government Assistance Disclosure ​ In 2021, new guidance was issued by the Financial Accounting Standards Board (FASB) related to the disclosure of government assistance received. The adoption of this new guidance did not have a material effect on the company's consolidated financial statements. ​ New Accounting Guidance and Disclosure Requirements ​ --- ## New in Current Filing: Segment Reporting ​ In 2023, new guidance was issued by the FASB with the goal of providing financial statement users with more information about reportable segments, including more disaggregated expense information. The company is currently assessing the impact that the adoption of this new guidance will have on its consolidated financial statements and expects to meet the disclosure requirements on a retrospective basis in its 2024 annual report and interim periods thereafter. ​ --- ## New in Current Filing: Summary of Net Sales by Geographic Area (a) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## New in Current Filing: Earnings before taxes ​ $ 814 ​ $ 884 ​ $ 1,008 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 61 61 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​​​Years Ended December 31,($ in millions) 2023 2022 2021​​​​​​​​​​Depreciation and amortization (a)​​​​​​​​​Beverage packaging, North and Central America​$ 220​$ 219​$ 200Beverage packaging, EMEA​​ 178​​ 185​​ 223Beverage packaging, South America​​ 145​​ 143​​ 141Aerospace​​ 81​​ 78​​ 65Reportable segment depreciation and amortization​​ 624​​ 625​​ 629Other​​ 62​​ 47​​ 71Depreciation and amortization​$ 686​$ 672​$ 700​​​​​​​​​​Capital expenditures​​​​​​​​​Beverage packaging, North and Central America​$ 311​$ 621​$ 697Beverage packaging, EMEA​​ 378​​ 458​​ 305Beverage packaging, South America​​ 129​​ 267​​ 334Aerospace​​ 106​​ 142​​ 198Reportable segment capital expenditures​​ 924​​ 1,488​​ 1,534Other​​ 121​​ 163​​ 192Capital expenditures​$ 1,045​$ 1,651​$ 1,726(a)Includes amortization of acquired Rexam intangibles.​The company does not disclose total assets by segment as it is not provided to the chief operating decision maker.​​​4. Acquisitions and Dispositions​Aerospace​In the third quarter of 2023, Ball entered into a Stock Purchase Agreement (Agreement) with BAE Systems, Inc. (BAE) and, for the limited purposes set forth therein, BAE Systems plc, to sell all outstanding equity interests in Ball's aerospace business. As of December 31, 2023, the Committee on Foreign Investment in the United States approved the closing of the transaction, but it was pending the approval, clearance, or waiting period expiration or termination required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, among other customary closing conditions. As of December 31, 2023, we were in the process of seeking such regulatory approval, clearance, or waiting period expiration or termination, but could not yet assert that it was probable that we would obtain the approval, clearance, or waiting period expiration or termination, or satisfy the other closing conditions. Due to these conditions, as of December 31, 2023, Ball's aerospace business did not meet the requirements for held for sale presentation in Ball's consolidated financial statements. ​On February 13, 2024, the company received approval under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and completed the divestiture of the aerospace business on February 16, 2024, for a purchase price of $5.6 billion, subject to working capital adjustments and other customary closing adjustments under the terms of the Agreement. The result, using the net assets of the aerospace business as of December 31, 2023, is an estimated pre-tax gain of $4.8 billion and an estimated $4.5 billion in after-tax proceeds. These estimates are subject to customary closing adjustments to the purchase price under the terms of the Agreement. The transaction represents a strategic shift and therefore, beginning with Ball's quarterly report on Form 10-Q for the period ending March 31, 2024, the company's consolidated financial statements will reflect the aerospace business' historical financial results for periods prior to the divestiture as discontinued operations for all periods presented. Additionally, the completion of the divestiture results in the removal of the aerospace business from the company's obligor group, as the business will no longer guarantee the 62 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents --- ## New in Current Filing: Notes to the Consolidated Financial Statements ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## New in Current Filing: South Korea Investment ​ In the third quarter of 2021, Ball sold its minority-owned investment in South Korea. Consideration for the transaction was cash of $120 million, of which $110 million was received at closing and is presented in business dispositions, net of cash sold, within cash flows from investing activities in Ball's 2021 consolidated statement of cash flows. In the fourth quarter of 2022, the remaining $10 million was received and is presented in business dispositions, net of cash sold, within cash flows from investing activities in Ball's 2022 consolidated statement of cash flows. In the second quarter of 2021, the company recorded a loss of $5 million related to the disposal, which is presented in business consolidation and other activities in the consolidated statement of earnings. related to the disposal ​ --- ## New in Current Filing: ($ in millions) Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## New in Current Filing: December 31, ​ ​ 2023 ​ ​ 2022 ​ ​ ​ ​ ​ ​ ​ Weighted average remaining lease term in years: ​ ​ ​ ​ ​ Operating leases 9 ​ ​ 10 ​ Finance leases 5 ​ ​ 6 ​ Weighted average discount rate: ​ ​ ​ ​ ​ Operating leases 4.1 % ​ 3.8 % Finance leases 3.0 % ​ 3.0 % ​ Maturities of lease liabilities are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## New in Current Filing: ($ in millions) Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## No Match in Current: General Risks *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ If we do not effectively manage change and growth, our business could be adversely affected. ​ Our future revenue and operating results will depend on our ability to effectively manage the anticipated growth of our business. We have experienced fluctuations in the growth in demand for our products and services in recent years and are rebalancing our operations, managing our headcount and developing new and innovative product offerings to balance our supply positions with our customers' requirements in each region. These circumstances have placed significant demands on our management as well as our financial and operational resources, and present several challenges, including: ​ ​ Our business, operating results and financial condition are subject to particular risks in certain regions of the world. ​ We may experience an operating loss in one or more regions of the world for one or more periods, which could have a material adverse effect on our business, operating results or financial condition. Moreover, overcapacity, which often leads to lower prices, may develop over time in certain regions in which we operate even if demand continues to grow. More generally, supply and demand fluctuations could make it difficult for us to forecast and meet certain customers' needs. Our ability to manage such operational fluctuations and to maintain adequate long-term strategies in the face of such developments will be critical to our continued growth and profitability. ​ The loss of a key customer, or a reduction in its requirements, could have a significant negative impact on our sales. ​ We sell a majority of our packaging products to a relatively limited number of major beverage, personal care and household product companies, some of which operate in multiple geographical markets we serve. ​ Although the majority of our customer contracts are long-term, these contracts, unless they are renewed, expire in accordance with their respective terms and are terminable under certain circumstances, such as our failure to meet quality, volume or market pricing requirements. Because we depend on a relatively limited number of major customers, our business, financial condition or results of operations could be adversely affected by the loss of any of these customers, a reduction in the purchasing levels of these customers, a strike or work stoppage by a significant number of these customers' employees or an adverse change in the terms of the supply agreements with these customers. ​ The primary customers for our aerospace segment are U.S. government agencies or their prime contractors. Our contracts with these customers are subject to several risks, including funding cuts and delays, technical uncertainties, budget changes, government shutdowns, competitive activity and changes in scope. 13 13 13 Table of Contents​We have a significant level of debt that could have important consequences for our business and any investment in our securities.​The company had $9.00 billion of interest-bearing debt at December 31, 2022. Such indebtedness could have significant consequences for our business and any investment in our securities, including:​●increasing our vulnerability to adverse economic, industry or competitive developments;●requiring more of our cash flows from operations to be dedicated to the payment of principal and interest on our indebtedness, thus limiting our cash flow available to fund our operations, capital expenditures and future business opportunities or the return of cash to our shareholders;●restricting us from making additional acquisitions;●limiting our ability to obtain additional financing for working capital, capital expenditures, product development, debt service requirements, acquisitions and general corporate or other purposes; and●limiting our flexibility in planning for, or reacting to, changes in our business or market conditions and placing us at a competitive disadvantage compared to our competitors who may be less leveraged and who, therefore, may be able to take advantage of opportunities that our leverage prevents us from exploiting.​We face competitive risks from many sources that may negatively impact our profitability.​Competition within the packaging and aerospace industries is intense. Increases in productivity, combined with potential surplus capacity in the industry, have maintained competitive pricing pressures. The principal methods of competition in the general packaging industry are price, innovation, sustainability, service and quality. In the aerospace industry, they are technical capability, cost and schedule. Some of our competitors may have greater financial, technical and marketing resources, and some may currently have excess capacity. Our current or potential competitors may offer products at a lower price or products that are deemed superior to ours. The global economic environment has resulted in reductions in demand for our products in some instances, which, in turn, could increase these competitive pressures.​We are subject to competition from alternative products, which could result in lower profits and reduced cash flows.​Our aluminum packaging products are subject to significant competition from substitute products, particularly plastic carbonated soft drink bottles made from PET, single serve and returnable beer bottles and other beverage containers made of glass, cardboard or other materials. Competition from plastic carbonated soft drink bottles is particularly intense in the U.S. and Europe, and competition from glass beer bottles has recently increased in Brazil. Certain of our aerospace products are also subject to competition from alternative products and solutions. There can be no assurance that our products will successfully compete against alternative products, which could result in a reduction in our profits or cash flows.​Our packaging businesses have a narrow product range, and our business would suffer if usage of our products decreased or if decreases occur in the demand for the beverages and other goods filled in our products.​The majority of our consolidated net sales were from the sale of beverage containers, and we expect to derive a significant portion of our future revenues and cash flows from the sale of beverage containers. Our business would suffer if the use of beverage containers decreased. Accordingly, broad acceptance by consumers of aluminum containers for a wide variety of beverages is critical to our future success. If demand for glass and PET bottles increases relative to aluminum containers, or the demand for aluminum containers does not develop as expected, our business, results of operations, cash flows and financial condition could be materially adversely affected.​14 Table of Contents Table of Contents Table of Contents ​We have a significant level of debt that could have important consequences for our business and any investment in our securities.​The company had $9.00 billion of interest-bearing debt at December 31, 2022. Such indebtedness could have significant consequences for our business and any investment in our securities, including:​●increasing our vulnerability to adverse economic, industry or competitive developments;●requiring more of our cash flows from operations to be dedicated to the payment of principal and interest on our indebtedness, thus limiting our cash flow available to fund our operations, capital expenditures and future business opportunities or the return of cash to our shareholders;●restricting us from making additional acquisitions;●limiting our ability to obtain additional financing for working capital, capital expenditures, product development, debt service requirements, acquisitions and general corporate or other purposes; and●limiting our flexibility in planning for, or reacting to, changes in our business or market conditions and placing us at a competitive disadvantage compared to our competitors who may be less leveraged and who, therefore, may be able to take advantage of opportunities that our leverage prevents us from exploiting.​We face competitive risks from many sources that may negatively impact our profitability.​Competition within the packaging and aerospace industries is intense. Increases in productivity, combined with potential surplus capacity in the industry, have maintained competitive pricing pressures. The principal methods of competition in the general packaging industry are price, innovation, sustainability, service and quality. In the aerospace industry, they are technical capability, cost and schedule. Some of our competitors may have greater financial, technical and marketing resources, and some may currently have excess capacity. Our current or potential competitors may offer products at a lower price or products that are deemed superior to ours. The global economic environment has resulted in reductions in demand for our products in some instances, which, in turn, could increase these competitive pressures.​We are subject to competition from alternative products, which could result in lower profits and reduced cash flows.​Our aluminum packaging products are subject to significant competition from substitute products, particularly plastic carbonated soft drink bottles made from PET, single serve and returnable beer bottles and other beverage containers made of glass, cardboard or other materials. Competition from plastic carbonated soft drink bottles is particularly intense in the U.S. and Europe, and competition from glass beer bottles has recently increased in Brazil. Certain of our aerospace products are also subject to competition from alternative products and solutions. There can be no assurance that our products will successfully compete against alternative products, which could result in a reduction in our profits or cash flows.​Our packaging businesses have a narrow product range, and our business would suffer if usage of our products decreased or if decreases occur in the demand for the beverages and other goods filled in our products.​The majority of our consolidated net sales were from the sale of beverage containers, and we expect to derive a significant portion of our future revenues and cash flows from the sale of beverage containers. Our business would suffer if the use of beverage containers decreased. Accordingly, broad acceptance by consumers of aluminum containers for a wide variety of beverages is critical to our future success. If demand for glass and PET bottles increases relative to aluminum containers, or the demand for aluminum containers does not develop as expected, our business, results of operations, cash flows and financial condition could be materially adversely affected.​ ​ We have a significant level of debt that could have important consequences for our business and any investment in our securities. ​ The company had $9.00 billion of interest-bearing debt at December 31, 2022. Such indebtedness could have significant consequences for our business and any investment in our securities, including: ​ ​ We face competitive risks from many sources that may negatively impact our profitability. ​ Competition within the packaging and aerospace industries is intense. Increases in productivity, combined with potential surplus capacity in the industry, have maintained competitive pricing pressures. The principal methods of competition in the general packaging industry are price, innovation, sustainability, service and quality. In the aerospace industry, they are technical capability, cost and schedule. Some of our competitors may have greater financial, technical and marketing resources, and some may currently have excess capacity. Our current or potential competitors may offer products at a lower price or products that are deemed superior to ours. The global economic environment has resulted in reductions in demand for our products in some instances, which, in turn, could increase these competitive pressures. ​ We are subject to competition from alternative products, which could result in lower profits and reduced cash flows. ​ Our aluminum packaging products are subject to significant competition from substitute products, particularly plastic carbonated soft drink bottles made from PET, single serve and returnable beer bottles and other beverage containers made of glass, cardboard or other materials. Competition from plastic carbonated soft drink bottles is particularly intense in the U.S. and Europe, and competition from glass beer bottles has recently increased in Brazil. Certain of our aerospace products are also subject to competition from alternative products and solutions. There can be no assurance that our products will successfully compete against alternative products, which could result in a reduction in our profits or cash flows. ​ Our packaging businesses have a narrow product range, and our business would suffer if usage of our products decreased or if decreases occur in the demand for the beverages and other goods filled in our products. ​ The majority of our consolidated net sales were from the sale of beverage containers, and we expect to derive a significant portion of our future revenues and cash flows from the sale of beverage containers. Our business would suffer if the use of beverage containers decreased. Accordingly, broad acceptance by consumers of aluminum containers for a wide variety of beverages is critical to our future success. If demand for glass and PET bottles increases relative to aluminum containers, or the demand for aluminum containers does not develop as expected, our business, results of operations, cash flows and financial condition could be materially adversely affected. ​ 14 14 14 Table of ContentsOur business, financial condition, cash flows and results of operations are subject to risks resulting from broader geographic operations.​We derived approximately 45 percent of our consolidated net sales from outside of the U.S. for the year ended December 31, 2022. The sizeable scope of operations inside and outside of the U.S. may lead to more volatile financial results and make it more difficult for us to manage our business. Reasons for this include, but are not limited to, the following:​●political and economic instability;●governments' restrictive trade policies;●the imposition or rescission of duties, taxes or government royalties;●exchange rate risks;●inflation of direct input costs;●virus and disease outbreaks and responses thereto;●difficulties in enforcement of contractual obligations and intellectual property rights; and●the geographic, language and cultural differences between personnel in different areas of the world.​We are exposed to exchange rate fluctuations.​The company's financial results are exposed to currency exchange rate fluctuations and a significant proportion of assets, liabilities and earnings denominated in non-U.S. dollar currencies. The company presents its financial statements in U.S. dollars and has a significant proportion of its net assets, debt and income in non-U.S. dollar currencies, primarily the euro, as well as the currencies of Argentina, Egypt, Turkey and other emerging markets. The company's financial results and capital ratios are therefore sensitive to movements in currency exchange rates. ​We manage our exposure to currency fluctuations, particularly our exposure to fluctuations in the euro to U.S. dollar exchange rate to attempt to mitigate the effect of cash flow and earnings volatility associated with exchange rate changes. We primarily use derivative instruments to manage our currency exposures and, as a result, we experience gains and losses on these derivative positions which are offset, in part, by the impact of currency fluctuations on existing assets and liabilities. ​We are vulnerable to fluctuations and disruptions in the supply and price of raw materials.​We purchase aluminum and other raw materials and packaging supplies, including dunnage, from several sources. While all such materials and supplies are available from independent suppliers, they are subject to fluctuations in price and availability attributable to a number of factors, including general economic conditions, commodity price fluctuations (particularly aluminum on the London Metal Exchange), the demand by other industries for the same raw materials and the availability of complementary and substitute materials. Although we enter into commodities purchase agreements from time to time and sometimes use derivative instruments to seek to manage our risk, we cannot ensure that our current suppliers of raw materials will be able to supply us with sufficient quantities at reasonable prices. Economic, financial, and operational factors, including strikes or labor shortages, as well as governmental action, could impact our suppliers, thereby causing supply shortages. Increases in raw material costs, including potential increases due to tariffs, sanctions, or other trade actions, could have a material adverse effect on our business, financial condition or results of operations. Global supply chain disruptions can negatively impact our results. In the Americas, Europe and Asia, some contracts do not allow us to pass along increased raw material costs and we generally use derivative agreements to seek to manage this risk. Our hedging procedures may be insufficient and our results could be materially impacted if costs of materials increase. Due to the fixed-price contracts, increased prices could decrease our sales volume over time. The delayed timing in recovering the pass-through of increasing raw material costs may also impact our short-term profitability and certain costs due to price increases or supply chain inefficiencies may be unrecoverable, which would also impact our profitability. In addition, in view of recent increases in our raw material and other production costs, we initiated a comprehensive cost pass-through program across all our businesses beginning in the second half of 2021, which is ongoing, to seek to recover from our customers the full amount of those cost increases over time.15 Table of Contents Table of Contents Table of Contents Our business, financial condition, cash flows and results of operations are subject to risks resulting from broader geographic operations.​We derived approximately 45 percent of our consolidated net sales from outside of the U.S. for the year ended December 31, 2022. The sizeable scope of operations inside and outside of the U.S. may lead to more volatile financial results and make it more difficult for us to manage our business. Reasons for this include, but are not limited to, the following:​●political and economic instability;●governments' restrictive trade policies;●the imposition or rescission of duties, taxes or government royalties;●exchange rate risks;●inflation of direct input costs;●virus and disease outbreaks and responses thereto;●difficulties in enforcement of contractual obligations and intellectual property rights; and●the geographic, language and cultural differences between personnel in different areas of the world.​We are exposed to exchange rate fluctuations.​The company's financial results are exposed to currency exchange rate fluctuations and a significant proportion of assets, liabilities and earnings denominated in non-U.S. dollar currencies. The company presents its financial statements in U.S. dollars and has a significant proportion of its net assets, debt and income in non-U.S. dollar currencies, primarily the euro, as well as the currencies of Argentina, Egypt, Turkey and other emerging markets. The company's financial results and capital ratios are therefore sensitive to movements in currency exchange rates. ​We manage our exposure to currency fluctuations, particularly our exposure to fluctuations in the euro to U.S. dollar exchange rate to attempt to mitigate the effect of cash flow and earnings volatility associated with exchange rate changes. We primarily use derivative instruments to manage our currency exposures and, as a result, we experience gains and losses on these derivative positions which are offset, in part, by the impact of currency fluctuations on existing assets and liabilities. ​We are vulnerable to fluctuations and disruptions in the supply and price of raw materials.​We purchase aluminum and other raw materials and packaging supplies, including dunnage, from several sources. While all such materials and supplies are available from independent suppliers, they are subject to fluctuations in price and availability attributable to a number of factors, including general economic conditions, commodity price fluctuations (particularly aluminum on the London Metal Exchange), the demand by other industries for the same raw materials and the availability of complementary and substitute materials. Although we enter into commodities purchase agreements from time to time and sometimes use derivative instruments to seek to manage our risk, we cannot ensure that our current suppliers of raw materials will be able to supply us with sufficient quantities at reasonable prices. Economic, financial, and operational factors, including strikes or labor shortages, as well as governmental action, could impact our suppliers, thereby causing supply shortages. Increases in raw material costs, including potential increases due to tariffs, sanctions, or other trade actions, could have a material adverse effect on our business, financial condition or results of operations. Global supply chain disruptions can negatively impact our results. In the Americas, Europe and Asia, some contracts do not allow us to pass along increased raw material costs and we generally use derivative agreements to seek to manage this risk. Our hedging procedures may be insufficient and our results could be materially impacted if costs of materials increase. Due to the fixed-price contracts, increased prices could decrease our sales volume over time. The delayed timing in recovering the pass-through of increasing raw material costs may also impact our short-term profitability and certain costs due to price increases or supply chain inefficiencies may be unrecoverable, which would also impact our profitability. In addition, in view of recent increases in our raw material and other production costs, we initiated a comprehensive cost pass-through program across all our businesses beginning in the second half of 2021, which is ongoing, to seek to recover from our customers the full amount of those cost increases over time. Our business, financial condition, cash flows and results of operations are subject to risks resulting from broader geographic operations. ​ We derived approximately 45 percent of our consolidated net sales from outside of the U.S. for the year ended December 31, 2022. The sizeable scope of operations inside and outside of the U.S. may lead to more volatile financial results and make it more difficult for us to manage our business. Reasons for this include, but are not limited to, the following: ​ ​ We are exposed to exchange rate fluctuations. ​ The company's financial results are exposed to currency exchange rate fluctuations and a significant proportion of assets, liabilities and earnings denominated in non-U.S. dollar currencies. The company presents its financial statements in U.S. dollars and has a significant proportion of its net assets, debt and income in non-U.S. dollar currencies, primarily the euro, as well as the currencies of Argentina, Egypt, Turkey and other emerging markets. The company's financial results and capital ratios are therefore sensitive to movements in currency exchange rates. ​ We manage our exposure to currency fluctuations, particularly our exposure to fluctuations in the euro to U.S. dollar exchange rate to attempt to mitigate the effect of cash flow and earnings volatility associated with exchange rate changes. We primarily use derivative instruments to manage our currency exposures and, as a result, we experience gains and losses on these derivative positions which are offset, in part, by the impact of currency fluctuations on existing assets and liabilities. ​ We are vulnerable to fluctuations and disruptions in the supply and price of raw materials. ​ We purchase aluminum and other raw materials and packaging supplies, including dunnage, from several sources. While all such materials and supplies are available from independent suppliers, they are subject to fluctuations in price and availability attributable to a number of factors, including general economic conditions, commodity price fluctuations (particularly aluminum on the London Metal Exchange), the demand by other industries for the same raw materials and the availability of complementary and substitute materials. Although we enter into commodities purchase agreements from time to time and sometimes use derivative instruments to seek to manage our risk, we cannot ensure that our current suppliers of raw materials will be able to supply us with sufficient quantities at reasonable prices. Economic, financial, and operational factors, including strikes or labor shortages, as well as governmental action, could impact our suppliers, thereby causing supply shortages. Increases in raw material costs, including potential increases due to tariffs, sanctions, or other trade actions, could have a material adverse effect on our business, financial condition or results of operations. Global supply chain disruptions can negatively impact our results. In the Americas, Europe and Asia, some contracts do not allow us to pass along increased raw material costs and we generally use derivative agreements to seek to manage this risk. Our hedging procedures may be insufficient and our results could be materially impacted if costs of materials increase. Due to the fixed-price contracts, increased prices could decrease our sales volume over time. The delayed timing in recovering the pass-through of increasing raw material costs may also impact our short-term profitability and certain costs due to price increases or supply chain inefficiencies may be unrecoverable, which would also impact our profitability. In addition, in view of recent increases in our raw material and other production costs, we initiated a comprehensive cost pass-through program across all our businesses beginning in the second half of 2021, which is ongoing, to seek to recover from our customers the full amount of those cost increases over time. 15 15 15 Table of ContentsWe use estimates in accounting for many of our programs in our aerospace business, and changes in our estimates could adversely affect our future financial results.​We account for sales and profits on a portion of long-term contracts in our aerospace business in accordance with the percentage-of-completion method of accounting, using the cost-to-cost method to account for updates in estimates. The percentage-of-completion method of accounting involves the use of various estimating techniques to project revenues and costs at completion and various assumptions and projections related to the outcome of future events, including the quantity and timing of product deliveries, future labor performance and rates, and material and overhead costs. These assumptions involve various levels of expected performance improvements. Under the cost-to-cost method, the impact of updates in our estimates related to units shipped to date or progress made to date is recognized immediately. Given the significance of the judgments and estimates described above, it is likely that we could record materially different amounts if we used different assumptions or if the underlying circumstances or estimates were to change. ​Our backlog includes both cost-type and fixed-price contracts. Cost-type contracts generally have lower profit margins than fixed-price contracts. Our earnings and margins may vary depending on the types of government contracts undertaken, the nature of the work performed under those contracts, the costs incurred in performing the work, the achievement of other performance objectives and their impact on our ability to receive fees. The fixed-price contracts could subject us to losses if we have cost overruns or if increases in our costs exceed the applicable escalation rate.​Net earnings and net assets could be materially affected by an impairment of goodwill.​We have a significant amount of goodwill recorded on our consolidated balance sheet as of December 31, 2022. We are required at least annually to test the recoverability of goodwill. The recoverability test of goodwill is based on the current fair value of our identified reporting units. Fair value measurement requires assumptions and estimates of many critical factors, including revenue and market growth, operating cash flows and discount rates. If general market conditions deteriorate in portions of our business, we could experience a significant decline in the fair value of our reporting units. This decline could lead to an impairment of all or a significant portion of the goodwill balance, which could materially affect our U.S. GAAP net earnings and net assets. ​If the investments in Ball's pension plans, or in the multi-employer pension plans in which Ball participates, do not perform as expected, we may have to contribute additional amounts to the plans, which would otherwise be available for other general corporate purposes.​Ball maintains defined benefit pension plans covering substantially all of its employees in the United States and a significant number of United Kingdom deferred and retired participants, which are funded based on certain actuarial assumptions. The plans' assets consist primarily of common stocks, fixed-income securities and, in the U.S., alternative investments. Market declines, longevity increases or legislative changes, such as the Pension Protection Act in the U.S., could result in a prospective decrease in our available cash flow and net earnings over time, and the recognition of an increase in our pension obligations could result in a reduction to our shareholders' equity. Additional risks exist related to the company's participation in multi-employer pension plans. Assets contributed to a multi-employer pension plan by one employer may be used to provide benefits to employees of other participating employers. If a participating employer in a multi-employer pension plan stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participants. This could result in increases to our contributions to the plans as well as pension expense.​16 Table of Contents Table of Contents Table of Contents We use estimates in accounting for many of our programs in our aerospace business, and changes in our estimates could adversely affect our future financial results.​We account for sales and profits on a portion of long-term contracts in our aerospace business in accordance with the percentage-of-completion method of accounting, using the cost-to-cost method to account for updates in estimates. The percentage-of-completion method of accounting involves the use of various estimating techniques to project revenues and costs at completion and various assumptions and projections related to the outcome of future events, including the quantity and timing of product deliveries, future labor performance and rates, and material and overhead costs. These assumptions involve various levels of expected performance improvements. Under the cost-to-cost method, the impact of updates in our estimates related to units shipped to date or progress made to date is recognized immediately. Given the significance of the judgments and estimates described above, it is likely that we could record materially different amounts if we used different assumptions or if the underlying circumstances or estimates were to change. ​Our backlog includes both cost-type and fixed-price contracts. Cost-type contracts generally have lower profit margins than fixed-price contracts. Our earnings and margins may vary depending on the types of government contracts undertaken, the nature of the work performed under those contracts, the costs incurred in performing the work, the achievement of other performance objectives and their impact on our ability to receive fees. The fixed-price contracts could subject us to losses if we have cost overruns or if increases in our costs exceed the applicable escalation rate.​Net earnings and net assets could be materially affected by an impairment of goodwill.​We have a significant amount of goodwill recorded on our consolidated balance sheet as of December 31, 2022. We are required at least annually to test the recoverability of goodwill. The recoverability test of goodwill is based on the current fair value of our identified reporting units. Fair value measurement requires assumptions and estimates of many critical factors, including revenue and market growth, operating cash flows and discount rates. If general market conditions deteriorate in portions of our business, we could experience a significant decline in the fair value of our reporting units. This decline could lead to an impairment of all or a significant portion of the goodwill balance, which could materially affect our U.S. GAAP net earnings and net assets. ​If the investments in Ball's pension plans, or in the multi-employer pension plans in which Ball participates, do not perform as expected, we may have to contribute additional amounts to the plans, which would otherwise be available for other general corporate purposes.​Ball maintains defined benefit pension plans covering substantially all of its employees in the United States and a significant number of United Kingdom deferred and retired participants, which are funded based on certain actuarial assumptions. The plans' assets consist primarily of common stocks, fixed-income securities and, in the U.S., alternative investments. Market declines, longevity increases or legislative changes, such as the Pension Protection Act in the U.S., could result in a prospective decrease in our available cash flow and net earnings over time, and the recognition of an increase in our pension obligations could result in a reduction to our shareholders' equity. Additional risks exist related to the company's participation in multi-employer pension plans. Assets contributed to a multi-employer pension plan by one employer may be used to provide benefits to employees of other participating employers. If a participating employer in a multi-employer pension plan stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participants. This could result in increases to our contributions to the plans as well as pension expense.​ We use estimates in accounting for many of our programs in our aerospace business, and changes in our estimates could adversely affect our future financial results. ​ We account for sales and profits on a portion of long-term contracts in our aerospace business in accordance with the percentage-of-completion method of accounting, using the cost-to-cost method to account for updates in estimates. The percentage-of-completion method of accounting involves the use of various estimating techniques to project revenues and costs at completion and various assumptions and projections related to the outcome of future events, including the quantity and timing of product deliveries, future labor performance and rates, and material and overhead costs. These assumptions involve various levels of expected performance improvements. Under the cost-to-cost method, the impact of updates in our estimates related to units shipped to date or progress made to date is recognized immediately. Given the significance of the judgments and estimates described above, it is likely that we could record materially different amounts if we used different assumptions or if the underlying circumstances or estimates were to change. ​ Our backlog includes both cost-type and fixed-price contracts. Cost-type contracts generally have lower profit margins than fixed-price contracts. Our earnings and margins may vary depending on the types of government contracts undertaken, the nature of the work performed under those contracts, the costs incurred in performing the work, the achievement of other performance objectives and their impact on our ability to receive fees. The fixed-price contracts could subject us to losses if we have cost overruns or if increases in our costs exceed the applicable escalation rate. ​ Net earnings and net assets could be materially affected by an impairment of goodwill. ​ We have a significant amount of goodwill recorded on our consolidated balance sheet as of December 31, 2022. We are required at least annually to test the recoverability of goodwill. The recoverability test of goodwill is based on the current fair value of our identified reporting units. Fair value measurement requires assumptions and estimates of many critical factors, including revenue and market growth, operating cash flows and discount rates. If general market conditions deteriorate in portions of our business, we could experience a significant decline in the fair value of our reporting units. This decline could lead to an impairment of all or a significant portion of the goodwill balance, which could materially affect our U.S. GAAP net earnings and net assets. ​ If the investments in Ball's pension plans, or in the multi-employer pension plans in which Ball participates, do not perform as expected, we may have to contribute additional amounts to the plans, which would otherwise be available for other general corporate purposes. ​ Ball maintains defined benefit pension plans covering substantially all of its employees in the United States and a significant number of United Kingdom deferred and retired participants, which are funded based on certain actuarial assumptions. The plans' assets consist primarily of common stocks, fixed-income securities and, in the U.S., alternative investments. Market declines, longevity increases or legislative changes, such as the Pension Protection Act in the U.S., could result in a prospective decrease in our available cash flow and net earnings over time, and the recognition of an increase in our pension obligations could result in a reduction to our shareholders' equity. Additional risks exist related to the company's participation in multi-employer pension plans. Assets contributed to a multi-employer pension plan by one employer may be used to provide benefits to employees of other participating employers. If a participating employer in a multi-employer pension plan stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participants. This could result in increases to our contributions to the plans as well as pension expense. ​ 16 16 16 Table of ContentsRestricted access to capital markets could adversely affect our short-term liquidity and prevent us from fulfilling our obligations under the notes issued pursuant to our bond indentures.​A reduction in global market liquidity could:​●restrict our ability to fund working capital, capital expenditures, research and development expenditures and other business activities;●increase our vulnerability to general adverse economic and industry conditions, including the credit risks stemming from the economic environment;●limit our flexibility in planning for, or reacting to, changes in our businesses and the industries in which we operate;●restrict us from making strategic acquisitions or exploiting business opportunities; and●limit, along with the financial and other restrictive covenants in our debt, among other things, our ability to borrow additional funds, dispose of assets, pay cash dividends or refinance debt maturities. ​If market interest rates increase, our variable-rate debt will create higher debt service requirements, which adversely affects our cash flows. While we sometimes enter into agreements limiting our exposure, any such agreements may not offer complete protection from this risk.​The global credit, financial and economic environment could have a negative impact on our results of operations, financial position or cash flows.​The overall credit, financial and economic environment could have significant negative effects on our operations, including:​●the creditworthiness of customers, suppliers and counterparties could deteriorate resulting in a financial loss or a disruption in our supply of raw materials;●volatile market performance could affect the fair value of our pension assets, potentially requiring us to make significant additional contributions to our defined benefit pension plans to maintain prescribed funding levels;●a significant weakening of our financial position or operating results could result in noncompliance with our debt covenants; and●reduced cash flows from our operations could adversely affect our ability to execute our long-term strategy to increase liquidity, reduce debt, repurchase our stock and invest in our businesses.​Changes in U.S. generally accepted accounting principles (U.S. GAAP) and SEC rules and regulations could materially impact our reported results.​U.S. GAAP and SEC accounting and reporting changes are common. These changes could have significant effects on our reported results when compared to prior periods and other companies and may even require us to retrospectively adjust prior periods. Additionally, material changes to the presentation of transactions in the consolidated financial statements could impact key ratios that investors, analysts and credit rating agencies use to assess or rate Ball's performance and could ultimately impact our ability to access the credit markets in an efficient manner.​A material weakness in our internal control over financial reporting could, if not remediated, result in material misstatements in our financial statements.​Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) under the Securities Exchange Act. A material weakness is defined as a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of annual or interim financial statements will not be prevented or detected on a timely basis. If a material weakness is identified, management could conclude that internal control over financial reporting is not effective based on criteria set forth by the Committee of Sponsoring Organization of the Treadway Commission in "Internal Control - An Integrated Framework (2013)." If a material weakness is identified, a remediation plan would be designed to address the material weakness. If remedial measures are insufficient to address the material weakness, or if additional material weaknesses in internal control are discovered or occur in the future, our consolidated financial statements may contain material misstatements and we could be required to restate our financial results. As of December 31, 2022, the company had no material weaknesses.17 Table of Contents Table of Contents Table of Contents Restricted access to capital markets could adversely affect our short-term liquidity and prevent us from fulfilling our obligations under the notes issued pursuant to our bond indentures.​A reduction in global market liquidity could:​●restrict our ability to fund working capital, capital expenditures, research and development expenditures and other business activities;●increase our vulnerability to general adverse economic and industry conditions, including the credit risks stemming from the economic environment;●limit our flexibility in planning for, or reacting to, changes in our businesses and the industries in which we operate;●restrict us from making strategic acquisitions or exploiting business opportunities; and●limit, along with the financial and other restrictive covenants in our debt, among other things, our ability to borrow additional funds, dispose of assets, pay cash dividends or refinance debt maturities. ​If market interest rates increase, our variable-rate debt will create higher debt service requirements, which adversely affects our cash flows. While we sometimes enter into agreements limiting our exposure, any such agreements may not offer complete protection from this risk.​The global credit, financial and economic environment could have a negative impact on our results of operations, financial position or cash flows.​The overall credit, financial and economic environment could have significant negative effects on our operations, including:​●the creditworthiness of customers, suppliers and counterparties could deteriorate resulting in a financial loss or a disruption in our supply of raw materials;●volatile market performance could affect the fair value of our pension assets, potentially requiring us to make significant additional contributions to our defined benefit pension plans to maintain prescribed funding levels;●a significant weakening of our financial position or operating results could result in noncompliance with our debt covenants; and●reduced cash flows from our operations could adversely affect our ability to execute our long-term strategy to increase liquidity, reduce debt, repurchase our stock and invest in our businesses.​Changes in U.S. generally accepted accounting principles (U.S. GAAP) and SEC rules and regulations could materially impact our reported results.​U.S. GAAP and SEC accounting and reporting changes are common. These changes could have significant effects on our reported results when compared to prior periods and other companies and may even require us to retrospectively adjust prior periods. Additionally, material changes to the presentation of transactions in the consolidated financial statements could impact key ratios that investors, analysts and credit rating agencies use to assess or rate Ball's performance and could ultimately impact our ability to access the credit markets in an efficient manner.​A material weakness in our internal control over financial reporting could, if not remediated, result in material misstatements in our financial statements.​Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) under the Securities Exchange Act. A material weakness is defined as a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of annual or interim financial statements will not be prevented or detected on a timely basis. If a material weakness is identified, management could conclude that internal control over financial reporting is not effective based on criteria set forth by the Committee of Sponsoring Organization of the Treadway Commission in "Internal Control - An Integrated Framework (2013)." If a material weakness is identified, a remediation plan would be designed to address the material weakness. If remedial measures are insufficient to address the material weakness, or if additional material weaknesses in internal control are discovered or occur in the future, our consolidated financial statements may contain material misstatements and we could be required to restate our financial results. As of December 31, 2022, the company had no material weaknesses. Restricted access to capital markets could adversely affect our short-term liquidity and prevent us from fulfilling our obligations under the notes issued pursuant to our bond indentures. ​ A reduction in global market liquidity could: ​ ​ If market interest rates increase, our variable-rate debt will create higher debt service requirements, which adversely affects our cash flows. While we sometimes enter into agreements limiting our exposure, any such agreements may not offer complete protection from this risk. ​ The global credit, financial and economic environment could have a negative impact on our results of operations, financial position or cash flows. ​ The overall credit, financial and economic environment could have significant negative effects on our operations, including: ​ ​ Changes in U.S. generally accepted accounting principles (U.S. GAAP) and SEC rules and regulations could materially impact our reported results. ​ U.S. GAAP and SEC accounting and reporting changes are common. These changes could have significant effects on our reported results when compared to prior periods and other companies and may even require us to retrospectively adjust prior periods. Additionally, material changes to the presentation of transactions in the consolidated financial statements could impact key ratios that investors, analysts and credit rating agencies use to assess or rate Ball's performance and could ultimately impact our ability to access the credit markets in an efficient manner. ​ A material weakness in our internal control over financial reporting could, if not remediated, result in material misstatements in our financial statements. ​ Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) under the Securities Exchange Act. A material weakness is defined as a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of annual or interim financial statements will not be prevented or detected on a timely basis. If a material weakness is identified, management could conclude that internal control over financial reporting is not effective based on criteria set forth by the Committee of Sponsoring Organization of the Treadway Commission in "Internal Control - An Integrated Framework (2013)." If a material weakness is identified, a remediation plan would be designed to address the material weakness. If remedial measures are insufficient to address the material weakness, or if additional material weaknesses in internal control are discovered or occur in the future, our consolidated financial statements may contain material misstatements and we could be required to restate our financial results. As of December 31, 2022, the company had no material weaknesses. 17 17 17 Table of ContentsWe face risks related to health epidemics, pandemics and other outbreaks, including the ongoing COVID-19 pandemic, which could adversely affect our business.​The circumstances of the ongoing COVID-19 pandemic and responses thereto continue to evolve. The products produced and services provided by Ball have been deemed essential and, as a result, relevant governments around the world have allowed our operations to continue through the pandemic. COVID-19 and its related variants, or another different future pandemic, could give rise to circumstances that cause one or more of the following risk factors to occur:​●We could lose key customers, customers could become insolvent or have a reduction in demand for our products and services;●We could be subject to changes in laws and governmental regulations that adversely affect our business and operations;●We could be subject to adverse fluctuations in currency exchange rates;●We might lose key management and operating personnel;●We may be subject to disruptions in the supply or price of our raw materials;●We may face prolonged work stoppages at our facilities;●We may be impacted by government budget constraints or government shutdowns;●Our pension plan investments may not perform as expected, and we may be required to make additional contributions to our pension plans which would otherwise be available for other general corporate purposes;●Our access to capital markets may be restricted, which could adversely affect our short-term liquidity and prevent us from fulfilling our obligations under the notes issued pursuant to our bond indentures;●We may be subject to increased information technology (IT) security threats and reduced network access availability;●Our operations and those of our principal customers and suppliers could be designated as non-essential in key markets; and●A material weakness in our internal control over financial reporting or a material misstatement in our financial statements could occur.​Because the COVID-19 pandemic is far-reaching and its impacts cannot be completely anticipated, additional risks may arise that could materially impact the company's financial results and liquidity. ​The company has or may implement actions to minimize the risks and associated negative effects from COVID-19, which do not guarantee the prevention or mitigation of material impacts on our business. Some of these actions may include, and are not limited to:​●Implementing alternative work arrangements including work from home;●Limiting or eliminating work-related travel;●Effecting a full or partial shut-down of operations;●Enhancing the cleaning and disinfecting of our physical locations;●Implementing health screening for employees and third parties who enter our facilities;●Adjusting inventory levels to mitigate potential supply disruptions;●Modifying payment terms with customers;●Providing additional health-related services to our employees;●Reducing compensation for our employees;●Reducing our workforce levels;●Modifying our debt arrangements; and●Adjusting contributions to defined benefit pension plans or income tax payments.​18 Table of Contents Table of Contents Table of Contents We face risks related to health epidemics, pandemics and other outbreaks, including the ongoing COVID-19 pandemic, which could adversely affect our business.​The circumstances of the ongoing COVID-19 pandemic and responses thereto continue to evolve. The products produced and services provided by Ball have been deemed essential and, as a result, relevant governments around the world have allowed our operations to continue through the pandemic. COVID-19 and its related variants, or another different future pandemic, could give rise to circumstances that cause one or more of the following risk factors to occur:​●We could lose key customers, customers could become insolvent or have a reduction in demand for our products and services;●We could be subject to changes in laws and governmental regulations that adversely affect our business and operations;●We could be subject to adverse fluctuations in currency exchange rates;●We might lose key management and operating personnel;●We may be subject to disruptions in the supply or price of our raw materials;●We may face prolonged work stoppages at our facilities;●We may be impacted by government budget constraints or government shutdowns;●Our pension plan investments may not perform as expected, and we may be required to make additional contributions to our pension plans which would otherwise be available for other general corporate purposes;●Our access to capital markets may be restricted, which could adversely affect our short-term liquidity and prevent us from fulfilling our obligations under the notes issued pursuant to our bond indentures;●We may be subject to increased information technology (IT) security threats and reduced network access availability;●Our operations and those of our principal customers and suppliers could be designated as non-essential in key markets; and●A material weakness in our internal control over financial reporting or a material misstatement in our financial statements could occur.​Because the COVID-19 pandemic is far-reaching and its impacts cannot be completely anticipated, additional risks may arise that could materially impact the company's financial results and liquidity. ​The company has or may implement actions to minimize the risks and associated negative effects from COVID-19, which do not guarantee the prevention or mitigation of material impacts on our business. Some of these actions may include, and are not limited to:​●Implementing alternative work arrangements including work from home;●Limiting or eliminating work-related travel;●Effecting a full or partial shut-down of operations;●Enhancing the cleaning and disinfecting of our physical locations;●Implementing health screening for employees and third parties who enter our facilities;●Adjusting inventory levels to mitigate potential supply disruptions;●Modifying payment terms with customers;●Providing additional health-related services to our employees;●Reducing compensation for our employees;●Reducing our workforce levels;●Modifying our debt arrangements; and●Adjusting contributions to defined benefit pension plans or income tax payments.​ We face risks related to health epidemics, pandemics and other outbreaks, including the ongoing COVID-19 pandemic, which could adversely affect our business. ​ The circumstances of the ongoing COVID-19 pandemic and responses thereto continue to evolve. The products produced and services provided by Ball have been deemed essential and, as a result, relevant governments around the world have allowed our operations to continue through the pandemic. COVID-19 and its related variants, or another different future pandemic, could give rise to circumstances that cause one or more of the following risk factors to occur: ​ ​ Because the COVID-19 pandemic is far-reaching and its impacts cannot be completely anticipated, additional risks may arise that could materially impact the company's financial results and liquidity. ​ The company has or may implement actions to minimize the risks and associated negative effects from COVID-19, which do not guarantee the prevention or mitigation of material impacts on our business. Some of these actions may include, and are not limited to: ​ ​ 18 18 18 Table of ContentsGovernmental and regulatory risks​Changes in laws and governmental regulations may adversely affect our business and operations.​We and our customers and suppliers are subject to various federal, state, provincial and local laws and regulations, which have been increasing in number and complexity. Each of our, and their, facilities is subject to federal, state, provincial and local licensing and regulation by health, environmental, workplace safety and other agencies in multiple jurisdictions. Requirements of worldwide governmental authorities with respect to manufacturing, manufacturing facility locations within the jurisdiction, product content and safety, climate change, workplace safety and health, environmental, expropriation of assets and other standards could adversely affect our ability to manufacture or sell our products, and the ability of our customers and suppliers to manufacture and sell their products. In addition, we face risks arising from compliance with and enforcement of numerous and complex federal, state, provincial and local laws and regulations.​Enacted regulatory developments regarding the reporting and use of "conflict minerals" mined from the Democratic Republic of the Congo and adjoining countries could affect the sourcing, availability and price of minerals used in the manufacture of certain of our products. As a result, there may only be a limited pool of suppliers who provide conflict-free materials, and we cannot give assurance that we will be able to obtain such products in sufficient quantities or at competitive prices. Also, because our supply chains are complex, we may face reputational challenges with our customers and other stakeholders if we are unable to sufficiently verify the origins of all materials used in the products that we sell. The compliance and reporting aspects of these regulations may result in incremental costs to the company. While deposit systems and other container-related legislation have been adopted in some jurisdictions, similar legislation has been defeated in public referenda and legislative bodies in many others. We anticipate that continuing efforts will be made to consider and adopt such legislation in the future. The packages we produce are widely used and perform well in U.S. states, Canadian provinces and European countries that have deposit systems, as well as in other countries worldwide.​While deposit systems and other container-related legislation have been adopted in some jurisdictions, similar legislation has been defeated in public referenda and legislative bodies in many others. We anticipate that continuing efforts will be made to consider and adopt such legislation in the future. The packages we produce are widely used and perform well in U.S. states, Canadian provinces and European countries that have deposit systems, as well as in other countries worldwide.​Significant environmental, employment-related and other legislation and regulatory requirements exist and are also evolving. The compliance costs associated with current and proposed laws and potential regulations could be substantial, and any failure or alleged failure to comply with these laws or regulations could lead to litigation or governmental action, all of which could adversely affect our financial condition or results of operations.​Our aerospace segment is subject to certain risks specific to that business.​In our aerospace business, U.S. government contracts are subject to reduction or modification in the event of changes in requirements, and the government may also terminate contracts at its convenience pursuant to standard termination provisions. In such instances, Ball may be entitled to reimbursement for allowable costs and profits on authorized work that has been performed through the date of termination.​In addition, budgetary constraints and government shutdowns may result in further reductions to projected spending levels by the U.S. government. In particular, government expenditures are subject to the potential for automatic reductions, generally referred to as "sequestration." Sequestration may occur in any given year, resulting in significant additional reductions to spending by various U.S. government defense and aerospace agencies on both existing and new contracts, as well as the disruption of ongoing programs. Even if sequestration does not occur, we expect that budgetary constraints and ongoing concerns regarding the U.S. national debt will continue to place downward pressure on agency spending levels. Due to these and other factors, overall spending on various programs could decline, which could result in significant reductions to revenue, cash flows, net earnings and backlog primarily in our aerospace segment.​19 Table of Contents Table of Contents Table of Contents Governmental and regulatory risks​Changes in laws and governmental regulations may adversely affect our business and operations.​We and our customers and suppliers are subject to various federal, state, provincial and local laws and regulations, which have been increasing in number and complexity. Each of our, and their, facilities is subject to federal, state, provincial and local licensing and regulation by health, environmental, workplace safety and other agencies in multiple jurisdictions. Requirements of worldwide governmental authorities with respect to manufacturing, manufacturing facility locations within the jurisdiction, product content and safety, climate change, workplace safety and health, environmental, expropriation of assets and other standards could adversely affect our ability to manufacture or sell our products, and the ability of our customers and suppliers to manufacture and sell their products. In addition, we face risks arising from compliance with and enforcement of numerous and complex federal, state, provincial and local laws and regulations.​Enacted regulatory developments regarding the reporting and use of "conflict minerals" mined from the Democratic Republic of the Congo and adjoining countries could affect the sourcing, availability and price of minerals used in the manufacture of certain of our products. As a result, there may only be a limited pool of suppliers who provide conflict-free materials, and we cannot give assurance that we will be able to obtain such products in sufficient quantities or at competitive prices. Also, because our supply chains are complex, we may face reputational challenges with our customers and other stakeholders if we are unable to sufficiently verify the origins of all materials used in the products that we sell. The compliance and reporting aspects of these regulations may result in incremental costs to the company. While deposit systems and other container-related legislation have been adopted in some jurisdictions, similar legislation has been defeated in public referenda and legislative bodies in many others. We anticipate that continuing efforts will be made to consider and adopt such legislation in the future. The packages we produce are widely used and perform well in U.S. states, Canadian provinces and European countries that have deposit systems, as well as in other countries worldwide.​While deposit systems and other container-related legislation have been adopted in some jurisdictions, similar legislation has been defeated in public referenda and legislative bodies in many others. We anticipate that continuing efforts will be made to consider and adopt such legislation in the future. The packages we produce are widely used and perform well in U.S. states, Canadian provinces and European countries that have deposit systems, as well as in other countries worldwide.​Significant environmental, employment-related and other legislation and regulatory requirements exist and are also evolving. The compliance costs associated with current and proposed laws and potential regulations could be substantial, and any failure or alleged failure to comply with these laws or regulations could lead to litigation or governmental action, all of which could adversely affect our financial condition or results of operations.​Our aerospace segment is subject to certain risks specific to that business.​In our aerospace business, U.S. government contracts are subject to reduction or modification in the event of changes in requirements, and the government may also terminate contracts at its convenience pursuant to standard termination provisions. In such instances, Ball may be entitled to reimbursement for allowable costs and profits on authorized work that has been performed through the date of termination.​In addition, budgetary constraints and government shutdowns may result in further reductions to projected spending levels by the U.S. government. In particular, government expenditures are subject to the potential for automatic reductions, generally referred to as "sequestration." Sequestration may occur in any given year, resulting in significant additional reductions to spending by various U.S. government defense and aerospace agencies on both existing and new contracts, as well as the disruption of ongoing programs. Even if sequestration does not occur, we expect that budgetary constraints and ongoing concerns regarding the U.S. national debt will continue to place downward pressure on agency spending levels. Due to these and other factors, overall spending on various programs could decline, which could result in significant reductions to revenue, cash flows, net earnings and backlog primarily in our aerospace segment.​ --- ## No Match in Current: Segment Results *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ Ball's operations are organized and reviewed by management along its product lines and geographical areas, and its operating results are presented in the four reportable segments discussed below. ​ Beverage Packaging, North and Central America ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## No Match in Current: ($ in millions) *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## No Match in Current: December 31, 2021 *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 9,975 ​ $ 8,083 Gross profit (a) ​ ​ 996 ​ ​ 910 Net earnings ​ ​ 635 ​ ​ 432 Net earnings attributable to Ball Corporation ​ ​ 635 ​ ​ 432 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## No Match in Current: Balance at December 31, 2019 *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ 676,302 ​ $ 1,178 ​ (351,667) ​ $ (3,122) ​ $ 5,803 ​ $ (910) ​ $ 70 ​ $ 3,019 ​ Net earnings ​ - ​ ​ - ​ - ​ ​ - ​ ​ 585 ​ ​ - ​ ​ (3) ​ ​ 582 ​ Other comprehensive earnings (loss), net of tax ​ - ​ ​ - ​ - ​ ​ - ​ ​ - ​ ​ (44) ​ ​ - ​ ​ (44) ​ Common dividends, net of tax benefits ​ - ​ ​ - ​ - ​ ​ - ​ ​ (197) ​ ​ - ​ ​ - ​ ​ (197) ​ Treasury stock purchases ​ - ​ ​ - ​ (775) ​ ​ (54) ​ ​ - ​ ​ - ​ ​ - ​ ​ (54) ​ Treasury shares reissued ​ - ​ ​ - ​ 503 ​ ​ 28 ​ ​ - ​ ​ - ​ ​ - ​ ​ 28 ​ Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 3,222 ​ ​ (11) ​ - ​ ​ - ​ ​ - ​ ​ - ​ ​ - ​ ​ (11) ​ Dividends paid to noncontrolling interest ​ - ​ ​ - ​ - ​ ​ - ​ ​ - ​ ​ - ​ ​ (5) ​ ​ (5) ​ Other activity ​ - ​ ​ - ​ - ​ ​ 18 ​ ​ 1 ​ ​ - ​ ​ - ​ ​ 19 ​ --- ## No Match in Current: Reference Rate Reform *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ In 2020, new guidance was issued by the FASB related to global reference rates reform. The adoption of this new guidance did not have a material effect on the company's consolidated financial statements. ​ New Accounting Guidance and Disclosure Requirements ​ --- ## No Match in Current: Supply Chain Finance Obligations *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ In 2022, new guidance was issued by the FASB with the goal of enhancing transparency around supply chain finance arrangements for which a supplier may receive early payments on their invoices. The company is currently assessing the impact that the adoption of this new guidance will have on its consolidated financial statements and expects to meet the disclosure requirements in the first quarter of 2023. ​ --- ## No Match in Current: Earnings before taxes *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ ​ $ 884 ​ $ 1,008 ​ $ 687 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 59 59 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​​​Years Ended December 31,($ in millions) 2022 2021 2020​​​​​​​​​​Depreciation and amortization (a)​​​​​​​​​Beverage packaging, North and Central America​$ 219​$ 200​$ 184Beverage packaging, EMEA​​ 185​​ 223​​ 230Beverage packaging, South America​​ 143​​ 141​​ 142Aerospace​​ 78​​ 65​​ 53Reportable segment depreciation and amortization​​ 625​​ 629​​ 609Other​​ 47​​ 71​​ 59Depreciation and amortization​$ 672​$ 700​$ 668​​​​​​​​​​Capital expenditures​​​​​​​​​Beverage packaging, North and Central America​$ 621​$ 697​$ 367Beverage packaging, EMEA​​ 458​​ 305​​ 262Beverage packaging, South America​​ 267​​ 334​​ 159Aerospace​​ 142​​ 198​​ 174Reportable segment capital expenditures​​ 1,488​​ 1,534​​ 962Other​​ 163​​ 192​​ 151Capital expenditures​$ 1,651​$ 1,726​$ 1,113(a)Includes amortization of acquired Rexam intangibles.​The company does not disclose total assets by segment as it is not provided to the chief operating decision maker.​​​4. Acquisitions and Dispositions​Russia​In the first quarter of 2022, the company announced that it was pursuing the sale of its aluminum beverage packaging business located in Russia. In the second quarter of 2022, Ball experienced deteriorating conditions and determined this constituted a triggering event for its Russian long-lived asset group. As a result, Ball performed a Level 3 expected cash flow recoverability analysis, using an income valuation approach with various scenarios, including a near-term sale of the business, to estimate the fair value of the long-lived assets, and recorded an impairment loss of $435 million during the second quarter of 2022. This non-cash charge has been presented in business consolidation and other activities. ​In the third quarter of 2022, the company completed the sale of its Russian aluminum beverage packaging business for total cash consideration of $530 million and recorded a gain on disposal of $222 million in business consolidation and other activities. The gain on sale includes cumulative currency translation gains that were recorded in accumulated other comprehensive earnings (loss) and were released upon the complete liquidation of our investment in Russia that resulted upon the sale. The net gain also includes goodwill associated with our beverage packaging, EMEA, reporting unit that was allocated to the Russian disposal group at the date of sale. When considering the impairment loss recorded during the second quarter 2022 of $435 million, the impairment loss net of gain on the sale of the Russian business was $213 million for the year ended December 31, 2022. The impairment loss in the second quarter and the gain on sale in the third quarter were significantly impacted by movements in the U.S. dollar to Russian ruble exchange rates. Cash proceeds from the sale of $455 million, net of the cash on the disposed business, were received in the third quarter of 2022 and are presented in business dispositions, net of cash sold, in the consolidated statement of cash flows for the year ended December 31, 2022. ​60 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents --- ## No Match in Current: Notes to the Consolidated Financial Statements *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## No Match in Current: Ball Metalpack Investment *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ During the first quarter of 2022, Ball sold its remaining 49 percent owned equity method investment in Ball Metalpack to Sonoco, a global provider of consumer, industrial, healthcare and protective packaging, for total consideration of $298 million, all of which was received in cash in the first quarter of 2022. Ball's carrying value of the investment before the sale was zero; therefore, a gain from the sale of $298 million is reported in business consolidation and other activities in the consolidated statement of earnings. Cash proceeds of $298 million related to the sale are presented in business dispositions, net of cash sold, in the consolidated statement of cash flows. ​ Ball also received proceeds from Ball Metalpack for the repayment of an outstanding promissory note and accrued interest of approximately $16 million, which was recorded as a gain in business consolidation and other activities in the consolidated statement of earnings. ​ --- ## No Match in Current: Brazil Aluminum Aerosol Packaging Business *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ In the third quarter of 2020, the company acquired the entire share capital of Tubex Industria E Comercio de Embalagens Ltda, an aluminum aerosol packaging business with a plant in Itupeva, Brazil, for the purchase price of $80 million, subject to customary closing adjustments, including initial cash consideration of $69 million plus potential additional consideration not to exceed $30 million in total over the subsequent three years. The business is part of Ball's aerosol packaging operating segment. The transaction broadens the geographic reach of Ball's aluminum aerosol packaging business, serving the growing Brazilian personal care market. In 2021, the company recorded credits of $6 million resulting from revisions to its estimate of contingent consideration, which is recorded in business consolidation and other activities in the company's consolidated statement of earnings. See Note 6 for further details. Note 6 ​ --- ## No Match in Current: ($ in millions) *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## No Match in Current: ($ in millions) *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## No Match in Current: Finance Leases *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ ​ ​ ​ ​ ​ ​ 2023 ​ $ 104 ​ $ 3 2024 ​ ​ 84 ​ ​ 3 2025 ​ ​ 63 ​ ​ 2 2026 ​ ​ 50 ​ ​ 1 2027 ​ ​ 43 ​ ​ 1 Thereafter ​ ​ 203 ​ ​ 3 Future value of lease liabilities ​ ​ 547 ​ ​ 13 Less: Imputed interest ​ ​ (107) ​ ​ (1) Present value of lease liabilities ​ $ 440 ​ $ 12 ​ ​ 15. Debt and Interest Costs ​ Long-term debt and interest rates in effect consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## No Match in Current: ($ in millions) *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## No Match in Current: Notes to the Consolidated Financial Statements *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## No Match in Current: Tax provision (benefit) *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* ​ $ 159 ​ $ 156 ​ $ 99 ​ ​ The income tax provision recorded within the consolidated statements of earnings differs from the provision determined by applying the U.S. statutory tax rate to pretax earnings as a result of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## No Match in Current: ($ in millions) *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "2023 2022 ​ ​ ​ ​ ​ ​ ​ Current assets ​ $ 2,339 ​ $ 2,478 Noncurrent assets ​ ​ 15,955 ​ ​ 15,764 Current liabilities ​ ​ 5,163 ​ ​ 6,032 Noncurrent liabilities ​ ​ 10,857 ​ ​ 10,790 ​ Included in the amounts disclosed in the tables above, at December 31, 2023 and 2022, the obligor group held receivables due from other subsidiary companies of $768 million and $477 million, respectively, long-term notes receivable due from other subsidiary companies of $10.20 billion and $9.89 billion, respectively, payables due to other subsidiary companies of $1.83 billion and $2.22 billion, respectively, and long-term notes payable due to other subsidiary companies of $2.32 billion and $2.21 billion, respectively." - Reworded sentence: "You should therefore not place undue reliance upon any forward-looking statements, and they should be read in conjunction with, and qualified in their entirety by, the cautionary statements referenced below." - Reworded sentence: "Additional factors that might affect: a) Ball's packaging segments include product capacity, supply, and demand constraints and fluctuations and changes in consumption patterns; availability/cost of raw materials, equipment, and logistics; competitive packaging, pricing and substitution; changes in climate and weather and related events such as drought, wildfires, storms, hurricanes, tornadoes and floods; footprint adjustments and other manufacturing changes, including the startup of new facilities and lines; failure to achieve synergies, productivity improvements or cost reductions; unfavorable mandatory deposit or packaging laws; customer and supplier consolidation; power and supply chain interruptions; changes in major customer or supplier contracts or loss of a major customer or supplier; inability to pass through increased costs; war, political instability and sanctions, including relating to the situation in Russia and Ukraine and its impact on Ball's supply chain and its ability to operate in Europe, the Middle East and Africa regions generally; changes in foreign exchange or tax rates; and tariffs, trade actions, or other governmental actions, including business restrictions and orders affecting goods produced by Ball or in its supply chain, including imported raw materials; and b) Ball as a whole include those listed above plus: the extent to which sustainability-related opportunities arise and can be capitalized upon; changes in senior management, succession, and the ability to attract and retain skilled labor; regulatory actions or issues including those related to tax, environmental, social and governance reporting, competition, environmental, health and workplace safety, including U.S." **Prior (2023):** ​ This report contains "forward-looking" statements concerning future events and financial performance. Words such as "expects," "anticipates," "estimates," "believes," and similar expressions typically identify forward-looking statements, which are generally any statements other than statements of historical fact. Such statements are based on current expectations or views of the future and are subject to risks and uncertainties, which could cause actual results or events to differ materially from those expressed or implied. You should therefore not place undue reliance upon any forward-looking statements and they should be read in conjunction with, and qualified in their entirety by, the cautionary statements referenced below. Ball undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Key factors, risks and uncertainties that could cause actual outcomes and results to be different are summarized in filings with the Securities and Exchange Commission, including Exhibit 99 in Ball's Form 10-K, which are available on Ball's website and at www.sec.gov. Additional factors that might affect: a) Ball's packaging segments include product capacity, supply, and demand constraints and fluctuations and changes in consumption patterns; availability/cost of raw materials, equipment, and logistics; competitive packaging, pricing and substitution; changes in climate and weather and related events such as drought, wildfires, storms, hurricanes, tornadoes and floods; footprint adjustments and other manufacturing changes, including the startup of new facilities and lines; failure to achieve synergies, productivity improvements or cost reductions; unfavorable mandatory deposit or packaging laws; customer and supplier consolidation; power and supply chain interruptions; changes in major customer or supplier contracts or loss of a major customer or supplier; inability to pass through increased costs; war, political instability and sanctions, including relating to the situation in Russia and Ukraine and its impact on Ball's supply chain and its ability to operate in Europe, the Middle East and Africa regions generally; changes in foreign exchange or tax rates; and tariffs, trade actions, or other governmental actions, including business restrictions and orders affecting goods produced by Ball or in its supply chain, including imported raw materials; b) Ball's aerospace segment include funding, authorization, availability and returns of government and commercial contracts; and delays, extensions and technical uncertainties affecting segment contracts; c) Ball as a whole include those listed above plus: the extent to which sustainability-related opportunities arise and can be capitalized upon; changes in senior management, succession, and the ability to attract and retain skilled labor; regulatory actions or issues including those related to tax, environmental, social and governance reporting, competition, environmental, health and workplace safety, including U.S. Federal Drug Administration and other actions or public concerns affecting products filled in Ball's containers, or chemicals or substances used in raw materials or in the manufacturing process; technological developments and innovations; the ability to manage cyber threats; litigation; strikes; disease; pandemic; labor cost changes; inflation; rates of return on assets of Ball's defined benefit retirement plans; pension changes; uncertainties surrounding geopolitical events and governmental policies, including policies, orders, and actions related to COVID-19; reduced cash flow; interest rates affecting Ball's debt; and successful or unsuccessful joint ventures, acquisitions and divestitures, and their effects on Ball's operating results and business generally. ​ Item 7A. Quantitative and Qualitative Disclosures About Market Risk ​ **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "​ Segment Reporting​In 2023, new guidance was issued by the FASB with the goal of providing financial statement users with more information about reportable segments, including more disaggregated expense information." - Reworded sentence: "Ball's operations and results of its former Russian aluminum beverage packaging business are included in the results of the beverage packaging, EMEA, business through the date of the disposal in the third quarter of 2022.​Beverage packaging, South America: Consists of operations in Brazil, Argentina, Paraguay and Chile that manufacture and sell aluminum beverage containers throughout most of South America.​Aerospace: Consists of operations that manufacture and sell aerospace and other related products and provide services used in the defense, civil space and commercial space industries." **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: Change in cash, cash equivalents and restricted cash **Key changes:** - Reworded sentence: "​ ​ 152 ​ ​ (21) ​ ​ (802) ​ Cash, cash equivalents and restricted cash - beginning of year ​ ​ 558 ​ ​ 579 ​ ​ 1,381 ​ Cash, cash equivalents and restricted cash - end of year ​ $ 710 ​ $ 558 ​ $ 579 ​ ​ The accompanying notes are an integral part of the consolidated financial statements." **Prior (2023):** ​ ​ (21) ​ ​ (802) ​ ​ (425) ​ Cash, cash equivalents and restricted cash - beginning of year ​ ​ 579 ​ ​ 1,381 ​ ​ 1,806 ​ Cash, cash equivalents and restricted cash - end of year ​ $ 558 ​ $ 579 ​ $ 1,381 ​ ​ The accompanying notes are an integral part of the consolidated financial statements. ​ ​ 44 44 44 Table of Contents​Consolidated Statements of Shareholders' EquityBall Corporation​​​​​​​​​​​​​​​​​​​​​​​​​​​Ball Corporation and Subsidiaries​​​​​​​​​Common Stock​Treasury Stock​​​​Accumulated Other​​​​Total​​​Number of​​​Number of​​​Retained​Comprehensive​Noncontrolling ​Shareholders'​($ in millions; share amounts in thousands) Shares Amount Shares Amount Earnings Earnings (Loss) Interest Equity​​​​​​​​​​​​​​​​​​​​​​​​​Balance at December 31, 2019​ 676,302​$ 1,178​ (351,667)​$ (3,122)​$ 5,803​$ (910)​$ 70​$ 3,019​Net earnings​ - ​​ - ​ - ​​ - ​​ 585​​ - ​​ (3)​​ 582​Other comprehensive earnings (loss), net of tax​ - ​​ - ​ - ​​ - ​​ - ​​ (44)​​ - ​​ (44)​Common dividends, net of tax benefits​ - ​​ - ​ - ​​ - ​​ (197)​​ - ​​ - ​​ (197)​Treasury stock purchases​ - ​​ - ​ (775)​​ (54)​​ - ​​ - ​​ - ​​ (54)​Treasury shares reissued​ - ​​ - ​ 503​​ 28​​ - ​​ - ​​ - ​​ 28​Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 3,222​​ (11)​ - ​​ - ​​ - ​​ - ​​ - ​​ (11)​Dividends paid to noncontrolling interest​ - ​​ - ​ - ​​ - ​​ - ​​ - ​​ (5)​​ (5)​Other activity​ - ​​ - ​ - ​​ 18​​ 1​​ - ​​ - ​​ 19​Balance at December 31, 2020​ 679,524​​ 1,167​ (351,939)​​ (3,130)​​ 6,192​​ (954)​​ 62​​ 3,337​Net earnings​ - ​​ - ​ - ​​ - ​​ 878​​ - ​​ - ​​ 878​Other comprehensive earnings (loss), net of tax​ - ​​ - ​ - ​​ - ​​ - ​​ 372​​ - ​​ 372​Common dividends, net of tax benefits​ - ​​ - ​ - ​​ - ​​ (227)​​ - ​​ - ​​ (227)​Treasury stock purchases​ - ​​ - ​ (8,507)​​ (766)​​ - ​​ - ​​ - ​​ (766)​Treasury shares reissued​ - ​​ - ​ 345​​ 33​​ - ​​ - ​​ - ​​ 33​Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 1,421​​ 53​ - ​​ - ​​ - ​​ - ​​ - ​​ 53​Dividends paid to noncontrolling interest​ - ​​ - ​ - ​​ - ​​ - ​​ - ​​ (4)​​ (4)​Other activity​ - ​​ - ​ - ​​ 9​​ - ​​ - ​​ - ​​ 9​Balance at December 31, 2021​ 680,945​​ 1,220​ (360,101)​​ (3,854)​​ 6,843​​ (582)​​ 58​​ 3,685​Net earnings​ - ​​ - ​ - ​​ - ​​ 719​​ - ​​ 13​​ 732​Other comprehensive earnings (loss), net of tax​ - ​​ - ​ - ​​ - ​​ - ​​ (97)​​ - ​​ (97)​Common dividends, net of tax benefits​ - ​​​​ - ​​ - ​​ (253)​​ - ​​ - ​​ (253)​Treasury stock purchases​ - ​​ - ​ (8,417)​​ (618)​​ - ​​ - ​​ - ​​ (618)​Treasury shares reissued​ - ​​ - ​ 482​​ 32​​ - ​​ - ​​ - ​​ 32​Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 1,199​​ 40​ - ​​ - ​​ - ​​ - ​​ - ​​ 40​Dividends paid to noncontrolling interest​ - ​​ - ​ - ​​ - ​​ - ​​ - ​​ (5)​​ (5)​Other activity​ - ​​ - ​ - ​​ 11​​ - ​​ - ​​ - ​​ 11​Balance at December 31, 2022​ 682,144​$ 1,260​ (368,036)​$ (4,429)​$ 7,309​$ (679)​$ 66​$ 3,527​​The accompanying notes are an integral part of the consolidated financial statements.​​45 Table of Contents Table of Contents Table of Contents ​Consolidated Statements of Shareholders' EquityBall Corporation​​​​​​​​​​​​​​​​​​​​​​​​​​​Ball Corporation and Subsidiaries​​​​​​​​​Common Stock​Treasury Stock​​​​Accumulated Other​​​​Total​​​Number of​​​Number of​​​Retained​Comprehensive​Noncontrolling ​Shareholders'​($ in millions; share amounts in thousands) Shares Amount Shares Amount Earnings Earnings (Loss) Interest Equity​​​​​​​​​​​​​​​​​​​​​​​​​Balance at December 31, 2019​ 676,302​$ 1,178​ (351,667)​$ (3,122)​$ 5,803​$ (910)​$ 70​$ 3,019​Net earnings​ - ​​ - ​ - ​​ - ​​ 585​​ - ​​ (3)​​ 582​Other comprehensive earnings (loss), net of tax​ - ​​ - ​ - ​​ - ​​ - ​​ (44)​​ - ​​ (44)​Common dividends, net of tax benefits​ - ​​ - ​ - ​​ - ​​ (197)​​ - ​​ - ​​ (197)​Treasury stock purchases​ - ​​ - ​ (775)​​ (54)​​ - ​​ - ​​ - ​​ (54)​Treasury shares reissued​ - ​​ - ​ 503​​ 28​​ - ​​ - ​​ - ​​ 28​Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 3,222​​ (11)​ - ​​ - ​​ - ​​ - ​​ - ​​ (11)​Dividends paid to noncontrolling interest​ - ​​ - ​ - ​​ - ​​ - ​​ - ​​ (5)​​ (5)​Other activity​ - ​​ - ​ - ​​ 18​​ 1​​ - ​​ - ​​ 19​Balance at December 31, 2020​ 679,524​​ 1,167​ (351,939)​​ (3,130)​​ 6,192​​ (954)​​ 62​​ 3,337​Net earnings​ - ​​ - ​ - ​​ - ​​ 878​​ - ​​ - ​​ 878​Other comprehensive earnings (loss), net of tax​ - ​​ - ​ - ​​ - ​​ - ​​ 372​​ - ​​ 372​Common dividends, net of tax benefits​ - ​​ - ​ - ​​ - ​​ (227)​​ - ​​ - ​​ (227)​Treasury stock purchases​ - ​​ - ​ (8,507)​​ (766)​​ - ​​ - ​​ - ​​ (766)​Treasury shares reissued​ - ​​ - ​ 345​​ 33​​ - ​​ - ​​ - ​​ 33​Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 1,421​​ 53​ - ​​ - ​​ - ​​ - ​​ - ​​ 53​Dividends paid to noncontrolling interest​ - ​​ - ​ - ​​ - ​​ - ​​ - ​​ (4)​​ (4)​Other activity​ - ​​ - ​ - ​​ 9​​ - ​​ - ​​ - ​​ 9​Balance at December 31, 2021​ 680,945​​ 1,220​ (360,101)​​ (3,854)​​ 6,843​​ (582)​​ 58​​ 3,685​Net earnings​ - ​​ - ​ - ​​ - ​​ 719​​ - ​​ 13​​ 732​Other comprehensive earnings (loss), net of tax​ - ​​ - ​ - ​​ - ​​ - ​​ (97)​​ - ​​ (97)​Common dividends, net of tax benefits​ - ​​​​ - ​​ - ​​ (253)​​ - ​​ - ​​ (253)​Treasury stock purchases​ - ​​ - ​ (8,417)​​ (618)​​ - ​​ - ​​ - ​​ (618)​Treasury shares reissued​ - ​​ - ​ 482​​ 32​​ - ​​ - ​​ - ​​ 32​Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 1,199​​ 40​ - ​​ - ​​ - ​​ - ​​ - ​​ 40​Dividends paid to noncontrolling interest​ - ​​ - ​ - ​​ - ​​ - ​​ - ​​ (5)​​ (5)​Other activity​ - ​​ - ​ - ​​ 11​​ - ​​ - ​​ - ​​ 11​Balance at December 31, 2022​ 682,144​$ 1,260​ (368,036)​$ (4,429)​$ 7,309​$ (679)​$ 66​$ 3,527​​The accompanying notes are an integral part of the consolidated financial statements.​​ ​ **Current (2024):** ​ ​ 152 ​ ​ (21) ​ ​ (802) ​ Cash, cash equivalents and restricted cash - beginning of year ​ ​ 558 ​ ​ 579 ​ ​ 1,381 ​ Cash, cash equivalents and restricted cash - end of year ​ $ 710 ​ $ 558 ​ $ 579 ​ ​ The accompanying notes are an integral part of the consolidated financial statements. ​ ​ 45 45 45 Table of Contents​Consolidated Statements of Shareholders' EquityBall Corporation​​​​​​​​​​​​​​​​​​​​​​​​​​​Ball Corporation and Subsidiaries​​​​​​​​​Common Stock​Treasury Stock​​​​Accumulated Other​​​​​​​​Number of​​​Number of​​​Retained​Comprehensive​Noncontrolling ​Total​($ in millions; share amounts in thousands) Shares Amount Shares Amount Earnings Earnings (Loss) Interest Equity​​​​​​​​​​​​​​​​​​​​​​​​​Balance at December 31, 2020​ 679,524​$ 1,167​ (351,939)​$ (3,130)​$ 6,192​$ (954)​$ 62​$ 3,337​Net earnings​ - ​​ - ​ - ​​ - ​​ 878​​ - ​​ - ​​ 878​Other comprehensive earnings (loss), net of tax​ - ​​ - ​ - ​​ - ​​ - ​​ 372​​ - ​​ 372​Common dividends, net of tax benefits​ - ​​ - ​ - ​​ - ​​ (227)​​ - ​​ - ​​ (227)​Treasury stock purchases​ - ​​ - ​ (8,507)​​ (766)​​ - ​​ - ​​ - ​​ (766)​Treasury shares reissued​ - ​​ - ​ 345​​ 33​​ - ​​ - ​​ - ​​ 33​Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 1,421​​ 53​ - ​​ - ​​ - ​​ - ​​ - ​​ 53​Dividends paid to noncontrolling interest​ - ​​ - ​ - ​​ - ​​ - ​​ - ​​ (4)​​ (4)​Other activity​ - ​​ - ​ - ​​ 9​​ - ​​ - ​​ - ​​ 9​Balance at December 31, 2021​ 680,945​​ 1,220​ (360,101)​​ (3,854)​​ 6,843​​ (582)​​ 58​​ 3,685​Net earnings​ - ​​ - ​ - ​​ - ​​ 719​​ - ​​ 13​​ 732​Other comprehensive earnings (loss), net of tax​ - ​​ - ​ - ​​ - ​​ - ​​ (97)​​ - ​​ (97)​Common dividends, net of tax benefits​ - ​​ - ​ - ​​ - ​​ (253)​​ - ​​ - ​​ (253)​Treasury stock purchases​ - ​​ - ​ (8,417)​​ (618)​​ - ​​ - ​​ - ​​ (618)​Treasury shares reissued​ - ​​ - ​ 482​​ 32​​ - ​​ - ​​ - ​​ 32​Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 1,199​​ 40​ - ​​ - ​​ - ​​ - ​​ - ​​ 40​Dividends paid to noncontrolling interest​ - ​​ - ​ - ​​ - ​​ - ​​ - ​​ (5)​​ (5)​Other activity​ - ​​ - ​ - ​​ 11​​ - ​​ - ​​ - ​​ 11​Balance at December 31, 2022​ 682,144​​ 1,260​ (368,036)​​ (4,429)​​ 7,309​​ (679)​​ 66​​ 3,527​Net earnings​ - ​​ - ​ - ​​ - ​​ 707​​ - ​​ 4​​ 711​Other comprehensive earnings (loss), net of tax​ - ​​ - ​ - ​​ - ​​ - ​​ (237)​​ - ​​ (237)​Common dividends, net of tax benefits​ - ​​ - ​ - ​​ - ​​ (252)​​ - ​​ - ​​ (252)​Treasury stock purchases​ - ​​ - ​ (60)​​ (3)​​ - ​​ - ​​ - ​​ (3)​Treasury shares reissued​ - ​​ - ​ 545​​ 29​​ - ​​ - ​​ - ​​ 29​Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 1,097​​ 52​ - ​​ - ​​ - ​​ - ​​ - ​​ 52​Dividends paid to noncontrolling interest​ - ​​ - ​ - ​​ - ​​ - ​​ - ​​ (2)​​ (2)​Other activity​ - ​​ - ​ - ​​ 13​​ (1)​​ - ​​ - ​​ 12​Balance at December 31, 2023​ 683,241​$ 1,312​ (367,551)​$ (4,390)​$ 7,763​$ (916)​$ 68​$ 3,837​​The accompanying notes are an integral part of the consolidated financial statements.​​46 Table of Contents Table of Contents Table of Contents ​Consolidated Statements of Shareholders' EquityBall Corporation​​​​​​​​​​​​​​​​​​​​​​​​​​​Ball Corporation and Subsidiaries​​​​​​​​​Common Stock​Treasury Stock​​​​Accumulated Other​​​​​​​​Number of​​​Number of​​​Retained​Comprehensive​Noncontrolling ​Total​($ in millions; share amounts in thousands) Shares Amount Shares Amount Earnings Earnings (Loss) Interest Equity​​​​​​​​​​​​​​​​​​​​​​​​​Balance at December 31, 2020​ 679,524​$ 1,167​ (351,939)​$ (3,130)​$ 6,192​$ (954)​$ 62​$ 3,337​Net earnings​ - ​​ - ​ - ​​ - ​​ 878​​ - ​​ - ​​ 878​Other comprehensive earnings (loss), net of tax​ - ​​ - ​ - ​​ - ​​ - ​​ 372​​ - ​​ 372​Common dividends, net of tax benefits​ - ​​ - ​ - ​​ - ​​ (227)​​ - ​​ - ​​ (227)​Treasury stock purchases​ - ​​ - ​ (8,507)​​ (766)​​ - ​​ - ​​ - ​​ (766)​Treasury shares reissued​ - ​​ - ​ 345​​ 33​​ - ​​ - ​​ - ​​ 33​Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 1,421​​ 53​ - ​​ - ​​ - ​​ - ​​ - ​​ 53​Dividends paid to noncontrolling interest​ - ​​ - ​ - ​​ - ​​ - ​​ - ​​ (4)​​ (4)​Other activity​ - ​​ - ​ - ​​ 9​​ - ​​ - ​​ - ​​ 9​Balance at December 31, 2021​ 680,945​​ 1,220​ (360,101)​​ (3,854)​​ 6,843​​ (582)​​ 58​​ 3,685​Net earnings​ - ​​ - ​ - ​​ - ​​ 719​​ - ​​ 13​​ 732​Other comprehensive earnings (loss), net of tax​ - ​​ - ​ - ​​ - ​​ - ​​ (97)​​ - ​​ (97)​Common dividends, net of tax benefits​ - ​​ - ​ - ​​ - ​​ (253)​​ - ​​ - ​​ (253)​Treasury stock purchases​ - ​​ - ​ (8,417)​​ (618)​​ - ​​ - ​​ - ​​ (618)​Treasury shares reissued​ - ​​ - ​ 482​​ 32​​ - ​​ - ​​ - ​​ 32​Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 1,199​​ 40​ - ​​ - ​​ - ​​ - ​​ - ​​ 40​Dividends paid to noncontrolling interest​ - ​​ - ​ - ​​ - ​​ - ​​ - ​​ (5)​​ (5)​Other activity​ - ​​ - ​ - ​​ 11​​ - ​​ - ​​ - ​​ 11​Balance at December 31, 2022​ 682,144​​ 1,260​ (368,036)​​ (4,429)​​ 7,309​​ (679)​​ 66​​ 3,527​Net earnings​ - ​​ - ​ - ​​ - ​​ 707​​ - ​​ 4​​ 711​Other comprehensive earnings (loss), net of tax​ - ​​ - ​ - ​​ - ​​ - ​​ (237)​​ - ​​ (237)​Common dividends, net of tax benefits​ - ​​ - ​ - ​​ - ​​ (252)​​ - ​​ - ​​ (252)​Treasury stock purchases​ - ​​ - ​ (60)​​ (3)​​ - ​​ - ​​ - ​​ (3)​Treasury shares reissued​ - ​​ - ​ 545​​ 29​​ - ​​ - ​​ - ​​ 29​Shares issued and stock compensation for stock options and other stock plans, net of shares exchanged ​ 1,097​​ 52​ - ​​ - ​​ - ​​ - ​​ - ​​ 52​Dividends paid to noncontrolling interest​ - ​​ - ​ - ​​ - ​​ - ​​ - ​​ (2)​​ (2)​Other activity​ - ​​ - ​ - ​​ 13​​ (1)​​ - ​​ - ​​ 12​Balance at December 31, 2023​ 683,241​$ 1,312​ (367,551)​$ (4,390)​$ 7,763​$ (916)​$ 68​$ 3,837​​The accompanying notes are an integral part of the consolidated financial statements.​​ ​ --- ## Modified: Other Liquidity Measures **Key changes:** - Reworded sentence: "​ Given the on-going growth projects in our businesses being undertaken to support EVA-enhancing contracted volumes, in 2024, we expect capital expenditures to be in the range of $650 million and we intend to return approximately $247 million to shareholders in the form of dividends." - Reworded sentence: "On February 16, 2024, the company completed the divestiture of the aerospace business." - Reworded sentence: "​ The company's growth and asset maintenance plans require capital expenditures over the coming years, which will be funded by operating cash flows and external borrowings." **Prior (2023):** ​ Given the on-going growth projects in our businesses being undertaken to support EVA-enchancing contacted volumes, in 2023, we expect capital expenditures to be in the range of $1.2 billion and we intend to return approximately $250 million to shareholders in the form of dividends. We further intend to utilize our operating cash flows to pay down debt and, to the extent available, repurchase Ball common stock or fund acquisitions that meet our rate of return criteria. ​ We have committed contracts to purchase raw materials and we align these purchase commitments with long-term sales contracts with our customers such that any commitment to purchase aluminum and other direct materials corresponds to a contractual sale. These aluminum purchase commitments include pass-through provisions which generally result in proportional changes in both sales and costs of sales; however, there may be timing differences of when the costs are passed through. ​ The company's growth and asset maintenance plans require capital expenditures over the next years, which will be funded by operating cash flows and external borrowings. Approximately $810 million of capital expenditures were contractually committed as of December 31, 2022. Maturities for Ball's long-term debt are disclosed in Note 15 to the consolidated financial statements within Item 8 of this annual report. Repayments of debt and other operational cash requirements will also be funded by operating cash flows and external borrowings. The company has no material off-balance sheet arrangements. Note 15 ​ **Current (2024):** ​ Given the on-going growth projects in our businesses being undertaken to support EVA-enhancing contracted volumes, in 2024, we expect capital expenditures to be in the range of $650 million and we intend to return approximately $247 million to shareholders in the form of dividends. We further intend to utilize our operating cash flows to pay down debt and, to the extent available, repurchase Ball common stock or fund acquisitions that meet our rate of return criteria. On February 16, 2024, the company completed the divestiture of the aerospace business. We plan to accelerate capital return to shareholders via share repurchases and repay a portion of outstanding debt as a result of the divestiture. See Note 4 for further details. Note 4 ​ We have committed contracts to purchase raw materials and we align these purchase commitments with long-term sales contracts with our customers such that any commitment to purchase aluminum and other direct materials corresponds to a contractual sale. These aluminum purchase commitments include pass-through provisions which generally result in proportional changes in both sales and costs of sales; however, there may be timing differences of when the costs are passed through. ​ The company's growth and asset maintenance plans require capital expenditures over the coming years, which will be funded by operating cash flows and external borrowings. Approximately $258 million of capital expenditures were contractually committed as of December 31, 2023. Maturities for Ball's long-term debt are disclosed in Note 15 to the consolidated financial statements within Item 8 of this annual report. Repayments of debt and other operational cash requirements will also be funded by operating cash flows and external borrowings. The company has no material off-balance sheet arrangements. Note 15 Item 8 ​ --- ## Modified: Major Customers **Key changes:** - Reworded sentence: "​ Net sales to major customers, as a percentage of consolidated net sales, were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ U.S." **Prior (2023):** ​ Net sales to major customers, as a percentage of consolidated net sales, were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 2020 ​ ​ ​ ​ ​ ​ ​ ​ Anheuser-Busch InBev and affiliates ​ 13 % 12 % 13 % U.S. Government ​ 12 % 13 % 14 % Coca-Cola Bottlers' Sales & Services Company LLC and affiliates ​ 11 % 10 % 9 % ​ **Current (2024):** ​ Net sales to major customers, as a percentage of consolidated net sales, were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ U.S. Government ​ 14 % 12 % 13 % Anheuser-Busch InBev and affiliates ​ 13 % 13 % 12 % Coca-Cola Bottlers' Sales & Services Company LLC and affiliates ​ 11 % 11 % 10 % ​ --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Added sentence: "​ company's senior notes and senior credit facilities." - Added sentence: "Also, on February 14, 2024, Ball announced a public tender of the $1.00 billion 5.25% senior notes due July 2025 and the $750 million 4.875% senior notes due March 2026." - Added sentence: "​Russia​In the first quarter of 2022, the company announced that it was pursuing the sale of its aluminum beverage packaging business located in Russia." - Added sentence: "In the second quarter of 2022, Ball experienced deteriorating conditions and determined this constituted a triggering event for its Russian long-lived asset group." - Added sentence: "As a result, Ball performed a Level 3 expected cash flow recoverability analysis, using an income valuation approach with various scenarios, including a near-term sale of the business, to estimate the fair value of the long-lived assets, and recorded an impairment loss of $435 million during the second quarter of 2022.​In the third quarter of 2022, the company completed the sale of its Russian aluminum beverage packaging business for total cash consideration of $530 million and recorded a gain on disposal of $222 million." **Prior (2023):** ​ Russia ​ In the first quarter of 2022, the company announced that it was pursuing the sale of its aluminum beverage packaging business located in Russia. In the second quarter of 2022, Ball experienced deteriorating conditions and determined this constituted a triggering event for its Russian long-lived asset group. As a result, Ball performed a Level 3 expected cash flow recoverability analysis, using an income valuation approach with various scenarios, including a near-term sale of the business, to estimate the fair value of the long-lived assets, and recorded an impairment loss of $435 million during the second quarter of 2022. This non-cash charge has been presented in business consolidation and other activities. ​ In the third quarter of 2022, the company completed the sale of its Russian aluminum beverage packaging business for total cash consideration of $530 million and recorded a gain on disposal of $222 million in business consolidation and other activities. The gain on sale includes cumulative currency translation gains that were recorded in accumulated other comprehensive earnings (loss) and were released upon the complete liquidation of our investment in Russia that resulted upon the sale. The net gain also includes goodwill associated with our beverage packaging, EMEA, reporting unit that was allocated to the Russian disposal group at the date of sale. When considering the impairment loss recorded during the second quarter 2022 of $435 million, the impairment loss net of gain on the sale of the Russian business was $213 million for the year ended December 31, 2022. The impairment loss in the second quarter and the gain on sale in the third quarter were significantly impacted by movements in the U.S. dollar to Russian ruble exchange rates. Cash proceeds from the sale of $455 million, net of the cash on the disposed business, were received in the third quarter of 2022 and are presented in business dispositions, net of cash sold, in the consolidated statement of cash flows for the year ended December 31, 2022. ​ 60 60 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​In connection with this sale, Ball entered into a call option agreement that is contingently exercisable between September 2025 and September 2032, and if it becomes exercisable, will provide Ball the right to repurchase the business subject to the status of sanctions and certain other contingencies outside of Ball's control. The option price, if exercised, would provide a customary compounded annual rate of return to the purchaser based on defined cash flows associated with the purchase and operation of the business from the purchase date through the exercise date of the option. Because the option strike price could limit the residual returns generated by the purchaser, if exercised, the option represents a variable interest retained by Ball in the Russian business. Based on the terms of the option relative to current market conditions in Russia, we determined that the option had an immaterial value at the date of sale. Neither the option nor any other terms in the sales agreement result in Ball being the primary beneficiary of the business and, therefore, it has been deconsolidated.​Ball Metalpack Investment​During the first quarter of 2022, Ball sold its remaining 49 percent owned equity method investment in Ball Metalpack to Sonoco, a global provider of consumer, industrial, healthcare and protective packaging, for total consideration of $298 million, all of which was received in cash in the first quarter of 2022. Ball's carrying value of the investment before the sale was zero; therefore, a gain from the sale of $298 million is reported in business consolidation and other activities in the consolidated statement of earnings. Cash proceeds of $298 million related to the sale are presented in business dispositions, net of cash sold, in the consolidated statement of cash flows.​Ball also received proceeds from Ball Metalpack for the repayment of an outstanding promissory note and accrued interest of approximately $16 million, which was recorded as a gain in business consolidation and other activities in the consolidated statement of earnings.​South Korea Investment​In the third quarter of 2021, Ball sold its minority-owned investment in South Korea. Consideration for the transaction was cash of $120 million, of which $110 million was received and is presented in business dispositions, net of cash sold, within cash flows from investing activities in Ball's 2021 consolidated statement of cash flows. In the fourth quarter of 2022, the remaining $10 million was received and is presented in business dispositions, net of cash sold, within cash flows from investing activities in Ball's 2022 consolidated statement of cash flows. In the second quarter of 2021, the company recorded a loss of $5 million related to the disposal, which is presented in business consolidation and other activities in the consolidated statement of earnings. See Note 6 for further details.​61 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: Senior Notes **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ 4.00% due November 2023 ​ $ - ​ $ 1,000 0.875%, euro denominated, due March 2024 ​ ​ 828 ​ ​ 803 5.25% due July 2025 ​ ​ 1,000 ​ ​ 1,000 4.875% due March 2026 ​ ​ 750 ​ ​ 750 1.50%, euro denominated, due March 2027 ​ ​ 607 ​ ​ 589 6.875% due March 2028 ​ ​ 750 ​ ​ 750 6.00% due June 2029 ​ ​ 1,000 ​ ​ - 2.875% due August 2030 ​ ​ 1,300 ​ ​ 1,300 3.125% due September 2031 ​ ​ 850 ​ ​ 850" **Prior (2023):** ​ ​ ​ ​ ​ ​ 4.00% due November 2023 ​ $ 1,000 ​ $ 1,000 4.375%, euro denominated, due December 2023 ​ ​ - ​ ​ 796 0.875%, euro denominated, due March 2024 ​ ​ 803 ​ ​ 853 5.25% due July 2025 ​ ​ 1,000 ​ ​ 1,000 4.875% due March 2026 ​ ​ 750 ​ ​ 750 1.50%, euro denominated, due March 2027 ​ ​ 589 ​ ​ 625 6.875% due March 2028 ​ ​ 750 ​ ​ - 2.875% due August 2030 ​ ​ 1,300 ​ ​ 1,300 3.125% due September 2031 ​ ​ 850 ​ ​ 850 **Current (2024):** ​ ​ ​ ​ ​ ​ 4.00% due November 2023 ​ $ - ​ $ 1,000 0.875%, euro denominated, due March 2024 ​ ​ 828 ​ ​ 803 5.25% due July 2025 ​ ​ 1,000 ​ ​ 1,000 4.875% due March 2026 ​ ​ 750 ​ ​ 750 1.50%, euro denominated, due March 2027 ​ ​ 607 ​ ​ 589 6.875% due March 2028 ​ ​ 750 ​ ​ 750 6.00% due June 2029 ​ ​ 1,000 ​ ​ - 2.875% due August 2030 ​ ​ 1,300 ​ ​ 1,300 3.125% due September 2031 ​ ​ 850 ​ ​ 850 --- ## Modified: Operating leases: **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ Operating lease ROU asset Other assets Other assets ​ $ 440 ​ $ 434 Current operating lease liabilities Other current liabilities Other current liabilities ​ ​ 93 ​ ​ 91 Noncurrent operating lease liabilities Other liabilities Other liabilities ​ ​ 356 ​ ​ 349" **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ Operating lease ROU asset Other assets Other assets ​ $ 434 ​ $ 420 Current operating lease liabilities Other current liabilities Other current liabilities ​ ​ 91 ​ ​ 80 Noncurrent operating lease liabilities Other liabilities Other liabilities ​ ​ 349 ​ ​ 340 **Current (2024):** ​ ​ ​ ​ ​ ​ ​ Operating lease ROU asset Other assets Other assets ​ $ 440 ​ $ 434 Current operating lease liabilities Other current liabilities Other current liabilities ​ ​ 93 ​ ​ 91 Noncurrent operating lease liabilities Other liabilities Other liabilities ​ ​ 356 ​ ​ 349 --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "2023 2022 ​ ​ ​ ​ ​ ​ ​ Long-term pension assets ​ $ 41 ​ $ 355 Right-of-use operating lease assets Right-of-use operating lease assets ​ ​ 440 ​ ​ 434 Investments in affiliates ​ ​ 212 ​ ​ 193 Long-term deferred tax assets ​ ​ 114 ​ ​ 73 Other ​ ​ 634 ​ ​ 660 ​ ​ $ 1,441 ​ $ 1,715 ​ Investments in affiliates primarily includes the company's 50 percent ownership interest in an entity in Guatemala, a 50 percent ownership interest in an entity in Panama, a 50 percent ownership interest in an entity in Vietnam and an ownership interest of 50 percent in an entity in the U.S." **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "​ 2023 2022 ​ ​ ​ ​ ​ ​ Beginning of period: ​ ​ ​ ​ ​ PP&E acquired but not yet paid ​ $ 392 $ 540 ​ ​ ​ ​ ​ ​ ​ End of period: ​ ​ ​ ​ ​ PP&E acquired but not yet paid ​ $ 204 $ 392 ​ ​" **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: Critical Audit Matters **Key changes:** - Reworded sentence: "​ Revenue Recognition - Estimated Costs at Completion for Aerospace Fixed-Price Contracts ​ As described in Notes 1 and 3 to the consolidated financial statements, net sales for the aerospace segment were $2.0 billion for the year ended December 31, 2023, including sales under fixed-price long-term contracts, which are primarily recognized using percentage-of-completion accounting under the cost-to-cost method." - Reworded sentence: "​ /s/ PricewaterhouseCoopers LLP Denver, Colorado February 20, 2024 ​ We have served as the Company's auditor since at least 1962." - Reworded sentence: "​ 41 41 41 Table of ContentsConsolidated Statements of EarningsBall Corporation ​​​​​​​​​​​​​Years Ended December 31,($ in millions, except per share amounts)​2023​2022​2021​​​​​​​​​​Net sales​$ 14,029​$ 15,349​$ 13,811​​​​​​​​​​Costs and expenses​​​​​​​​​Cost of sales (excluding depreciation and amortization)​​ (11,359)​​ (12,766)​​ (11,085)Depreciation and amortization​​ (686)​​ (672)​​ (700)Selling, general and administrative​​ (558)​​ (626)​​ (593)Business consolidation and other activities​​ (153)​​ (71)​​ (142)​​​ (12,756)​​ (14,135)​​ (12,520)​​​​​​​​​​Earnings before interest and taxes​​ 1,273​​ 1,214​​ 1,291​​​​​​​​​​Interest expense​​ (459)​​ (312)​​ (270)Debt refinancing and other costs​​ - ​​ (18)​​ (13)Total interest expense​​ (459)​​ (330)​​ (283)​​​​​​​​​​Earnings before taxes​​ 814​​ 884​​ 1,008Tax (provision) benefit​​ (123)​​ (159)​​ (156)Equity in results of affiliates, net of tax​​ 20​​ 7​​ 26Net earnings​​ 711​​ 732​​ 878Net earnings attributable to noncontrolling interests​​ 4​​ 13​​ - Net earnings attributable to Ball Corporation​$ 707​$ 719​$ 878​​​​​​​​​​​​​​​​​​​​Earnings per share:​​​​​​​​​Basic​$ 2.25​$ 2.27​$ 2.69Diluted ​$ 2.23​$ 2.25​$ 2.65​​​​​​​​​​​​​​​​​​​​Weighted average shares outstanding: (000s)​​​​​​​​​Basic​​ 314,775​​ 316,433​​ 325,989Diluted ​​ 317,022​​ 320,008​​ 331,615​​​​​​​​​​​The accompanying notes are an integral part of the consolidated financial statements.​42 Table of Contents Table of Contents Table of Contents Consolidated Statements of EarningsBall Corporation ​​​​​​​​​​​​​Years Ended December 31,($ in millions, except per share amounts)​2023​2022​2021​​​​​​​​​​Net sales​$ 14,029​$ 15,349​$ 13,811​​​​​​​​​​Costs and expenses​​​​​​​​​Cost of sales (excluding depreciation and amortization)​​ (11,359)​​ (12,766)​​ (11,085)Depreciation and amortization​​ (686)​​ (672)​​ (700)Selling, general and administrative​​ (558)​​ (626)​​ (593)Business consolidation and other activities​​ (153)​​ (71)​​ (142)​​​ (12,756)​​ (14,135)​​ (12,520)​​​​​​​​​​Earnings before interest and taxes​​ 1,273​​ 1,214​​ 1,291​​​​​​​​​​Interest expense​​ (459)​​ (312)​​ (270)Debt refinancing and other costs​​ - ​​ (18)​​ (13)Total interest expense​​ (459)​​ (330)​​ (283)​​​​​​​​​​Earnings before taxes​​ 814​​ 884​​ 1,008Tax (provision) benefit​​ (123)​​ (159)​​ (156)Equity in results of affiliates, net of tax​​ 20​​ 7​​ 26Net earnings​​ 711​​ 732​​ 878Net earnings attributable to noncontrolling interests​​ 4​​ 13​​ - Net earnings attributable to Ball Corporation​$ 707​$ 719​$ 878​​​​​​​​​​​​​​​​​​​​Earnings per share:​​​​​​​​​Basic​$ 2.25​$ 2.27​$ 2.69Diluted ​$ 2.23​$ 2.25​$ 2.65​​​​​​​​​​​​​​​​​​​​Weighted average shares outstanding: (000s)​​​​​​​​​Basic​​ 314,775​​ 316,433​​ 325,989Diluted ​​ 317,022​​ 320,008​​ 331,615​​​​​​​​​​​The accompanying notes are an integral part of the consolidated financial statements.​" **Prior (2023):** ​ The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. ​ Revenue Recognition - Estimated Costs at Completion for Aerospace Fixed-Price Contracts ​ As described in Notes 1 and 3 to the consolidated financial statements, net sales for the aerospace segment were $2.0 billion for the year ended December 31, 2022, including sales under fixed-price long-term contracts, which are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. The percentage-of-completion method of accounting involves the use of various estimating techniques to project revenues and costs at completion and various assumptions and projections related to the outcome of future events, including the quantity and timing of product deliveries, future labor performance and rates, and material and overhead costs. Throughout the period of contract performance, management regularly evaluates and, if necessary, revises its estimates of total contract revenue, total contract cost, and extent of progress toward completion. ​ The principal considerations for our determination that performing procedures relating to revenue recognition - estimated costs at completion for aerospace fixed-price contracts is a critical audit matter are the significant judgment by management when determining the estimated costs at completion for such contracts. This in turn led to a high degree of auditor judgment, subjectivity, and effort in performing procedures and in evaluating the related audit evidence over management's assumptions of estimated costs at completion for aerospace fixed-price contracts related to the availability and cost volatility of materials, subcontractor and vendor performance, and schedule and performance delays. ​ Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the accuracy of estimated costs at completion for aerospace fixed-price contracts. These procedures also included, among others, evaluating and testing management's process for determining the estimated costs at completion for a sample of aerospace fixed-price contracts, including assessing the reasonableness of the significant assumptions related to each contract. Evaluating the reasonableness of management's assumptions related to the availability and cost volatility of materials, subcontractor and vendor performance, and schedule and performance delays involved assessing the nature and status of the aerospace fixed-price contracts, performing retrospective reviews of the aerospace fixed-price contract estimates and changes in estimates over time, obtaining evidence to support estimated costs at completion, and assessing the reasonableness of factors considered and significant assumptions made by management in determining the estimated costs at completion used to recognize revenue. ​ /s/ PricewaterhouseCoopers LLP Denver, Colorado February 21, 2023 ​ We have served as the Company's auditor since at least 1962. We have not been able to determine the specific year we began serving as auditor of the Company. ​ 40 40 40 Table of ContentsConsolidated Statements of EarningsBall Corporation ​​​​​​​​​​​​​​​Years Ended December 31,($ in millions, except per share amounts) ​2022​2021​2020​​​​​​​​​​​Net sales​​$ 15,349​$ 13,811​$ 11,781​​​​​​​​​​​Costs and expenses​​​​​​​​​​Cost of sales (excluding depreciation and amortization)​​​ (12,766)​​ (11,085)​​ (9,323)Depreciation and amortization​​​ (672)​​ (700)​​ (668)Selling, general and administrative​​​ (626)​​ (593)​​ (525)Business consolidation and other activities​​​ (71)​​ (142)​​ (262)​​​​ (14,135)​​ (12,520)​​ (10,778)​​​​​​​​​​​Earnings before interest and taxes​​​ 1,214​​ 1,291​​ 1,003​​​​​​​​​​​Interest expense​​​ (312)​​ (270)​​ (275)Debt refinancing and other costs​​​ (18)​​ (13)​​ (41)Total interest expense​​​ (330)​​ (283)​​ (316)​​​​​​​​​​​Earnings before taxes​​​ 884​​ 1,008​​ 687Tax (provision) benefit​​​ (159)​​ (156)​​ (99)Equity in results of affiliates, net of tax​​​ 7​​ 26​​ (6)Net earnings​​​ 732​​ 878​​ 582Net earnings (loss) attributable to noncontrolling interests​​​ 13​​ - ​​ (3)Net earnings attributable to Ball Corporation​​$ 719​$ 878​$ 585​​​​​​​​​​​​​​​​​​​​​​Earnings per share:​​​​​​​​​​Basic​​$ 2.27​$ 2.69​$ 1.79Diluted ​​$ 2.25​$ 2.65​$ 1.76​​​​​​​​​​​​​​​​​​​​​​Weighted average shares outstanding: (000s)​​​​​​​​​​Basic​​​ 316,433​​ 325,989​​ 326,260Diluted ​​​ 320,008​​ 331,615​​ 332,815​​​​​​​​​​​​The accompanying notes are an integral part of the consolidated financial statements.​41 Table of Contents Table of Contents Table of Contents Consolidated Statements of EarningsBall Corporation ​​​​​​​​​​​​​​​Years Ended December 31,($ in millions, except per share amounts) ​2022​2021​2020​​​​​​​​​​​Net sales​​$ 15,349​$ 13,811​$ 11,781​​​​​​​​​​​Costs and expenses​​​​​​​​​​Cost of sales (excluding depreciation and amortization)​​​ (12,766)​​ (11,085)​​ (9,323)Depreciation and amortization​​​ (672)​​ (700)​​ (668)Selling, general and administrative​​​ (626)​​ (593)​​ (525)Business consolidation and other activities​​​ (71)​​ (142)​​ (262)​​​​ (14,135)​​ (12,520)​​ (10,778)​​​​​​​​​​​Earnings before interest and taxes​​​ 1,214​​ 1,291​​ 1,003​​​​​​​​​​​Interest expense​​​ (312)​​ (270)​​ (275)Debt refinancing and other costs​​​ (18)​​ (13)​​ (41)Total interest expense​​​ (330)​​ (283)​​ (316)​​​​​​​​​​​Earnings before taxes​​​ 884​​ 1,008​​ 687Tax (provision) benefit​​​ (159)​​ (156)​​ (99)Equity in results of affiliates, net of tax​​​ 7​​ 26​​ (6)Net earnings​​​ 732​​ 878​​ 582Net earnings (loss) attributable to noncontrolling interests​​​ 13​​ - ​​ (3)Net earnings attributable to Ball Corporation​​$ 719​$ 878​$ 585​​​​​​​​​​​​​​​​​​​​​​Earnings per share:​​​​​​​​​​Basic​​$ 2.27​$ 2.69​$ 1.79Diluted ​​$ 2.25​$ 2.65​$ 1.76​​​​​​​​​​​​​​​​​​​​​​Weighted average shares outstanding: (000s)​​​​​​​​​​Basic​​​ 316,433​​ 325,989​​ 326,260Diluted ​​​ 320,008​​ 331,615​​ 332,815​​​​​​​​​​​​The accompanying notes are an integral part of the consolidated financial statements.​ **Current (2024):** ​ The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. ​ Revenue Recognition - Estimated Costs at Completion for Aerospace Fixed-Price Contracts ​ As described in Notes 1 and 3 to the consolidated financial statements, net sales for the aerospace segment were $2.0 billion for the year ended December 31, 2023, including sales under fixed-price long-term contracts, which are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. The percentage-of-completion method of accounting involves the use of various estimating techniques to project revenues and costs at completion and various assumptions and projections related to the outcome of future events, including the quantity and timing of product deliveries, future labor performance and rates, and material and overhead costs. Throughout the period of contract performance, management regularly evaluates and, if necessary, revises its estimates of total contract revenue, total contract cost, and extent of progress toward completion. ​ The principal considerations for our determination that performing procedures relating to revenue recognition - estimated costs at completion for aerospace fixed-price contracts is a critical audit matter are the significant judgment by management when determining the estimated costs at completion for such contracts. This in turn led to a high degree of auditor judgment, subjectivity, and effort in performing procedures and in evaluating the related audit evidence over management's assumptions of estimated costs at completion for aerospace fixed-price contracts related to the availability and cost volatility of materials, subcontractor and vendor performance, and schedule and performance delays. ​ Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the accuracy of estimated costs at completion for aerospace fixed-price contracts. These procedures also included, among others, evaluating and testing management's process for determining the estimated costs at completion for a sample of aerospace fixed-price contracts, including assessing the reasonableness of the significant assumptions related to each contract. Evaluating the reasonableness of management's assumptions related to the availability and cost volatility of materials, subcontractor and vendor performance, and schedule and performance delays involved assessing the nature and status of the aerospace fixed-price contracts, performing retrospective reviews of the aerospace fixed-price contract estimates and changes in estimates over time, obtaining evidence to support estimated costs at completion, and assessing the reasonableness of factors considered and significant assumptions made by management in determining the estimated costs at completion used to recognize revenue. ​ /s/ PricewaterhouseCoopers LLP Denver, Colorado February 20, 2024 ​ We have served as the Company's auditor since at least 1962. We have not been able to determine the specific year we began serving as auditor of the Company. ​ 41 41 41 Table of ContentsConsolidated Statements of EarningsBall Corporation ​​​​​​​​​​​​​Years Ended December 31,($ in millions, except per share amounts)​2023​2022​2021​​​​​​​​​​Net sales​$ 14,029​$ 15,349​$ 13,811​​​​​​​​​​Costs and expenses​​​​​​​​​Cost of sales (excluding depreciation and amortization)​​ (11,359)​​ (12,766)​​ (11,085)Depreciation and amortization​​ (686)​​ (672)​​ (700)Selling, general and administrative​​ (558)​​ (626)​​ (593)Business consolidation and other activities​​ (153)​​ (71)​​ (142)​​​ (12,756)​​ (14,135)​​ (12,520)​​​​​​​​​​Earnings before interest and taxes​​ 1,273​​ 1,214​​ 1,291​​​​​​​​​​Interest expense​​ (459)​​ (312)​​ (270)Debt refinancing and other costs​​ - ​​ (18)​​ (13)Total interest expense​​ (459)​​ (330)​​ (283)​​​​​​​​​​Earnings before taxes​​ 814​​ 884​​ 1,008Tax (provision) benefit​​ (123)​​ (159)​​ (156)Equity in results of affiliates, net of tax​​ 20​​ 7​​ 26Net earnings​​ 711​​ 732​​ 878Net earnings attributable to noncontrolling interests​​ 4​​ 13​​ - Net earnings attributable to Ball Corporation​$ 707​$ 719​$ 878​​​​​​​​​​​​​​​​​​​​Earnings per share:​​​​​​​​​Basic​$ 2.25​$ 2.27​$ 2.69Diluted ​$ 2.23​$ 2.25​$ 2.65​​​​​​​​​​​​​​​​​​​​Weighted average shares outstanding: (000s)​​​​​​​​​Basic​​ 314,775​​ 316,433​​ 325,989Diluted ​​ 317,022​​ 320,008​​ 331,615​​​​​​​​​​​The accompanying notes are an integral part of the consolidated financial statements.​42 Table of Contents Table of Contents Table of Contents Consolidated Statements of EarningsBall Corporation ​​​​​​​​​​​​​Years Ended December 31,($ in millions, except per share amounts)​2023​2022​2021​​​​​​​​​​Net sales​$ 14,029​$ 15,349​$ 13,811​​​​​​​​​​Costs and expenses​​​​​​​​​Cost of sales (excluding depreciation and amortization)​​ (11,359)​​ (12,766)​​ (11,085)Depreciation and amortization​​ (686)​​ (672)​​ (700)Selling, general and administrative​​ (558)​​ (626)​​ (593)Business consolidation and other activities​​ (153)​​ (71)​​ (142)​​​ (12,756)​​ (14,135)​​ (12,520)​​​​​​​​​​Earnings before interest and taxes​​ 1,273​​ 1,214​​ 1,291​​​​​​​​​​Interest expense​​ (459)​​ (312)​​ (270)Debt refinancing and other costs​​ - ​​ (18)​​ (13)Total interest expense​​ (459)​​ (330)​​ (283)​​​​​​​​​​Earnings before taxes​​ 814​​ 884​​ 1,008Tax (provision) benefit​​ (123)​​ (159)​​ (156)Equity in results of affiliates, net of tax​​ 20​​ 7​​ 26Net earnings​​ 711​​ 732​​ 878Net earnings attributable to noncontrolling interests​​ 4​​ 13​​ - Net earnings attributable to Ball Corporation​$ 707​$ 719​$ 878​​​​​​​​​​​​​​​​​​​​Earnings per share:​​​​​​​​​Basic​$ 2.25​$ 2.27​$ 2.69Diluted ​$ 2.23​$ 2.25​$ 2.65​​​​​​​​​​​​​​​​​​​​Weighted average shares outstanding: (000s)​​​​​​​​​Basic​​ 314,775​​ 316,433​​ 325,989Diluted ​​ 317,022​​ 320,008​​ 331,615​​​​​​​​​​​The accompanying notes are an integral part of the consolidated financial statements.​ --- ## Modified: Global Economic Environment **Key changes:** - Reworded sentence: "​ Recent data has indicated continued high inflation in the regions where we operate." - Reworded sentence: "Additionally, we are unable to predict the potential effects that any future pandemic, or the continuation or escalation of global conflicts, including the conflict between Russia and Ukraine and the rising instability in the Middle East, and related sanctions or market disruptions, may have on our business." **Prior (2023):** ​ In 2022 data indicated a sharp rise in inflation in the regions where we operate. Current and future inflationary effects may continue to be impacted by, among other things, supply chain disruptions, governmental stimulus or fiscal policies, changes in interest rates, and changing demand for certain goods and services as recovery from the COVID-19 pandemic continues. We cannot predict with any certainty the impact that rising interest rates, a global or any regional recession, or higher inflation may have on our customers or suppliers. Additionally, we are unable to predict the potential effects that any resurgence of COVID-19, its variants or any future pandemic, or the continuation or escalation of the military conflict between Russia and Ukraine, and related sanctions or market disruptions, may have on our business. It remains uncertain how long any of these conditions may last or how severe any of them may become. ​ **Current (2024):** ​ Recent data has indicated continued high inflation in the regions where we operate. Current and future inflationary effects may continue to be impacted by, among other things, supply chain disruptions, governmental stimulus or fiscal and monetary policies, changes in interest rates, and changing demand for certain goods and services. We cannot predict with any certainty the impact that rising interest rates, a global or any regional recession, or higher inflation may have on our customers or suppliers. Additionally, we are unable to predict the potential effects that any future pandemic, or the continuation or escalation of global conflicts, including the conflict between Russia and Ukraine and the rising instability in the Middle East, and related sanctions or market disruptions, may have on our business. It remains uncertain how long any of these conditions may last or how severe any of them may become. ​ --- ## Modified: Senior Credit Facility (at variable rates) **Key changes:** - Reworded sentence: "dollar revolver due June 2027 ​ ​ - ​ ​ 200 Term A loan due June 2027 (6.71% - 2023) ​ ​ 1,325 ​ ​ 1,350" **Prior (2023):** ​ ​ ​ ​ ​ ​ Term A loan due March 2024 (1.35% - 2021) ​ ​ - ​ ​ 593 U.S. dollar revolver due June 2027 (5.64% - 2022) ​ ​ 200 ​ ​ - Term A loan due June 2027 (5.44% - 2022) ​ ​ 1,350 ​ ​ - **Current (2024):** ​ ​ ​ ​ ​ ​ U.S. dollar revolver due June 2027 ​ ​ - ​ ​ 200 Term A loan due June 2027 (6.71% - 2023) ​ ​ 1,325 ​ ​ 1,350 --- ## Modified: Income Tax Disclosures **Key changes:** - Reworded sentence: "​ In 2023, new guidance was issued by the FASB with the goal of providing financial statement users with more information in the income tax rate reconciliation table and regarding income taxes paid." - Reworded sentence: "Ball's operations and results of its former Russian aluminum beverage packaging business are included in the results of the beverage packaging, EMEA, business through the date of the disposal in the third quarter of 2022.​Beverage packaging, South America: Consists of operations in Brazil, Argentina, Paraguay and Chile that manufacture and sell aluminum beverage containers throughout most of South America.​Aerospace: Consists of operations that manufacture and sell aerospace and other related products and provide services used in the defense, civil space and commercial space industries." - Reworded sentence: "Refer to Note 4 for additional details on both transactions.​59 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents" **Prior (2023):** ​ In 2021, new guidance was issued by the Financial Accounting Standards Board (FASB) related to the disclosure of government assistance received. The adoption of this new guidance did not have a material effect on the company's consolidated financial statements. ​ 56 56 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​Reference Rate Reform​In 2020, new guidance was issued by the FASB related to global reference rates reform. The adoption of this new guidance did not have a material effect on the company's consolidated financial statements. ​New Accounting Guidance and Disclosure Requirements​Supply Chain Finance Obligations​In 2022, new guidance was issued by the FASB with the goal of enhancing transparency around supply chain finance arrangements for which a supplier may receive early payments on their invoices. The company is currently assessing the impact that the adoption of this new guidance will have on its consolidated financial statements and expects to meet the disclosure requirements in the first quarter of 2023.​3. Business Segment Information​Ball's operations are organized and reviewed by management along its product lines and geographical areas and presented in the four reportable segments outlined below.​Beverage packaging, North and Central America: Consists of operations in the U.S., Canada and Mexico that manufacture and sell aluminum beverage containers throughout those countries.​Beverage packaging, EMEA: Consists of operations in numerous countries throughout Europe, as well as Egypt and Turkey, that manufacture and sell aluminum beverage containers throughout those countries. Ball sold its former operations located in Russia during the third quarter of 2022. See Note 4 for further details. Ball's operations and results of its former Russian aluminum packaging business are included in the results of the beverage packaging, EMEA, business through the date of the disposal in the third quarter of 2022.​Beverage packaging, South America: Consists of operations in Brazil, Argentina, Paraguay and Chile that manufacture and sell aluminum beverage containers throughout most of South America.​Aerospace: Consists of operations that manufacture and sell aerospace and other related products and provide services used in the defense, civil space and commercial space industries.​As presented in the tables below, Other consists of a non-reportable operating segment (beverage packaging, other) that manufactures and sells aluminum beverage containers in India, Saudi Arabia and throughout the Asia Pacific region; a non-reportable operating segment that manufactures and sells extruded aluminum aerosol containers and recloseable aluminum bottles across multiple consumer categories as well as aluminum slugs (aerosol packaging) throughout North America, South America, Europe, and Asia; a non-reportable operating segment that manufactures and sells aluminum cups (aluminum cups); undistributed corporate expenses; and intercompany eliminations and other business activities.​The accounting policies of the segments are the same as those used in the consolidated financial statements, as discussed in Note 1. The company also has investments in operations in Guatemala, Panama, the U.S. and Vietnam that are accounted for under the equity method of accounting and, accordingly, those results are not included in segment sales or earnings. In 2021, Ball sold its minority-owned investment in South Korea. In the first quarter of 2022, Ball sold its remaining equity method investment in Ball Metalpack. Refer to Note 4 for additional details on both transactions.​57 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents **Current (2024):** ​ In 2023, new guidance was issued by the FASB with the goal of providing financial statement users with more information in the income tax rate reconciliation table and regarding income taxes paid. The company is currently assessing the impact that the adoption of this new guidance will have on its consolidated financial statements and expects to meet the disclosure requirements on a prospective basis in its 2025 annual report. ​ 58 58 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​Segment Reporting​In 2023, new guidance was issued by the FASB with the goal of providing financial statement users with more information about reportable segments, including more disaggregated expense information. The company is currently assessing the impact that the adoption of this new guidance will have on its consolidated financial statements and expects to meet the disclosure requirements on a retrospective basis in its 2024 annual report and interim periods thereafter.​3. Business Segment Information​Ball's operations are organized and reviewed by management along its product lines and geographical areas and presented in the four reportable segments outlined below.​Beverage packaging, North and Central America: Consists of operations in the U.S., Canada and Mexico that manufacture and sell aluminum beverage containers throughout those countries.​Beverage packaging, EMEA: Consists of operations in numerous countries throughout Europe, as well as Egypt and Turkey, that manufacture and sell aluminum beverage containers throughout those countries. Ball sold its former operations located in Russia during the third quarter of 2022. See Note 4 for further details. Ball's operations and results of its former Russian aluminum beverage packaging business are included in the results of the beverage packaging, EMEA, business through the date of the disposal in the third quarter of 2022.​Beverage packaging, South America: Consists of operations in Brazil, Argentina, Paraguay and Chile that manufacture and sell aluminum beverage containers throughout most of South America.​Aerospace: Consists of operations that manufacture and sell aerospace and other related products and provide services used in the defense, civil space and commercial space industries. In the third quarter of 2023, Ball entered into a Stock Purchase Agreement with BAE Systems, Inc., to sell all of the outstanding equity interests in Ball's aerospace business to BAE. On February 16, 2024, the company completed the divestiture of the aerospace business. See Note 4 for further details.​As presented in the tables below, Other consists of a non-reportable operating segment (beverage packaging, other) that manufactures and sells aluminum beverage containers in India, Saudi Arabia and Myanmar; a non-reportable operating segment that manufactures and sells extruded aluminum aerosol containers and recloseable aluminum bottles across multiple consumer categories as well as aluminum slugs (aerosol packaging) throughout North America, South America, Europe, and Asia; a non-reportable operating segment that manufactures and sells aluminum cups (aluminum cups); undistributed corporate expenses; and intercompany eliminations and other business activities.​The accounting policies of the segments are the same as those used in the consolidated financial statements, as discussed in Note 1. The company also has investments in operations in Guatemala, Panama, the U.S. and Vietnam that are accounted for under the equity method of accounting and, accordingly, those results are not included in segment sales or earnings. In 2021, Ball sold its minority-owned investment in South Korea. In the first quarter of 2022, Ball sold its remaining equity method investment in Ball Metalpack. Refer to Note 4 for additional details on both transactions.​59 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "​ South Korea Investment​In the third quarter of 2021, Ball sold its minority-owned investment in South Korea." - Reworded sentence: "Revenue from Contracts with Customers ​The following table disaggregates the company's net sales based on the timing of transfer of control:​​​​​​​​​​​​​($ in millions)Year Ended December 31, Point in Time​Over Time​Total​​​​​​​​​​2023​$ 2,363​$ 11,666​$ 14,0292022​​ 2,699​​ 12,650​​ 15,3492021​​ 2,459​​ 11,352​​ 13,811​The company did not have any contract assets at December 31, 2023, 2022, or 2021." - Reworded sentence: "Current contract liabilities are classified within other current liabilities on the consolidated balance sheets and noncurrent contract liabilities are classified within other liabilities.​The company also recognized additional sales of $20 million and $8 million during the years ended December 31, 2023 and 2022, respectively, from performance obligations satisfied (or partially satisfied) in prior periods." **Prior (2023):** ​ In the third quarter of 2021, Ball sold its minority-owned investment in South Korea. Consideration for the transaction was cash of $120 million, of which $110 million was received and is presented in business dispositions, net of cash sold, within cash flows from investing activities in Ball's 2021 consolidated statement of cash flows. In the fourth quarter of 2022, the remaining $10 million was received and is presented in business dispositions, net of cash sold, within cash flows from investing activities in Ball's 2022 consolidated statement of cash flows. In the second quarter of 2021, the company recorded a loss of $5 million related to the disposal, which is presented in business consolidation and other activities in the consolidated statement of earnings. See Note 6 for further details. related to the disposal Note 6 ​ 61 61 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​Brazil Aluminum Aerosol Packaging Business​In the third quarter of 2020, the company acquired the entire share capital of Tubex Industria E Comercio de Embalagens Ltda, an aluminum aerosol packaging business with a plant in Itupeva, Brazil, for the purchase price of $80 million, subject to customary closing adjustments, including initial cash consideration of $69 million plus potential additional consideration not to exceed $30 million in total over the subsequent three years. The business is part of Ball's aerosol packaging operating segment. The transaction broadens the geographic reach of Ball's aluminum aerosol packaging business, serving the growing Brazilian personal care market. In 2021, the company recorded credits of $6 million resulting from revisions to its estimate of contingent consideration, which is recorded in business consolidation and other activities in the company's consolidated statement of earnings. See Note 6 for further details.​5. Revenue from Contracts with Customers ​The following table disaggregates the company's net sales based on the timing of transfer of control:​​​​​​​​​​​​​($ in millions)Year Ended December 31, Point in Time​Over Time​Total​​​​​​​​​​2022​$ 2,699​$ 12,650​$ 15,3492021​​ 2,459​​ 11,352​​ 13,8112020​​ 2,223​​ 9,558​​ 11,781​​​​​​​​​​​The company did not have any contract assets at December 31, 2022, 2021, or 2020. The opening and closing balances of the company's current and noncurrent contract liabilities are as follows:​​​​​​​​​​Contract​Contract​​Liabilities​Liabilities($ in millions) (Current)​(Noncurrent)​​​​​​​Balance at December 31, 2020​$ 108​$ 29Increase (decrease)​​ 164​​ 9Balance at December 31, 2021​​ 272​​ 38Increase (decrease)​​ 44​​ (26)Balance at December 31, 2022​$ 316​$ 12​​​​​​​​During the year ended December 31, 2022, contract liabilities increased by $18 million, which is net of cash received of $713 million and amounts recognized as sales of $695 million, the majority of which related to current contract liabilities. The amount of sales recognized during the year ended December 31, 2022, that was included in the company's opening contract liabilities balance was $272 million, all of which related to current contract liabilities. The difference between the opening and closing balances of the company's contract liabilities primarily results from timing differences between the company's performance and the customer's payments. Current contract liabilities are classified within other current liabilities on the consolidated balance sheet and noncurrent contract liabilities are classified within other liabilities.​The company also recognized sales of $8 million and $16 million during the years ended December 31, 2022 and 2021, respectively, from performance obligations satisfied (or partially satisfied) in prior periods. These sales amounts are the result of changes in the transaction price of the company's contracts with customers.​62 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: Shareholder Return Performance **Key changes:** - Reworded sentence: "​ The line graph below compares the annual percentage change in Ball Corporation's cumulative total shareholder return on its common stock with the cumulative total return of the Dow Jones Containers & Packaging Index and the S&P Composite 500 Stock Index for the five-year period ended December 31, 2023." - Reworded sentence: "​ 24 24 24 Table of Contents​ ​Total Return Analysis​​​​​​​​​​​​​​​​​​​​​12/31/2018​12/31/2019​12/31/2020​12/31/2021​12/31/2022​12/31/2023BALL​$100.00​$ 141.83​$ 205.93​$ 214.43​$ 115.30​$ 131.61S&P 500​​100.00​​ 128.88​​ 149.83​​ 190.13​​ 153.16​​ 190.27DJ US Containers & Packaging​​100.00​​ 125.59​​ 118.34​​ 108.85​​ 80.30​​ 104.72​Source: Refinitiv​Item 6." - Reworded sentence: "We also provide aerospace and other technologies and services to governmental and commercial customers." - Reworded sentence: "The pass through provisions generally result in proportional increases or decreases in sales and costs with a greatly reduced impact, if any, on net earnings; however, there may be timing differences of when the costs are passed through." - Reworded sentence: "We also provide aerospace and other technologies and services to governmental and commercial customers." **Prior (2023):** ​ The line graph below compares the annual percentage change in Ball Corporation's cumulative total shareholder return on its common stock with the cumulative total return of the Dow Jones Containers & Packaging Index and the S&P Composite 500 Stock Index for the five-year period ended December 31, 2022. The graph assumes $100 was invested on December 31, 2017, and that all dividends were reinvested. The Dow Jones Containers & Packaging Index total return has been weighted by market capitalization. ​ 24 24 24 Table of Contents​ ​Total Return Analysis​​​​​​​​​​​​​​​​​​​​​12/31/2017​12/31/2018​12/31/2019​12/31/2020​12/31/2021​12/31/2022BALL​$100.00​$ 122.65​$ 173.97​$ 252.58​$ 263.00​$ 141.42S&P 500​​100.00​​ 95.62​​ 125.72​​ 148.85​​ 191.58​​ 156.88DJ US Containers & Packaging​​100.00​​ 79.85​​ 100.28​​ 118.67​​ 129.17​​ 103.73​Source: Bloomberg L.P.® Charts​Item 6. [Reserved]​Removing and reserving Item 6 of Part II.​25 Table of Contents Table of Contents Table of Contents ​ ​Total Return Analysis​​​​​​​​​​​​​​​​​​​​​12/31/2017​12/31/2018​12/31/2019​12/31/2020​12/31/2021​12/31/2022BALL​$100.00​$ 122.65​$ 173.97​$ 252.58​$ 263.00​$ 141.42S&P 500​​100.00​​ 95.62​​ 125.72​​ 148.85​​ 191.58​​ 156.88DJ US Containers & Packaging​​100.00​​ 79.85​​ 100.28​​ 118.67​​ 129.17​​ 103.73​Source: Bloomberg L.P.® Charts​Item 6. [Reserved]​Removing and reserving Item 6 of Part II.​ ​ ​ Total Return Analysis ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 12/31/2017 ​ 12/31/2018 ​ 12/31/2019 ​ 12/31/2020 ​ 12/31/2021 ​ 12/31/2022 BALL ​ $ 100.00 ​ $ 122.65 ​ $ 173.97 ​ $ 252.58 ​ $ 263.00 ​ $ 141.42 S&P 500 ​ ​ 100.00 ​ ​ 95.62 ​ ​ 125.72 ​ ​ 148.85 ​ ​ 191.58 ​ ​ 156.88 DJ US Containers & Packaging ​ ​ 100.00 ​ ​ 79.85 ​ ​ 100.28 ​ ​ 118.67 ​ ​ 129.17 ​ ​ 103.73 ​ Source: Bloomberg L.P.® Charts ​ Item 6. [Reserved] ​ Removing and reserving Item 6 of Part II. ​ 25 25 25 Table of ContentsItem 7. Management's Discussion and Analysis of Financial Condition and Results of Operations​Management's discussion and analysis should be read in conjunction with the consolidated financial statements and accompanying notes included in Item 8 of this Annual Report on Form 10-K (annual report), which include additional information about our accounting policies, practices and the transactions underlying our financial results. The preparation of our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires us to make estimates and assumptions that affect the reported amounts in our consolidated financial statements and the accompanying notes, including various claims and contingencies related to lawsuits, taxes, environmental and other matters arising during the normal course of business. We apply our best judgment, our knowledge of existing facts and circumstances and actions that we may undertake in the future in determining the estimates that affect our consolidated financial statements. We evaluate our estimates on an ongoing basis using our historical experience, as well as other factors we believe appropriate under the circumstances, such as current economic conditions, and adjust or revise our estimates as circumstances change. As future events and their effects cannot be determined with precision, actual results may differ from these estimates. Ball Corporation and its subsidiaries are referred to collectively as "Ball Corporation," "Ball," "the company," "we" or "our" in the following discussion and analysis.​OVERVIEW​Business Overview and Industry Trends​Ball Corporation is one of the world's leading aluminum packaging suppliers. Our packaging products are produced for a variety of end uses, are manufactured in facilities around the world and are competitive with other substrates, such as plastics and glass. In the aluminum packaging industry, sales and earnings can be increased by reducing costs, increasing prices, developing new products, expanding volumes and making strategic acquisitions. We also provide aerospace and other technologies and services to governmental and commercial customers, including national defense hardware, antenna and video tactical solutions, civil and operational space hardware and system engineering services.​We sell our aluminum packaging products mainly to large, multinational beverage, personal care and household products companies with which we have developed long-term relationships. This is evidenced by our high customer retention and our large number of long-term supply contracts. While we have a diversified customer base, we sell a significant portion of our packaging products to major companies and brands, as well as to numerous regional customers. The overall global aluminum beverage and aerosol container industries are growing and are expected to continue to grow in the medium to long term. The primary customers for the products and services provided by our aerospace segment are U.S. government agencies or their prime contractors.​We purchase our raw materials from relatively few suppliers. We also have exposure to inflation, in particular the rising costs of raw materials, as well as other direct cost inputs. We mitigate our exposure to the changes in the costs of aluminum through the inclusion of provisions in contracts covering the majority of our volumes to pass through aluminum price changes, as well as through the use of derivative instruments. The pass-through provisions generally result in proportional increases or decreases in sales and costs with a greatly reduced impact, if any, on net earnings; however, there may be timing differences of when the costs are passed through. Because of our customer and supplier concentration, our business, financial condition and results of operations could be adversely affected by the loss, insolvency or bankruptcy of a major customer or supplier or a change in a supply agreement with a major customer or supplier, although our contract provisions generally mitigate the risk of customer loss, and our long-term relationships represent a known, stable customer base.​The majority of our aerospace business involves work under contracts, generally from one to five years in duration, as a prime contractor or subcontractor for various U.S. government agencies. Intense competition and long operating cycles are key characteristics of the company's aerospace and defense industry where it is common for work on major programs to be shared among a number of companies. A company competing to be a prime contractor may, upon ultimate award of the contract to a competitor, become a subcontractor for the ultimate prime contracting company.​26 Table of Contents Table of Contents Table of Contents Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations​Management's discussion and analysis should be read in conjunction with the consolidated financial statements and accompanying notes included in Item 8 of this Annual Report on Form 10-K (annual report), which include additional information about our accounting policies, practices and the transactions underlying our financial results. The preparation of our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires us to make estimates and assumptions that affect the reported amounts in our consolidated financial statements and the accompanying notes, including various claims and contingencies related to lawsuits, taxes, environmental and other matters arising during the normal course of business. We apply our best judgment, our knowledge of existing facts and circumstances and actions that we may undertake in the future in determining the estimates that affect our consolidated financial statements. We evaluate our estimates on an ongoing basis using our historical experience, as well as other factors we believe appropriate under the circumstances, such as current economic conditions, and adjust or revise our estimates as circumstances change. As future events and their effects cannot be determined with precision, actual results may differ from these estimates. Ball Corporation and its subsidiaries are referred to collectively as "Ball Corporation," "Ball," "the company," "we" or "our" in the following discussion and analysis.​OVERVIEW​Business Overview and Industry Trends​Ball Corporation is one of the world's leading aluminum packaging suppliers. Our packaging products are produced for a variety of end uses, are manufactured in facilities around the world and are competitive with other substrates, such as plastics and glass. In the aluminum packaging industry, sales and earnings can be increased by reducing costs, increasing prices, developing new products, expanding volumes and making strategic acquisitions. We also provide aerospace and other technologies and services to governmental and commercial customers, including national defense hardware, antenna and video tactical solutions, civil and operational space hardware and system engineering services.​We sell our aluminum packaging products mainly to large, multinational beverage, personal care and household products companies with which we have developed long-term relationships. This is evidenced by our high customer retention and our large number of long-term supply contracts. While we have a diversified customer base, we sell a significant portion of our packaging products to major companies and brands, as well as to numerous regional customers. The overall global aluminum beverage and aerosol container industries are growing and are expected to continue to grow in the medium to long term. The primary customers for the products and services provided by our aerospace segment are U.S. government agencies or their prime contractors.​We purchase our raw materials from relatively few suppliers. We also have exposure to inflation, in particular the rising costs of raw materials, as well as other direct cost inputs. We mitigate our exposure to the changes in the costs of aluminum through the inclusion of provisions in contracts covering the majority of our volumes to pass through aluminum price changes, as well as through the use of derivative instruments. The pass-through provisions generally result in proportional increases or decreases in sales and costs with a greatly reduced impact, if any, on net earnings; however, there may be timing differences of when the costs are passed through. Because of our customer and supplier concentration, our business, financial condition and results of operations could be adversely affected by the loss, insolvency or bankruptcy of a major customer or supplier or a change in a supply agreement with a major customer or supplier, although our contract provisions generally mitigate the risk of customer loss, and our long-term relationships represent a known, stable customer base.​The majority of our aerospace business involves work under contracts, generally from one to five years in duration, as a prime contractor or subcontractor for various U.S. government agencies. Intense competition and long operating cycles are key characteristics of the company's aerospace and defense industry where it is common for work on major programs to be shared among a number of companies. A company competing to be a prime contractor may, upon ultimate award of the contract to a competitor, become a subcontractor for the ultimate prime contracting company.​ Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations ​ Management's discussion and analysis should be read in conjunction with the consolidated financial statements and accompanying notes included in Item 8 of this Annual Report on Form 10-K (annual report), which include additional information about our accounting policies, practices and the transactions underlying our financial results. The preparation of our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires us to make estimates and assumptions that affect the reported amounts in our consolidated financial statements and the accompanying notes, including various claims and contingencies related to lawsuits, taxes, environmental and other matters arising during the normal course of business. We apply our best judgment, our knowledge of existing facts and circumstances and actions that we may undertake in the future in determining the estimates that affect our consolidated financial statements. We evaluate our estimates on an ongoing basis using our historical experience, as well as other factors we believe appropriate under the circumstances, such as current economic conditions, and adjust or revise our estimates as circumstances change. As future events and their effects cannot be determined with precision, actual results may differ from these estimates. Ball Corporation and its subsidiaries are referred to collectively as "Ball Corporation," "Ball," "the company," "we" or "our" in the following discussion and analysis. ​ OVERVIEW ​ Business Overview and Industry Trends ​ Ball Corporation is one of the world's leading aluminum packaging suppliers. Our packaging products are produced for a variety of end uses, are manufactured in facilities around the world and are competitive with other substrates, such as plastics and glass. In the aluminum packaging industry, sales and earnings can be increased by reducing costs, increasing prices, developing new products, expanding volumes and making strategic acquisitions. We also provide aerospace and other technologies and services to governmental and commercial customers, including national defense hardware, antenna and video tactical solutions, civil and operational space hardware and system engineering services. ​ We sell our aluminum packaging products mainly to large, multinational beverage, personal care and household products companies with which we have developed long-term relationships. This is evidenced by our high customer retention and our large number of long-term supply contracts. While we have a diversified customer base, we sell a significant portion of our packaging products to major companies and brands, as well as to numerous regional customers. The overall global aluminum beverage and aerosol container industries are growing and are expected to continue to grow in the medium to long term. The primary customers for the products and services provided by our aerospace segment are U.S. government agencies or their prime contractors. ​ We purchase our raw materials from relatively few suppliers. We also have exposure to inflation, in particular the rising costs of raw materials, as well as other direct cost inputs. We mitigate our exposure to the changes in the costs of aluminum through the inclusion of provisions in contracts covering the majority of our volumes to pass through aluminum price changes, as well as through the use of derivative instruments. The pass-through provisions generally result in proportional increases or decreases in sales and costs with a greatly reduced impact, if any, on net earnings; however, there may be timing differences of when the costs are passed through. Because of our customer and supplier concentration, our business, financial condition and results of operations could be adversely affected by the loss, insolvency or bankruptcy of a major customer or supplier or a change in a supply agreement with a major customer or supplier, although our contract provisions generally mitigate the risk of customer loss, and our long-term relationships represent a known, stable customer base. ​ The majority of our aerospace business involves work under contracts, generally from one to five years in duration, as a prime contractor or subcontractor for various U.S. government agencies. Intense competition and long operating cycles are key characteristics of the company's aerospace and defense industry where it is common for work on major programs to be shared among a number of companies. A company competing to be a prime contractor may, upon ultimate award of the contract to a competitor, become a subcontractor for the ultimate prime contracting company. ​ 26 26 26 Table of ContentsCorporate Strategy​Our Drive for 10 vision encompasses five strategic levers that are key to growing our business and achieving long-term success. Since launching Drive for 10 in 2011, we have made progress on each of the levers as follows:​●Maximizing value in our existing businesses by leveraging our aluminum container production capabilities across our global plant network to meet global demand, improving efficiencies and amplifying our sustainability credentials through Aluminum Stewardship Initiative certification across our global aluminum container and end facilities in North America, South America and Europe; leveraging plant floor and integrated planning systems to reduce costs and manage contractual provisions across our diverse customer base; successfully acquiring and integrating a large global aluminum beverage business and regional aluminum aerosol facility while also divesting underperforming assets; and in the aluminum aerosol business, installing new extruded aluminum aerosol lines in our European, Mexican and Indian facilities while also implementing cost-out and value-in initiatives across all of our businesses;​●Expanding further into new products and capabilities through delivering the broadest aluminum beverage and bottle portfolio, commercializing our lightweight, infinitely recyclable aluminum cup and providing next-generation extruded aluminum aerosol packaging that utilizes proprietary technology to significantly lightweight our products; and successfully introducing new specialty beverage cans and aluminum bottle-shaping technology; ​●Aligning ourselves with the right customers and markets by prudently investing capital to meet continued growth for specialty beverage containers throughout our global network, which represent approximately 50 percent of our global beverage packaging mix; aligning with growing beverage customers and brand categories and other new beverage producers who continue to use aluminum beverage containers to grow their business; and in our aluminum cup business, establishing partnerships with food service providers, fast casual restaurants and event venues and utilizing online platforms and North American retailers to provide infinitely recyclable aluminum cups directly to consumers.​●Broadening our geographic reach with our acquisition of Rexam in June 2016 and our new investments in beverage manufacturing facilities in the United States, Brazil, Paraguay, Spain, Czech Republic, United Kingdom, Mexico, Myanmar and Panama, as well as extruded aluminum aerosol manufacturing facilities in North America, Europe, India and Brazil, and the start-up of our aluminum cups business in the U.S.; and​●Leveraging our technological expertise in packaging innovation, including the introduction of our new proprietary, brandable lightweight aluminum cup and providing next-generation aluminum bottle-shaping technologies for new categories, occasions and refillable offerings through the increased production of lightweight ReAl® containers and which utilize technology that increases the strength of aluminum used in the manufacturing process while lightweighting the can by up to 30 percent over a standard aluminum aerosol can, as well as leveraging our aerospace technologies and competencies to deliver exquisite space-based environmental, weather and defense monitoring solutions such as methane monitoring, weather prediction, LIDAR capabilities and hypersonics to preserve and protect our planet through enabling our aerospace customers with actionable ecosystem-related and intelligence data and resilient national security architectures. ​These ongoing business developments help us stay close to our customers while expanding and/or sustaining our industry positions and global reach with major beverage, personal care, household products and aerospace customers. In order to successfully execute our strategy and reach our goals, we realize the importance of excelling in the following areas: customer focus, operational excellence, innovation and business development, people and culture focus and sustainability.​27 Table of Contents Table of Contents Table of Contents Corporate Strategy​Our Drive for 10 vision encompasses five strategic levers that are key to growing our business and achieving long-term success. Since launching Drive for 10 in 2011, we have made progress on each of the levers as follows:​●Maximizing value in our existing businesses by leveraging our aluminum container production capabilities across our global plant network to meet global demand, improving efficiencies and amplifying our sustainability credentials through Aluminum Stewardship Initiative certification across our global aluminum container and end facilities in North America, South America and Europe; leveraging plant floor and integrated planning systems to reduce costs and manage contractual provisions across our diverse customer base; successfully acquiring and integrating a large global aluminum beverage business and regional aluminum aerosol facility while also divesting underperforming assets; and in the aluminum aerosol business, installing new extruded aluminum aerosol lines in our European, Mexican and Indian facilities while also implementing cost-out and value-in initiatives across all of our businesses;​●Expanding further into new products and capabilities through delivering the broadest aluminum beverage and bottle portfolio, commercializing our lightweight, infinitely recyclable aluminum cup and providing next-generation extruded aluminum aerosol packaging that utilizes proprietary technology to significantly lightweight our products; and successfully introducing new specialty beverage cans and aluminum bottle-shaping technology; ​●Aligning ourselves with the right customers and markets by prudently investing capital to meet continued growth for specialty beverage containers throughout our global network, which represent approximately 50 percent of our global beverage packaging mix; aligning with growing beverage customers and brand categories and other new beverage producers who continue to use aluminum beverage containers to grow their business; and in our aluminum cup business, establishing partnerships with food service providers, fast casual restaurants and event venues and utilizing online platforms and North American retailers to provide infinitely recyclable aluminum cups directly to consumers.​●Broadening our geographic reach with our acquisition of Rexam in June 2016 and our new investments in beverage manufacturing facilities in the United States, Brazil, Paraguay, Spain, Czech Republic, United Kingdom, Mexico, Myanmar and Panama, as well as extruded aluminum aerosol manufacturing facilities in North America, Europe, India and Brazil, and the start-up of our aluminum cups business in the U.S.; and​●Leveraging our technological expertise in packaging innovation, including the introduction of our new proprietary, brandable lightweight aluminum cup and providing next-generation aluminum bottle-shaping technologies for new categories, occasions and refillable offerings through the increased production of lightweight ReAl® containers and which utilize technology that increases the strength of aluminum used in the manufacturing process while lightweighting the can by up to 30 percent over a standard aluminum aerosol can, as well as leveraging our aerospace technologies and competencies to deliver exquisite space-based environmental, weather and defense monitoring solutions such as methane monitoring, weather prediction, LIDAR capabilities and hypersonics to preserve and protect our planet through enabling our aerospace customers with actionable ecosystem-related and intelligence data and resilient national security architectures. ​These ongoing business developments help us stay close to our customers while expanding and/or sustaining our industry positions and global reach with major beverage, personal care, household products and aerospace customers. In order to successfully execute our strategy and reach our goals, we realize the importance of excelling in the following areas: customer focus, operational excellence, innovation and business development, people and culture focus and sustainability.​ Corporate Strategy ​ Our Drive for 10 vision encompasses five strategic levers that are key to growing our business and achieving long-term success. Since launching Drive for 10 in 2011, we have made progress on each of the levers as follows: ​ ​ ​ ​ ​ ​ These ongoing business developments help us stay close to our customers while expanding and/or sustaining our industry positions and global reach with major beverage, personal care, household products and aerospace customers. In order to successfully execute our strategy and reach our goals, we realize the importance of excelling in the following areas: customer focus, operational excellence, innovation and business development, people and culture focus and sustainability. ​ 27 27 27 Table of ContentsRESULTS OF OPERATIONS ​Management's discussion and analysis for our results of operations on a consolidated and segment basis include a quantification of factors that had a material impact. Other factors that did not have a material impact, but that are significant to understand the results, are qualitatively described.​Refer to Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations of the company's Annual Report on Form 10-K for the year ended December 31, 2021, as filed on February 16, 2021, for a comparison of our 2021 results of operations to the 2020 results. ​Global Economic Environment​In 2022 data indicated a sharp rise in inflation in the regions where we operate. Current and future inflationary effects may continue to be impacted by, among other things, supply chain disruptions, governmental stimulus or fiscal policies, changes in interest rates, and changing demand for certain goods and services as recovery from the COVID-19 pandemic continues. We cannot predict with any certainty the impact that rising interest rates, a global or any regional recession, or higher inflation may have on our customers or suppliers. Additionally, we are unable to predict the potential effects that any resurgence of COVID-19, its variants or any future pandemic, or the continuation or escalation of the military conflict between Russia and Ukraine, and related sanctions or market disruptions, may have on our business. It remains uncertain how long any of these conditions may last or how severe any of them may become.​Consolidated Sales and Earnings​​​​​​​​​​​​​​Years Ended December 31,​($ in millions) 2022 2021 2020 ​​​​​​​​​​​Net sales​$ 15,349​$ 13,811​$ 11,781​Net earnings attributable to Ball Corporation​​ 719​​ 878​​ 585​Net earnings attributable to Ball Corporation as a % of net sales​​ 5% ​ 6% ​ 5%​Sales in 2022 were $1,538 million higher compared to 2021 primarily due to the pass through of higher aluminum prices and the delayed recoverability of inflationary costs, partially offset by currency translation.​Net earnings attributable to Ball Corporation in 2022 were $159 million lower than 2021 primarily due to increased manufacturing and inflationary costs and net charges from the impairment of Russian long-lived assets and the gain from the sale of Ball's Russian aluminum beverage packaging business, partially offset by the gain on sale of our remaining equity investment in Ball Metalpack, lower pension settlement charges in 2022 than in 2021 and lower depreciation expense. In 2023 we expect to improve year-over-year results through fixed cost savings from rightsizing production and the contractual recovery of 2022 inflationary costs. ​Cost of Sales (Excluding Depreciation and Amortization)​Cost of sales, excluding depreciation and amortization, was $12,766 million in 2022 compared to $11,085 million in 2021. These amounts represented 83 percent and 80 percent of consolidated net sales for the years ended 2022 and 2021, respectively. The increase year-over-year is primarily due to higher manufacturing costs, general inflationary cost pressures and global supply chain transportation disruptions. To mitigate these recent cost trends, we have established a commercial cost recovery program that is designed to help us recover a significant portion of those cost increases that fall outside our normal customer contracts. Additionally, we took actions to normalize inventory levels and reduce fixed and variable costs heading into 2023 that we expect will improve financial results.​Depreciation and Amortization ​Depreciation and amortization expense was $672 million in 2022 compared to $700 million in 2021. These amounts represented 4 percent and 5 percent of consolidated net sales for the years ended 2022 and 2021, respectively. Amortization expense in 2022 and 2021 included $135 million and $152 million, respectively, for the amortization of acquired Rexam intangibles.The decrease compared to the same period in 2021 is primarily due to revised estimated useful lives of the company's manufacturing equipment, buildings and certain assembly and test equipment, as well as 28 Table of Contents Table of Contents Table of Contents RESULTS OF OPERATIONS ​Management's discussion and analysis for our results of operations on a consolidated and segment basis include a quantification of factors that had a material impact. Other factors that did not have a material impact, but that are significant to understand the results, are qualitatively described.​Refer to Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations of the company's Annual Report on Form 10-K for the year ended December 31, 2021, as filed on February 16, 2021, for a comparison of our 2021 results of operations to the 2020 results. ​Global Economic Environment​In 2022 data indicated a sharp rise in inflation in the regions where we operate. Current and future inflationary effects may continue to be impacted by, among other things, supply chain disruptions, governmental stimulus or fiscal policies, changes in interest rates, and changing demand for certain goods and services as recovery from the COVID-19 pandemic continues. We cannot predict with any certainty the impact that rising interest rates, a global or any regional recession, or higher inflation may have on our customers or suppliers. Additionally, we are unable to predict the potential effects that any resurgence of COVID-19, its variants or any future pandemic, or the continuation or escalation of the military conflict between Russia and Ukraine, and related sanctions or market disruptions, may have on our business. It remains uncertain how long any of these conditions may last or how severe any of them may become.​Consolidated Sales and Earnings​​​​​​​​​​​​​​Years Ended December 31,​($ in millions) 2022 2021 2020 ​​​​​​​​​​​Net sales​$ 15,349​$ 13,811​$ 11,781​Net earnings attributable to Ball Corporation​​ 719​​ 878​​ 585​Net earnings attributable to Ball Corporation as a % of net sales​​ 5% ​ 6% ​ 5%​Sales in 2022 were $1,538 million higher compared to 2021 primarily due to the pass through of higher aluminum prices and the delayed recoverability of inflationary costs, partially offset by currency translation.​Net earnings attributable to Ball Corporation in 2022 were $159 million lower than 2021 primarily due to increased manufacturing and inflationary costs and net charges from the impairment of Russian long-lived assets and the gain from the sale of Ball's Russian aluminum beverage packaging business, partially offset by the gain on sale of our remaining equity investment in Ball Metalpack, lower pension settlement charges in 2022 than in 2021 and lower depreciation expense. In 2023 we expect to improve year-over-year results through fixed cost savings from rightsizing production and the contractual recovery of 2022 inflationary costs. ​Cost of Sales (Excluding Depreciation and Amortization)​Cost of sales, excluding depreciation and amortization, was $12,766 million in 2022 compared to $11,085 million in 2021. These amounts represented 83 percent and 80 percent of consolidated net sales for the years ended 2022 and 2021, respectively. The increase year-over-year is primarily due to higher manufacturing costs, general inflationary cost pressures and global supply chain transportation disruptions. To mitigate these recent cost trends, we have established a commercial cost recovery program that is designed to help us recover a significant portion of those cost increases that fall outside our normal customer contracts. Additionally, we took actions to normalize inventory levels and reduce fixed and variable costs heading into 2023 that we expect will improve financial results.​Depreciation and Amortization ​Depreciation and amortization expense was $672 million in 2022 compared to $700 million in 2021. These amounts represented 4 percent and 5 percent of consolidated net sales for the years ended 2022 and 2021, respectively. Amortization expense in 2022 and 2021 included $135 million and $152 million, respectively, for the amortization of acquired Rexam intangibles.The decrease compared to the same period in 2021 is primarily due to revised estimated useful lives of the company's manufacturing equipment, buildings and certain assembly and test equipment, as well as **Current (2024):** ​ The line graph below compares the annual percentage change in Ball Corporation's cumulative total shareholder return on its common stock with the cumulative total return of the Dow Jones Containers & Packaging Index and the S&P Composite 500 Stock Index for the five-year period ended December 31, 2023. The graph assumes $100 was invested on December 31, 2018, and that all dividends were reinvested. The Dow Jones Containers & Packaging Index total return has been weighted by market capitalization. ​ 24 24 24 Table of Contents​ ​Total Return Analysis​​​​​​​​​​​​​​​​​​​​​12/31/2018​12/31/2019​12/31/2020​12/31/2021​12/31/2022​12/31/2023BALL​$100.00​$ 141.83​$ 205.93​$ 214.43​$ 115.30​$ 131.61S&P 500​​100.00​​ 128.88​​ 149.83​​ 190.13​​ 153.16​​ 190.27DJ US Containers & Packaging​​100.00​​ 125.59​​ 118.34​​ 108.85​​ 80.30​​ 104.72​Source: Refinitiv​Item 6. [Reserved]​Removing and reserving Item 6 of Part II.​25 Table of Contents Table of Contents Table of Contents ​ ​Total Return Analysis​​​​​​​​​​​​​​​​​​​​​12/31/2018​12/31/2019​12/31/2020​12/31/2021​12/31/2022​12/31/2023BALL​$100.00​$ 141.83​$ 205.93​$ 214.43​$ 115.30​$ 131.61S&P 500​​100.00​​ 128.88​​ 149.83​​ 190.13​​ 153.16​​ 190.27DJ US Containers & Packaging​​100.00​​ 125.59​​ 118.34​​ 108.85​​ 80.30​​ 104.72​Source: Refinitiv​Item 6. [Reserved]​Removing and reserving Item 6 of Part II.​ ​ ​ Total Return Analysis ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 12/31/2018 ​ 12/31/2019 ​ 12/31/2020 ​ 12/31/2021 ​ 12/31/2022 ​ 12/31/2023 BALL ​ $ 100.00 ​ $ 141.83 ​ $ 205.93 ​ $ 214.43 ​ $ 115.30 ​ $ 131.61 S&P 500 ​ ​ 100.00 ​ ​ 128.88 ​ ​ 149.83 ​ ​ 190.13 ​ ​ 153.16 ​ ​ 190.27 DJ US Containers & Packaging ​ ​ 100.00 ​ ​ 125.59 ​ ​ 118.34 ​ ​ 108.85 ​ ​ 80.30 ​ ​ 104.72 ​ Source: Refinitiv ​ Item 6. [Reserved] ​ Removing and reserving Item 6 of Part II. ​ 25 25 25 Table of ContentsItem 7. Management's Discussion and Analysis of Financial Condition and Results of Operations​Management's discussion and analysis should be read in conjunction with the consolidated financial statements and accompanying notes included in Item 8 of this Annual Report on Form 10-K (annual report), which include additional information about our accounting policies, practices and the transactions underlying our financial results. The preparation of our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires us to make estimates and assumptions that affect the reported amounts in our consolidated financial statements and the accompanying notes, including various claims and contingencies related to lawsuits, taxes, environmental and other matters arising during the normal course of business. We apply our best judgment, our knowledge of existing facts and circumstances and actions that we may undertake in the future in determining the estimates that affect our consolidated financial statements. We evaluate our estimates on an ongoing basis using our historical experience, as well as other factors we believe appropriate under the circumstances, such as current economic conditions, and adjust or revise our estimates as circumstances change. As future events and their effects cannot be determined with precision, actual results may differ from these estimates. Ball Corporation and its subsidiaries are referred to collectively as "Ball Corporation," "Ball," "the company," "we" or "our" in the following discussion and analysis.​OVERVIEW​Business Overview and Industry Trends​Ball Corporation is one of the world's leading aluminum packaging suppliers. Our packaging products are produced for a variety of end uses, are manufactured in facilities around the world and are competitive with other substrates, such as plastics and glass. In the aluminum packaging industry, sales and earnings can be increased by reducing costs, increasing prices, developing new products, expanding volumes and making strategic acquisitions. We also provide aerospace and other technologies and services to governmental and commercial customers. In the third quarter of 2023, Ball entered into a Stock Purchase Agreement with BAE Systems, Inc. (BAE), to sell all of the outstanding equity interests in Ball's aerospace business to BAE. On February 16, 2024, the company completed the divestiture of the aerospace business. See Note 4 for further details.​We sell our aluminum packaging products mainly to large, multinational beverage, personal care and household products companies with which we have developed long-term relationships. This is evidenced by our high customer retention and our large number of long-term supply contracts. While we have a diversified customer base, we sell a significant portion of our packaging products to major companies and brands, as well as to numerous regional customers. The overall global aluminum beverage and aerosol container industries are growing and are expected to continue to grow in the medium to long term. The primary customers for the products and services provided by our aerospace segment are U.S. government agencies or their prime contractors.​We purchase our raw materials from relatively few suppliers. We also have exposure to inflation, in particular the rising costs of raw materials, as well as other direct cost inputs. We mitigate our exposure to the changes in the costs of aluminum through the inclusion of provisions in contracts covering the majority of our volumes to pass through aluminum price changes, as well as through the use of derivative instruments. The pass through provisions generally result in proportional increases or decreases in sales and costs with a greatly reduced impact, if any, on net earnings; however, there may be timing differences of when the costs are passed through. Because of our customer and supplier concentration, our business, financial condition and results of operations could be adversely affected by the loss, insolvency or bankruptcy of a major customer or supplier or a change in a supply agreement with a major customer or supplier, although our contract provisions generally mitigate the risk of customer loss, and our long-term relationships represent a known, stable customer base.​The majority of our aerospace business involves work under contracts, generally from one to five years in duration, as a prime contractor or subcontractor for various U.S. government agencies. Intense competition and long operating cycles are key characteristics of the company's aerospace and defense industry where it is common for work on major programs to be shared among a number of companies. A company competing to be a prime contractor may, upon ultimate award of the contract to a competitor, become a subcontractor for the ultimate prime contracting company.​26 Table of Contents Table of Contents Table of Contents Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations​Management's discussion and analysis should be read in conjunction with the consolidated financial statements and accompanying notes included in Item 8 of this Annual Report on Form 10-K (annual report), which include additional information about our accounting policies, practices and the transactions underlying our financial results. The preparation of our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires us to make estimates and assumptions that affect the reported amounts in our consolidated financial statements and the accompanying notes, including various claims and contingencies related to lawsuits, taxes, environmental and other matters arising during the normal course of business. We apply our best judgment, our knowledge of existing facts and circumstances and actions that we may undertake in the future in determining the estimates that affect our consolidated financial statements. We evaluate our estimates on an ongoing basis using our historical experience, as well as other factors we believe appropriate under the circumstances, such as current economic conditions, and adjust or revise our estimates as circumstances change. As future events and their effects cannot be determined with precision, actual results may differ from these estimates. Ball Corporation and its subsidiaries are referred to collectively as "Ball Corporation," "Ball," "the company," "we" or "our" in the following discussion and analysis.​OVERVIEW​Business Overview and Industry Trends​Ball Corporation is one of the world's leading aluminum packaging suppliers. Our packaging products are produced for a variety of end uses, are manufactured in facilities around the world and are competitive with other substrates, such as plastics and glass. In the aluminum packaging industry, sales and earnings can be increased by reducing costs, increasing prices, developing new products, expanding volumes and making strategic acquisitions. We also provide aerospace and other technologies and services to governmental and commercial customers. In the third quarter of 2023, Ball entered into a Stock Purchase Agreement with BAE Systems, Inc. (BAE), to sell all of the outstanding equity interests in Ball's aerospace business to BAE. On February 16, 2024, the company completed the divestiture of the aerospace business. See Note 4 for further details.​We sell our aluminum packaging products mainly to large, multinational beverage, personal care and household products companies with which we have developed long-term relationships. This is evidenced by our high customer retention and our large number of long-term supply contracts. While we have a diversified customer base, we sell a significant portion of our packaging products to major companies and brands, as well as to numerous regional customers. The overall global aluminum beverage and aerosol container industries are growing and are expected to continue to grow in the medium to long term. The primary customers for the products and services provided by our aerospace segment are U.S. government agencies or their prime contractors.​We purchase our raw materials from relatively few suppliers. We also have exposure to inflation, in particular the rising costs of raw materials, as well as other direct cost inputs. We mitigate our exposure to the changes in the costs of aluminum through the inclusion of provisions in contracts covering the majority of our volumes to pass through aluminum price changes, as well as through the use of derivative instruments. The pass through provisions generally result in proportional increases or decreases in sales and costs with a greatly reduced impact, if any, on net earnings; however, there may be timing differences of when the costs are passed through. Because of our customer and supplier concentration, our business, financial condition and results of operations could be adversely affected by the loss, insolvency or bankruptcy of a major customer or supplier or a change in a supply agreement with a major customer or supplier, although our contract provisions generally mitigate the risk of customer loss, and our long-term relationships represent a known, stable customer base.​The majority of our aerospace business involves work under contracts, generally from one to five years in duration, as a prime contractor or subcontractor for various U.S. government agencies. Intense competition and long operating cycles are key characteristics of the company's aerospace and defense industry where it is common for work on major programs to be shared among a number of companies. A company competing to be a prime contractor may, upon ultimate award of the contract to a competitor, become a subcontractor for the ultimate prime contracting company.​ Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations ​ Management's discussion and analysis should be read in conjunction with the consolidated financial statements and accompanying notes included in Item 8 of this Annual Report on Form 10-K (annual report), which include additional information about our accounting policies, practices and the transactions underlying our financial results. The preparation of our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires us to make estimates and assumptions that affect the reported amounts in our consolidated financial statements and the accompanying notes, including various claims and contingencies related to lawsuits, taxes, environmental and other matters arising during the normal course of business. We apply our best judgment, our knowledge of existing facts and circumstances and actions that we may undertake in the future in determining the estimates that affect our consolidated financial statements. We evaluate our estimates on an ongoing basis using our historical experience, as well as other factors we believe appropriate under the circumstances, such as current economic conditions, and adjust or revise our estimates as circumstances change. As future events and their effects cannot be determined with precision, actual results may differ from these estimates. Ball Corporation and its subsidiaries are referred to collectively as "Ball Corporation," "Ball," "the company," "we" or "our" in the following discussion and analysis. ​ OVERVIEW ​ Business Overview and Industry Trends ​ Ball Corporation is one of the world's leading aluminum packaging suppliers. Our packaging products are produced for a variety of end uses, are manufactured in facilities around the world and are competitive with other substrates, such as plastics and glass. In the aluminum packaging industry, sales and earnings can be increased by reducing costs, increasing prices, developing new products, expanding volumes and making strategic acquisitions. We also provide aerospace and other technologies and services to governmental and commercial customers. In the third quarter of 2023, Ball entered into a Stock Purchase Agreement with BAE Systems, Inc. (BAE), to sell all of the outstanding equity interests in Ball's aerospace business to BAE. On February 16, 2024, the company completed the divestiture of the aerospace business. See Note 4 for further details. Note 4 ​ We sell our aluminum packaging products mainly to large, multinational beverage, personal care and household products companies with which we have developed long-term relationships. This is evidenced by our high customer retention and our large number of long-term supply contracts. While we have a diversified customer base, we sell a significant portion of our packaging products to major companies and brands, as well as to numerous regional customers. The overall global aluminum beverage and aerosol container industries are growing and are expected to continue to grow in the medium to long term. The primary customers for the products and services provided by our aerospace segment are U.S. government agencies or their prime contractors. ​ We purchase our raw materials from relatively few suppliers. We also have exposure to inflation, in particular the rising costs of raw materials, as well as other direct cost inputs. We mitigate our exposure to the changes in the costs of aluminum through the inclusion of provisions in contracts covering the majority of our volumes to pass through aluminum price changes, as well as through the use of derivative instruments. The pass through provisions generally result in proportional increases or decreases in sales and costs with a greatly reduced impact, if any, on net earnings; however, there may be timing differences of when the costs are passed through. Because of our customer and supplier concentration, our business, financial condition and results of operations could be adversely affected by the loss, insolvency or bankruptcy of a major customer or supplier or a change in a supply agreement with a major customer or supplier, although our contract provisions generally mitigate the risk of customer loss, and our long-term relationships represent a known, stable customer base. ​ The majority of our aerospace business involves work under contracts, generally from one to five years in duration, as a prime contractor or subcontractor for various U.S. government agencies. Intense competition and long operating cycles are key characteristics of the company's aerospace and defense industry where it is common for work on major programs to be shared among a number of companies. A company competing to be a prime contractor may, upon ultimate award of the contract to a competitor, become a subcontractor for the ultimate prime contracting company. ​ 26 26 26 Table of ContentsRESULTS OF OPERATIONS ​Management's discussion and analysis for our results of operations on a consolidated and segment basis include a quantification of factors that had a material impact. Other factors that did not have a material impact, but that are significant to understand the results, are qualitatively described.​Refer to Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations of the company's Annual Report on Form 10-K for the year ended December 31, 2022, as filed on February 21, 2023, for a comparison of our 2022 results of operations to the 2021 results. ​Global Economic Environment​Recent data has indicated continued high inflation in the regions where we operate. Current and future inflationary effects may continue to be impacted by, among other things, supply chain disruptions, governmental stimulus or fiscal and monetary policies, changes in interest rates, and changing demand for certain goods and services. We cannot predict with any certainty the impact that rising interest rates, a global or any regional recession, or higher inflation may have on our customers or suppliers. Additionally, we are unable to predict the potential effects that any future pandemic, or the continuation or escalation of global conflicts, including the conflict between Russia and Ukraine and the rising instability in the Middle East, and related sanctions or market disruptions, may have on our business. It remains uncertain how long any of these conditions may last or how severe any of them may become.​Consolidated Sales and Earnings​​​​​​​​​​​​​​Years Ended December 31,​($ in millions) 2023 2022 2021 ​​​​​​​​​​​Net sales​$ 14,029​$ 15,349​$ 13,811​Net earnings attributable to Ball Corporation​​ 707​​ 719​​ 878​Net earnings attributable to Ball Corporation as a % of net sales​​ 5% ​ 5% ​ 6%​Sales in 2023 were $1,320 million lower compared to 2022 primarily due to a $554 million decrease from the 2022 sale of the Russian aluminum beverage packaging business, a $514 million decrease from lower volumes and a $305 million decrease from lower sales prices resulting mainly from lower aluminum prices net of the annual pass-through of inflationary costs.​Net earnings attributable to Ball Corporation in 2023 were $12 million lower compared to 2022 primarily due to an $129 million increase in interest expense, an $124 million decrease from lower volumes, an $86 million decrease from the 2022 sale of the Russian aluminum beverage packaging business and an $82 million increase in business consolidation costs and other activities, partially offset by an $184 million increase from higher sales prices resulting mainly from the annual pass-through of inflationary costs net of current year inflation, $80 million of cost savings from rightsizing production, a $49 million increase from contract mix and operational performance in the aerospace segment and a $36 million decrease in the income tax provision. ​Cost of Sales (Excluding Depreciation and Amortization) ​Cost of sales, excluding depreciation and amortization, was $11,359 million in 2023 compared to $12,766 million in 2022. These amounts represented 81 percent and 83 percent of consolidated net sales for the years ended 2023 and 2022, respectively. The decrease year-over-year is primarily due to lower manufacturing costs, including lower aluminum costs of $1.29 billion, and lower freight expenses of $176 million. We took actions to normalize inventory levels and reduce fixed and variable costs in 2023 that improved financial results.​Depreciation and Amortization ​Depreciation and amortization expense was $686 million in 2023 compared to $672 million in 2022. These amounts represented 5 percent and 4 percent of consolidated net sales for the years ended 2023 and 2022, respectively. Amortization expense in 2023 and 2022 included $135 million for the amortization of acquired Rexam intangibles. The increase compared to the same period in 2022 is primarily due to the company's larger depreciable asset base, partially 27 Table of Contents Table of Contents Table of Contents RESULTS OF OPERATIONS ​Management's discussion and analysis for our results of operations on a consolidated and segment basis include a quantification of factors that had a material impact. Other factors that did not have a material impact, but that are significant to understand the results, are qualitatively described.​Refer to Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations of the company's Annual Report on Form 10-K for the year ended December 31, 2022, as filed on February 21, 2023, for a comparison of our 2022 results of operations to the 2021 results. ​Global Economic Environment​Recent data has indicated continued high inflation in the regions where we operate. Current and future inflationary effects may continue to be impacted by, among other things, supply chain disruptions, governmental stimulus or fiscal and monetary policies, changes in interest rates, and changing demand for certain goods and services. We cannot predict with any certainty the impact that rising interest rates, a global or any regional recession, or higher inflation may have on our customers or suppliers. Additionally, we are unable to predict the potential effects that any future pandemic, or the continuation or escalation of global conflicts, including the conflict between Russia and Ukraine and the rising instability in the Middle East, and related sanctions or market disruptions, may have on our business. It remains uncertain how long any of these conditions may last or how severe any of them may become.​Consolidated Sales and Earnings​​​​​​​​​​​​​​Years Ended December 31,​($ in millions) 2023 2022 2021 ​​​​​​​​​​​Net sales​$ 14,029​$ 15,349​$ 13,811​Net earnings attributable to Ball Corporation​​ 707​​ 719​​ 878​Net earnings attributable to Ball Corporation as a % of net sales​​ 5% ​ 5% ​ 6%​Sales in 2023 were $1,320 million lower compared to 2022 primarily due to a $554 million decrease from the 2022 sale of the Russian aluminum beverage packaging business, a $514 million decrease from lower volumes and a $305 million decrease from lower sales prices resulting mainly from lower aluminum prices net of the annual pass-through of inflationary costs.​Net earnings attributable to Ball Corporation in 2023 were $12 million lower compared to 2022 primarily due to an $129 million increase in interest expense, an $124 million decrease from lower volumes, an $86 million decrease from the 2022 sale of the Russian aluminum beverage packaging business and an $82 million increase in business consolidation costs and other activities, partially offset by an $184 million increase from higher sales prices resulting mainly from the annual pass-through of inflationary costs net of current year inflation, $80 million of cost savings from rightsizing production, a $49 million increase from contract mix and operational performance in the aerospace segment and a $36 million decrease in the income tax provision. ​Cost of Sales (Excluding Depreciation and Amortization) ​Cost of sales, excluding depreciation and amortization, was $11,359 million in 2023 compared to $12,766 million in 2022. These amounts represented 81 percent and 83 percent of consolidated net sales for the years ended 2023 and 2022, respectively. The decrease year-over-year is primarily due to lower manufacturing costs, including lower aluminum costs of $1.29 billion, and lower freight expenses of $176 million. We took actions to normalize inventory levels and reduce fixed and variable costs in 2023 that improved financial results.​Depreciation and Amortization ​Depreciation and amortization expense was $686 million in 2023 compared to $672 million in 2022. These amounts represented 5 percent and 4 percent of consolidated net sales for the years ended 2023 and 2022, respectively. Amortization expense in 2023 and 2022 included $135 million for the amortization of acquired Rexam intangibles. The increase compared to the same period in 2022 is primarily due to the company's larger depreciable asset base, partially --- ## Modified: Other (including debt issuance costs) **Key changes:** - Reworded sentence: "​ ​ (60) ​ ​ (61) ​ ​ ​ 8,360 ​ ​ 8,543 Less: Current portion ​ ​ (856) ​ ​ (1,003) ​ ​ $ 7,504 ​ $ 7,540 ​ The company's senior credit facilities include long-term multi-currency revolving facilities that mature in June 2027, which provide the company with up to the U.S." - Reworded sentence: "At December 31, 2023, $1.69 billion was available under these revolving credit facilities." - Reworded sentence: "Rates currently available to the company for loans with similar terms and maturities are used to estimate the fair value of long-term debt, based on discounted cash flows." - Reworded sentence: "Ball was in compliance with the leverage ratio requirement at December 31, 2023 and 2022.​16." **Prior (2023):** ​ ​ (61) ​ ​ (56) ​ ​ ​ 8,543 ​ ​ 7,725 Less: Current portion ​ ​ (1,003) ​ ​ (3) ​ ​ $ 7,540 ​ $ 7,722 ​ In the second quarter of 2022, the company completed the closing of its new revolving and term loan senior secured credit facilities that refinanced its existing senior secured credit facilities entered into in 2019. The company's senior credit facilities include long-term multi-currency revolving facilities that mature in June 2027, which provide the company with up to the U.S. dollar equivalent of $1.75 billion. At December 31, 2022, $1.49 billion was available under these revolving credit facilities. In addition to these facilities, the company had $293 million of committed short-term loans outstanding. The company also had approximately $990 million of short-term uncommitted credit facilities available at December 31, 2022, of which $112 million was outstanding and due on demand. At December 31, 2021, the company had $12 million outstanding under short-term uncommitted credit facilities. The weighted average interest rate of the outstanding short-term facilities was 6.71 percent at December 31, 2022, and 4.92 percent at December 31, 2021. ​ 70 70 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​In November 2022, Ball issued $750 million of 6.875% senior notes due in 2028, and in December the company redeemed the outstanding euro denominated 4.375% senior notes due in 2023 in the amount of $738 million.​The fair value of Ball's long-term debt was estimated to be $7.99 billion and $8.03 billion at December 31, 2022 and 2021, respectively, compared to its carrying value of $8.54 billion and $7.73 billion in 2022 and 2021, respectively. The fair value reflects the market rates at each period end for debt with credit ratings similar to the company's ratings and is classified as Level 2 within the fair value hierarchy. Rates currently available to the company for loans with similar terms and maturities are used to estimate the fair value of long-term debt, based on discounted cash flows.​Long-term debt obligations outstanding at December 31, 2022, have maturities (excluding unamortized debt issuance costs of $66 million) of $1.01 billion, $807 million, $1.00 billion, $752 million and $2.14 billion in the years ending 2023 through 2027, respectively, and $2.90 billion thereafter.​Letters of credit outstanding at December 31, 2022 and 2021, were $59 million and $62 million, respectively. ​Total interest expense was $330 million, $283 million and $316 million, which included cash interest payments of $312 million, $276 million and $308 million, net of capitalized interest of $10 million, $17 million and $9 million and noncash financing fees of $16 million, $13 milllion and $15 million in 2022, 2021 and 2020, respectively. ​In 2020, new guidance was issued related to global reference rates reform. Ball is continually evaluating the impact transitioning its LIBOR-based interest rate loan agreements to SOFR-based interest rate agreements will have on its consolidated financial statements. Based on the company's most current understanding, the LIBOR to SOFR transition is not expected to have a material impact on its financial condition, results of operations or cash flows. ​The company's senior notes and senior credit facilities are guaranteed on a full, unconditional and joint and several basis by certain of its material subsidiaries. Each of the guarantor subsidiaries is 100 percent owned by Ball Corporation. These guarantees are required in support of these notes and credit facilities, are coterminous with the terms of the respective note indentures and would require performance upon certain events of default referenced in the respective guarantees. Note 23 provides further details about the company's debt guarantees of the company's senior notes and the subsidiaries that guarantee the notes (the obligor group).​The U.S. note agreements and bank credit agreement contain certain restrictions relating to dividend payments, share repurchases, investments, financial ratios, guarantees and the incurrence of additional indebtedness. The company's most restrictive debt covenant requires it to maintain a leverage ratio (as defined) of no greater than 5.0 times, which will change to 4.5 times as of September 30, 2025. Ball was in compliance with the leverage ratio requirement at December 31, 2022 and 2021.​16. Taxes on Income ​The amount of earnings (loss) before income taxes is:​​​​​​​​​​​​​​Years Ended December 31,​($ in millions) 2022 2021 2020​​​​​​​​​​​​U.S.​$ 496​$ 146​$ 196​Non-U.S.​​ 388​​ 862​​ 491​​​$ 884​$ 1,008​$ 687​​71 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents **Current (2024):** ​ ​ (60) ​ ​ (61) ​ ​ ​ 8,360 ​ ​ 8,543 Less: Current portion ​ ​ (856) ​ ​ (1,003) ​ ​ $ 7,504 ​ $ 7,540 ​ The company's senior credit facilities include long-term multi-currency revolving facilities that mature in June 2027, which provide the company with up to the U.S. dollar equivalent of $1.75 billion. At December 31, 2023, $1.69 billion was available under these revolving credit facilities. In addition to these facilities, the company had $196 million of committed short-term loans outstanding. The company also had approximately $964 million of short-term uncommitted credit facilities available at December 31, 2023, of which $13 million was outstanding and due on demand. At December 31, 2022, the company had $293 million of committed short-term loans outstanding and $112 million outstanding under short-term uncommitted credit facilities. The weighted average interest rate of the outstanding short-term facilities was 19.95 percent at December 31, 2023, and 6.71 percent at December 31, 2022. ​ In November 2023, Ball redeemed the outstanding 4.00% senior notes due in the amount of $1.00 billion. In May 2023, Ball issued $1.00 billion of 6.00% senior notes due in 2029, and repaid the outstanding U.S. dollar revolving credit facility due in 2027 in the amount of $800 million. ​ The fair value of Ball's long-term debt was estimated to be $8.07 billion and $7.99 billion at December 31, 2023 and 2022, respectively, compared to its carrying value of $8.36 billion and $8.54 billion in 2023 and 2022, respectively. The fair value reflects the market rates at each period end for debt with credit ratings similar to the company's ratings and is classified as Level 2 within the fair value hierarchy. Rates currently available to the company for loans with similar terms and maturities are used to estimate the fair value of long-term debt, based on discounted cash flows. ​ Long-term debt obligations outstanding at December 31, 2023, have maturities (excluding unamortized debt issuance costs of $62 million) of $858 million, $1.05 billion, $819 million, $1.79 billion and $751 million in the years ending 2024 through 2028, respectively, and $3.15 billion thereafter. ​ Letters of credit outstanding at December 31, 2023 and 2022, were $57 million and $59 million, respectively. ​ 71 71 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​Total interest expense was $459 million, $330 million and $283 million, which included cash interest payments of $378 million, $312 million and $276 million, net of capitalized interest of $25 million, $10 million and $17 million and noncash financing fees of $17 million, $16 million and $13 million in 2023, 2022 and 2021, respectively. ​The company's senior notes and senior credit facilities are guaranteed on a full and unconditional, joint and several basis by certain of its material subsidiaries. Each of the guarantor subsidiaries is 100 percent owned by Ball Corporation. These guarantees are required in support of these notes and credit facilities, are coterminous with the terms of the respective note indentures and would require performance upon certain events of default referenced in the respective guarantees. Note 23 provides further details about the company's debt guarantees of the company's senior notes and the subsidiaries that guarantee the notes (the obligor group).​The U.S. note agreements and bank credit agreement contain certain restrictions relating to dividend payments, share repurchases, investments, financial ratios, guarantees and the incurrence of additional indebtedness. The company's most restrictive debt covenant requires it to maintain a leverage ratio (as defined) of no greater than 5.0 times, which will change to 4.5 times as of September 30, 2025. Ball was in compliance with the leverage ratio requirement at December 31, 2023 and 2022.​16. Taxes on Income ​The amount of earnings (loss) before income taxes is:​​​​​​​​​​​​​​Years Ended December 31,​($ in millions) 2023 2022 2021​​​​​​​​​​​​U.S.​$ 258​$ 496​$ 146​Non-U.S.​​ 556​​ 388​​ 862​​​$ 814​$ 884​$ 1,008​​The provision (benefit) for income tax expense is:​​​​​​​​​​​​​​Years Ended December 31,​($ in millions) 2023 2022 2021​​​​​​​​​​​​Current​​​​​​​​​​U.S.​$ 10​$ 9​$ (20)​State and local​​ 11​​ 18​​ 8​Non-U.S.​​ 169​​ 134​​ 133​Total current​​ 190​​ 161​​ 121​​​​​​​​​​​​Deferred​​​​​​​​​​U.S.​​ (74)​​ 90​​ (7)​State and local​​ 6​​ 7​​ (4)​Non-U.S.​​ 1​​ (99)​​ 46​Total deferred​​ (67)​​ (2)​​ 35​Tax provision (benefit)​$ 123​$ 159​$ 156​​72 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents --- ## Modified: Point in Time **Key changes:** - Reworded sentence: "​ Over Time ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ $ 2,363 ​ $ 11,666 ​ $ 14,029 2022 ​ ​ 2,699 ​ ​ 12,650 ​ ​ 15,349 2021 ​ ​ 2,459 ​ ​ 11,352 ​ ​ 13,811 ​ The company did not have any contract assets at December 31, 2023, 2022, or 2021." **Prior (2023):** ​ Over Time ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ $ 2,699 ​ $ 12,650 ​ $ 15,349 2021 ​ ​ 2,459 ​ ​ 11,352 ​ ​ 13,811 2020 ​ ​ 2,223 ​ ​ 9,558 ​ ​ 11,781 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The company did not have any contract assets at December 31, 2022, 2021, or 2020. The opening and closing balances of the company's current and noncurrent contract liabilities are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Contract ​ Contract ​ ​ **Current (2024):** ​ Over Time ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ $ 2,363 ​ $ 11,666 ​ $ 14,029 2022 ​ ​ 2,699 ​ ​ 12,650 ​ ​ 15,349 2021 ​ ​ 2,459 ​ ​ 11,352 ​ ​ 13,811 ​ The company did not have any contract assets at December 31, 2023, 2022, or 2021. The opening and closing balances of the company's current and noncurrent contract liabilities are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Contract ​ Contract ​ ​ --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "​ Risks and Uncertainties​Global Economic Environment ​Recent data has indicated continued high inflation in the regions where we operate." - Reworded sentence: "Additionally, we are unable to predict the potential effects that any future pandemic, or the continuation or escalation of global conflicts, including the conflict between Russia and Ukraine and the rising instability in the Middle East, and related sanctions or market disruptions, may have on our business." - Reworded sentence: "​●Estimates regarding the future financial performance of the business used in the impairment tests for goodwill, long-lived assets, equity method investments, recoverability of deferred tax assets and estimates regarding cash needs and associated indefinite reinvestment assertions;●Estimates of recoverability for customer receivables;●Estimates of net realizable value for inventory; and●Estimates regarding the likelihood of forecasted transactions associated with hedge accounting positions at December 31, 2023, which could impact the company's ability to satisfy hedge accounting requirements and result in the recognition of income and/or expenses." - Reworded sentence: "The potential of the current global economic environment to affect a significant customer or supplier, or to affect demand for certain products to a significant degree, heightens the vulnerability of Ball to these concentrations.​Argentina​Although Ball's functional currency in Argentina is the U.S." **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: CONTINGENCIES, INDEMNIFICATIONS AND GUARANTEES **Key changes:** - Reworded sentence: "The company is routinely subject to litigation incidental to operating its businesses and has been designated by various federal, state, and international environmental agencies as a potentially responsible party, along with numerous other companies, for the clean-up of several hazardous waste sites." - Reworded sentence: "Note 22 Note 23 Item 8 ​ Guaranteed Securities ​ The company's senior notes are guaranteed on a full and unconditional, joint and several basis by the issuer of the company's senior notes and the subsidiaries that guarantee the notes (the obligor group)." - Reworded sentence: "​ The following summarized financial information relates to the obligor group as of and for the years ended December 31, 2023 and 2022." - Reworded sentence: "​ 35 35 35 Table of Contents​​​​​​​​​Year Ended​Year Ended($ in millions)​December 31, 2023 December 31, 2022​​​​​​​Net sales​$ 8,962​$ 9,975Gross profit (a)​​ 1,074​​ 996Net earnings​​ 493​​ 635Net earnings attributable to Ball Corporation​​ 493​​ 635(a)Gross profit is shown after depreciation and amortization related to cost of sales of $272 million and $261 million for the years ended December 31, 2023 and 2022, respectively.​​​​​​​​​​December 31,​December 31,($ in millions) 2023 2022​​​​​​​Current assets​$ 2,339​$ 2,478Noncurrent assets​​ 15,955​​ 15,764Current liabilities​​ 5,163​​ 6,032Noncurrent liabilities​​ 10,857​​ 10,790​Included in the amounts disclosed in the tables above, at December 31, 2023 and 2022, the obligor group held receivables due from other subsidiary companies of $768 million and $477 million, respectively, long-term notes receivable due from other subsidiary companies of $10.20 billion and $9.89 billion, respectively, payables due to other subsidiary companies of $1.83 billion and $2.22 billion, respectively, and long-term notes payable due to other subsidiary companies of $2.32 billion and $2.21 billion, respectively." **Prior (2023):** ​ Details of the company's contingencies, legal proceedings, indemnifications and guarantees are available in Note 22 and Note 23 to the consolidated financial statements within Item 8 of this annual report. The company is routinely subject to litigation incidental to operating its businesses and has been designated by various federal and state environmental agencies as a potentially responsible party, along with numerous other companies, for the clean-up of several hazardous waste sites, including in respect of sites related to alleged activities of certain former Rexam subsidiaries. The company believes the matters identified will not have a material adverse effect upon its liquidity, results of operations or financial condition. Note 22 Note 23 ​ 35 35 35 Table of ContentsGuaranteed Securities​The company's senior notes are guaranteed on a full and unconditional, joint and several basis by the issuer of the company's senior notes and the subsidiaries that guarantee the notes (the obligor group). The entities that comprise the obligor group are 100 percent owned by the company. As described in the supplemental indentures governing the company's existing senior notes, the senior notes are guaranteed by any of the company's domestic subsidiaries that guarantee any other indebtedness of the company.​The following summarized financial information relates to the obligor group as of and for the years ended December 31, 2022 and 2021. Intercompany transactions, equity investments and other intercompany activity between obligor group subsidiaries have been eliminated from the summarized financial information. Investments in subsidiaries not forming part of the obligor group have also been eliminated.​​​​​​​​​​Year Ended​Year Ended($ in millions)​December 31, 2022 December 31, 2021​​​​​​​Net sales​$ 9,975​$ 8,083Gross profit (a)​​ 996​​ 910Net earnings​​ 635​​ 432Net earnings attributable to Ball Corporation​​ 635​​ 432(a)Gross profit is shown after depreciation and amortization related to cost of sales of $261 million and $210 million for the years ended December 31, 2022 and 2021, respectively.​​​​​​​​​​December 31,​December 31,($ in millions) 2022 2021​​​​​​​Current assets​$ 2,478​$ 2,575Noncurrent assets​​ 15,764​​ 14,818Current liabilities​​ 6,032​​ 5,067Noncurrent liabilities​​ 10,790​​ 10,989​Included in the amounts disclosed in the tables above, at December 31, 2022 and 2021, the obligor group held receivables due from other subsidiary companies of $477 million and $436 million, respectively, long-term notes receivable due from other subsidiary companies of $9.89 billion and $9.22 billion, respectively, payables due to other subsidiary companies of $2.22 billion and $2.03 billion, respectively, and long-term notes payable due to other subsidiary companies of $2.21 billion and $1.99 billion, respectively. ​For the years ended December 31, 2022 and 2021, the obligor group recorded the following transactions with other subsidiary companies: sales to them of $1.50 Billion and $803 million, respectively, net credits from them of $19 million and $18 million, respectively, and net interest income from them of $329 million and $337 million, respectively. During the years ended December 31, 2022 and 2021, the obligor group received dividends from other subsidiary companies of $18 million and $269 million, respectively.​A description of the terms and conditions of the company's debt guarantees is located in Note 23 to the consolidated financial statements within Item 8 of this annual report.​36 Table of Contents Table of Contents Table of Contents Guaranteed Securities​The company's senior notes are guaranteed on a full and unconditional, joint and several basis by the issuer of the company's senior notes and the subsidiaries that guarantee the notes (the obligor group). The entities that comprise the obligor group are 100 percent owned by the company. As described in the supplemental indentures governing the company's existing senior notes, the senior notes are guaranteed by any of the company's domestic subsidiaries that guarantee any other indebtedness of the company.​The following summarized financial information relates to the obligor group as of and for the years ended December 31, 2022 and 2021. Intercompany transactions, equity investments and other intercompany activity between obligor group subsidiaries have been eliminated from the summarized financial information. Investments in subsidiaries not forming part of the obligor group have also been eliminated.​​​​​​​​​​Year Ended​Year Ended($ in millions)​December 31, 2022 December 31, 2021​​​​​​​Net sales​$ 9,975​$ 8,083Gross profit (a)​​ 996​​ 910Net earnings​​ 635​​ 432Net earnings attributable to Ball Corporation​​ 635​​ 432(a)Gross profit is shown after depreciation and amortization related to cost of sales of $261 million and $210 million for the years ended December 31, 2022 and 2021, respectively.​​​​​​​​​​December 31,​December 31,($ in millions) 2022 2021​​​​​​​Current assets​$ 2,478​$ 2,575Noncurrent assets​​ 15,764​​ 14,818Current liabilities​​ 6,032​​ 5,067Noncurrent liabilities​​ 10,790​​ 10,989​Included in the amounts disclosed in the tables above, at December 31, 2022 and 2021, the obligor group held receivables due from other subsidiary companies of $477 million and $436 million, respectively, long-term notes receivable due from other subsidiary companies of $9.89 billion and $9.22 billion, respectively, payables due to other subsidiary companies of $2.22 billion and $2.03 billion, respectively, and long-term notes payable due to other subsidiary companies of $2.21 billion and $1.99 billion, respectively. ​For the years ended December 31, 2022 and 2021, the obligor group recorded the following transactions with other subsidiary companies: sales to them of $1.50 Billion and $803 million, respectively, net credits from them of $19 million and $18 million, respectively, and net interest income from them of $329 million and $337 million, respectively. During the years ended December 31, 2022 and 2021, the obligor group received dividends from other subsidiary companies of $18 million and $269 million, respectively.​A description of the terms and conditions of the company's debt guarantees is located in Note 23 to the consolidated financial statements within Item 8 of this annual report.​ Guaranteed Securities ​ The company's senior notes are guaranteed on a full and unconditional, joint and several basis by the issuer of the company's senior notes and the subsidiaries that guarantee the notes (the obligor group). The entities that comprise the obligor group are 100 percent owned by the company. As described in the supplemental indentures governing the company's existing senior notes, the senior notes are guaranteed by any of the company's domestic subsidiaries that guarantee any other indebtedness of the company. ​ The following summarized financial information relates to the obligor group as of and for the years ended December 31, 2022 and 2021. Intercompany transactions, equity investments and other intercompany activity between obligor group subsidiaries have been eliminated from the summarized financial information. Investments in subsidiaries not forming part of the obligor group have also been eliminated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ Year Ended **Current (2024):** ​ Details of the company's contingencies, legal proceedings, indemnifications and guarantees are available in Note 22 and Note 23 to the consolidated financial statements within Item 8 of this annual report. The company is routinely subject to litigation incidental to operating its businesses and has been designated by various federal, state, and international environmental agencies as a potentially responsible party, along with numerous other companies, for the clean-up of several hazardous waste sites. The company believes the matters identified will not have a material adverse effect upon its liquidity, results of operations or financial condition. Note 22 Note 23 Item 8 ​ Guaranteed Securities ​ The company's senior notes are guaranteed on a full and unconditional, joint and several basis by the issuer of the company's senior notes and the subsidiaries that guarantee the notes (the obligor group). The entities that comprise the obligor group are 100 percent owned by the company. As described in the supplemental indentures governing the company's existing senior notes, the senior notes are guaranteed by any of the company's domestic subsidiaries that guarantee any other indebtedness of the company. ​ The following summarized financial information relates to the obligor group as of and for the years ended December 31, 2023 and 2022. Intercompany transactions, equity investments and other intercompany activity between obligor group subsidiaries have been eliminated from the summarized financial information. Investments in subsidiaries not forming part of the obligor group have also been eliminated. ​ 35 35 35 Table of Contents​​​​​​​​​Year Ended​Year Ended($ in millions)​December 31, 2023 December 31, 2022​​​​​​​Net sales​$ 8,962​$ 9,975Gross profit (a)​​ 1,074​​ 996Net earnings​​ 493​​ 635Net earnings attributable to Ball Corporation​​ 493​​ 635(a)Gross profit is shown after depreciation and amortization related to cost of sales of $272 million and $261 million for the years ended December 31, 2023 and 2022, respectively.​​​​​​​​​​December 31,​December 31,($ in millions) 2023 2022​​​​​​​Current assets​$ 2,339​$ 2,478Noncurrent assets​​ 15,955​​ 15,764Current liabilities​​ 5,163​​ 6,032Noncurrent liabilities​​ 10,857​​ 10,790​Included in the amounts disclosed in the tables above, at December 31, 2023 and 2022, the obligor group held receivables due from other subsidiary companies of $768 million and $477 million, respectively, long-term notes receivable due from other subsidiary companies of $10.20 billion and $9.89 billion, respectively, payables due to other subsidiary companies of $1.83 billion and $2.22 billion, respectively, and long-term notes payable due to other subsidiary companies of $2.32 billion and $2.21 billion, respectively. ​For the years ended December 31, 2023 and 2022, the obligor group recorded the following transactions with other subsidiary companies: sales to them of $1.13 billion and $1.50 billion, respectively, net credits from them of $38 million and $19 million, respectively, and net interest income from them of $344 million and $329 million, respectively. During the years ended December 31, 2023 and 2022, the obligor group received dividends from other subsidiary companies of $814 million and $18 million, respectively.​A description of the terms and conditions of the company's debt guarantees is located in Note 23 to the consolidated financial statements within Item 8 of this annual report.​36 Table of Contents Table of Contents Table of Contents ​​​​​​​​​Year Ended​Year Ended($ in millions)​December 31, 2023 December 31, 2022​​​​​​​Net sales​$ 8,962​$ 9,975Gross profit (a)​​ 1,074​​ 996Net earnings​​ 493​​ 635Net earnings attributable to Ball Corporation​​ 493​​ 635(a)Gross profit is shown after depreciation and amortization related to cost of sales of $272 million and $261 million for the years ended December 31, 2023 and 2022, respectively.​​​​​​​​​​December 31,​December 31,($ in millions) 2023 2022​​​​​​​Current assets​$ 2,339​$ 2,478Noncurrent assets​​ 15,955​​ 15,764Current liabilities​​ 5,163​​ 6,032Noncurrent liabilities​​ 10,857​​ 10,790​Included in the amounts disclosed in the tables above, at December 31, 2023 and 2022, the obligor group held receivables due from other subsidiary companies of $768 million and $477 million, respectively, long-term notes receivable due from other subsidiary companies of $10.20 billion and $9.89 billion, respectively, payables due to other subsidiary companies of $1.83 billion and $2.22 billion, respectively, and long-term notes payable due to other subsidiary companies of $2.32 billion and $2.21 billion, respectively. ​For the years ended December 31, 2023 and 2022, the obligor group recorded the following transactions with other subsidiary companies: sales to them of $1.13 billion and $1.50 billion, respectively, net credits from them of $38 million and $19 million, respectively, and net interest income from them of $344 million and $329 million, respectively. During the years ended December 31, 2023 and 2022, the obligor group received dividends from other subsidiary companies of $814 million and $18 million, respectively.​A description of the terms and conditions of the company's debt guarantees is located in Note 23 to the consolidated financial statements within Item 8 of this annual report.​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ Year Ended --- ## Modified: Cash Flows from Investing Activities **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital expenditures ​ ​ (1,045) ​ ​ (1,651) ​ ​ (1,726) ​ Business dispositions, net of cash sold ​ ​ - ​ ​ 759 ​ ​ 112 ​ Other, net ​ ​ (8) ​ ​ 106 ​ ​ (25) ​ Cash provided by (used in) investing activities ​ ​ (1,053) ​ ​ (786) ​ ​ (1,639) ​" **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital expenditures ​ ​ (1,651) ​ ​ (1,726) ​ ​ (1,113) ​ Business acquisitions, net of cash acquired ​ ​ - ​ ​ - ​ ​ (69) ​ Business dispositions, net of cash sold ​ ​ 759 ​ ​ 112 ​ ​ (17) ​ Other, net ​ ​ 106 ​ ​ (25) ​ ​ 18 ​ Cash provided by (used in) investing activities ​ ​ (786) ​ ​ (1,639) ​ ​ (1,181) ​ **Current (2024):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital expenditures ​ ​ (1,045) ​ ​ (1,651) ​ ​ (1,726) ​ Business dispositions, net of cash sold ​ ​ - ​ ​ 759 ​ ​ 112 ​ Other, net ​ ​ (8) ​ ​ 106 ​ ​ (25) ​ Cash provided by (used in) investing activities ​ ​ (1,053) ​ ​ (786) ​ ​ (1,639) ​ --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "2023 2022 ​ ​ ​ ​ ​ ​ ​ Acquired customer relationships and other intangibles (net of accumulated amortization and impairment losses of $1.06 billion at December 31, 2023, and $914 million at December 31, 2022) ​ $ 1,197 ​ $ 1,320 Capitalized software (net of accumulated amortization of $222 million at December 31, 2023, and $204 million at December 31, 2022) ​ ​ 98 ​ ​ 80 Other intangibles (net of accumulated amortization of $51 million at December 31, 2023, and $99 million at December 31, 2022) ​ ​ 14 ​ ​ 17 ​ ​ $ 1,309 ​ $ 1,417 ​ Total amortization expense of intangible assets amounted to $158 million, $165 million and $180 million for the years ended December 31, 2023, 2022 and 2021, respectively including $135 million in 2023 and 2022, and $152 million in 2021 of amortization expense related to the acquired intangible assets." **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "government and their prime contractors, were $282 million at December 31, 2023 and 2022, and included $250 million and $267 million at December 31, 2023 and 2022, respectively, representing the recognized sales value of performance that was not yet billable to customers." - Reworded sentence: "The programs are accounted for as true sales of the receivables and had combined limits of approximately $2.00 billion and $2.04 billion at December 31, 2023 and 2022, respectively." - Reworded sentence: "The programs are accounted for as true sales of the receivables and had combined limits of approximately $2.00 billion and $2.04 billion at December 31, 2023 and 2022, respectively." **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: Earnings per share: **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ $ 2.25 ​ $ 2.27 ​ $ 2.69 Diluted ​ $ 2.23 ​ $ 2.25 ​ $ 2.65 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​" **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ ​ $ 2.27 ​ $ 2.69 ​ $ 1.79 Diluted ​ ​ $ 2.25 ​ $ 2.65 ​ $ 1.76 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ **Current (2024):** ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ $ 2.25 ​ $ 2.27 ​ $ 2.69 Diluted ​ $ 2.23 ​ $ 2.25 ​ $ 2.65 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "​ Major Customers​Net sales to major customers, as a percentage of consolidated net sales, were as follows:​​​​​​​​​​ 2023 2022 2021 ​​​​​​​​U.S." **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "​ 2023 2022 ​ ​ ​ ​ ​ ​ ​ Cash paid for amounts included in the measurements of lease liabilities: ​ ​ ​ ​ ​ ​ Operating cash outflows for operating leases ​ $ (113) ​ $ (99) Financing cash outflows for finance leases ​ ​ (3) ​ ​ (2) ​ ​ ​ ​ ​ ​ ​ ROU assets obtained in exchange for: ​ ​ ​ ​ ​ ​ Operating lease obligations ​ ​ 64 ​ ​ 118 ​ 69 69 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​Supplemental balance sheet information related to leases was as follows:​​​​​​​​​​​​December 31,($ in millions)Balance Sheet Location​2023​2022​​​​​​​​Operating leases:​​​​​​​Operating lease ROU assetOther assets​$ 440​$ 434Current operating lease liabilitiesOther current liabilities​​ 93​​ 91Noncurrent operating lease liabilitiesOther liabilities​​ 356​​ 349Finance leases:​​​​​​​Finance lease ROU assets, netProperty, plant and equipment, net​​ 8​​ 11Current finance lease liabilitiesShort-term debt and current portion of long-term debt​​ 3​​ 2Noncurrent finance lease liabilitiesLong-term debt​​ 7​​ 10​Weighted average remaining lease term and weighted average discount rate for the company's leases were as follows:​​​​​​​​December 31,​​2023​​2022​​​​​​​Weighted average remaining lease term in years:​​​​​Operating leases 9​​ 10​Finance leases 5​​ 6​Weighted average discount rate:​​​​​Operating leases 4.1%​ 3.8%Finance leases 3.0%​ 3.0%​Maturities of lease liabilities are as follows:​​​​​​​​($ in millions)​Operating Leases​Finance Leases​​​​​​​2024​$ 101​$ 32025​​ 81​​ 22026​​ 65​​ 22027​​ 57​​ 12028​​ 48​​ 1Thereafter​​ 176​​ 2Future value of lease liabilities​​ 528​​ 11Less: Imputed interest​​ (79)​​ (1)Present value of lease liabilities​$ 449​$ 10​​70 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents" **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: Contributions to the company's defined benefit pension plans were $42 million and $124 million for the years ended 2023 and 2022, respectively, and such contributions are expected to be approximately $75 million for the full year of 2024. This estimate may change based on changes in the Pension Protection Act, actual plan asset performance and available company cash flow, among other factors. **Key changes:** - Reworded sentence: "​ As of December 31, 2023, approximately $687 million of our cash was held outside of the U.S." - Reworded sentence: "where we have cash, other than market liquidity constraints that limit the ability to convert Egyptian pounds held by the company in Egypt with a U.S." - Reworded sentence: "​ Share Repurchases ​ The company's share repurchases totaled $3 million in 2023 and $618 million in 2022." - Reworded sentence: "On February 16, 2024, the company completed the divestiture of the aerospace business." - Reworded sentence: "Total interest-bearing debt of $8.62 billion and $9.00 billion was outstanding at December 31, 2023 and 2022, respectively." **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** ​ As of December 31, 2023, approximately $687 million of our cash was held outside of the U.S. In the event that we would need to utilize any of the cash held outside of the U.S. for purposes within the U.S., there are no material legal or other economic restrictions regarding the repatriation of cash from any of the countries outside the U.S. where we have cash, other than market liquidity constraints that limit the ability to convert Egyptian pounds held by the company in Egypt with a U.S. dollar equivalent value of $110 million into other currencies. The company believes its U.S. operating cash flows and cash on hand, as well as availability under its long-term, revolving credit facilities, uncommitted short-term credit facilities and committed and uncommitted accounts receivable factoring programs, will be sufficient to meet the cash requirements of the U.S. portion of our ongoing operations, scheduled principal and interest payments on U.S. debt, dividend payments, capital expenditures and other U.S. cash requirements. If non-U.S. funds are needed for our U.S. cash requirements and we are unable to provide the funds through intercompany financing arrangements, we may be required to repatriate funds from non-U.S. locations where the company has previously asserted indefinite reinvestment of funds outside the U.S. ​ Based on its indefinite reinvestment assertion, the company has not provided deferred taxes on earnings in certain non-U.S. subsidiaries because such earnings are intended to be indefinitely reinvested in its international operations. It is not practical to estimate the additional taxes that might become payable if these earnings were remitted to the U.S. ​ Share Repurchases ​ The company's share repurchases totaled $3 million in 2023 and $618 million in 2022. The repurchases were completed using cash on hand, cash provided by operating activities, proceeds from the sale of businesses and available borrowings. On February 16, 2024, the company completed the divestiture of the aerospace business. The company 33 33 33 Table of Contentsplans to accelerate capital return to shareholders via share repurchases as a result of the divestiture. See Note 4 for further details.​In the second quarter of 2022, in a privately negotiated transaction, Ball entered into an accelerated share repurchase agreement to buy $300 million of its common shares using cash on hand and available borrowings. In the third quarter of 2022, Ball settled the agreement and received a total of 4.34 million shares with the average price paid per share of $69.06.​Debt Facilities and Refinancing ​Given our cash flow projections and unused credit facilities that are available until June 2027, our liquidity is strong and is expected to meet our ongoing cash and debt service requirements. Total interest-bearing debt of $8.62 billion and $9.00 billion was outstanding at December 31, 2023 and 2022, respectively. On February 16, 2024, the company completed the divestiture of the aerospace business. We plan to repay a portion of outstanding debt as a result of the divestiture. See Note 4 for further details.​In November 2023, Ball redeemed the outstanding 4.00% senior notes due in the amount of $1.00 billion. In May 2023, Ball issued $1.00 billion of 6.00% senior notes due in 2029, and repaid the outstanding U.S. dollar revolving credit facility due in 2027 in the amount of $800 million. The remaining $200 million was used for general corporate purposes. During 2022, Ball issued $750 million of 6.875% senior notes due in 2028, redeemed $738 million of outstanding euro denominated 4.375% debt and completed the closing of its new revolving and term loan senior secured credit facilities that refinanced its existing senior secured credit facilities entered into in 2019. ​The company's senior credit facilities include a $1.35 billion term loan and long-term, multi-currency revolving facilities that mature in June 2027, which provide the company with up to the U.S. dollar equivalent of $1.75 billion. At December 31, 2023, approximately $1.69 billion was available under the company's long-term, multi-currency committed revolving credit facilities. In addition to these facilities, the company had $196 million of committed short-term loans outstanding. The company also had approximately $964 million of short-term uncommitted credit facilities available at December 31, 2023, of which $13 million was outstanding and due on demand. At December 31, 2022, the company had $293 million of committed short-term loans outstanding and $112 million outstanding under short-term uncommitted credit facilities. ​While ongoing financial and economic conditions in certain areas may raise concerns about credit risk with counterparties to derivative transactions, the company mitigates its exposure by allocating the risk among various counterparties and limiting exposure to any one party. We also monitor the credit ratings of our suppliers, customers, lenders and counterparties on a regular basis.​We were in compliance with all loan agreements at December 31, 2023, and for all prior years presented, and we have met all debt payment obligations. The U.S. note agreements and bank credit agreement contain certain restrictions relating to dividends, investments, financial ratios, guarantees and the incurrence of additional indebtedness. The most restrictive of our debt covenants requires us to maintain a leverage ratio (as defined) of no greater than 5.0 times, which will change to 4.5 times as of September 30, 2025. As of December 31, 2023, the company could borrow an additional $2.36 billion under its long-term multi-currency committed revolving facilities and short-term uncommitted credit facilities without violating our existing debt covenants. Additional details about our debt are available in Note 15 accompanying the consolidated financial statements within Item 8 of this annual report.​Defined Benefit Pension Plans​In November 2023, the Trustee Board of the U.K. defined benefit pension plan entered into an agreement with an insurance company for a bulk annuity purchase, or "buy-in," for its U.K. defined benefit pension plan to reduce retirement plan risk, while delivering promised benefits to plan participants. This transaction allows the company to reduce volatility by removing investment, longevity, mortality, interest rate and inflation risk upon the transfer of significantly all of the pension plan assets to the insurer in exchange for the group annuity insurance contract. The plan will be frozen in April 2024 and the company anticipates the "buy-out" will occur within the next two years, which will trigger a pension settlement that will result in all plan balances, including accumulated pension components within other comprehensive income, being charged to expense as a noncash settlement charge. See Note 17 for further details.​34 Table of Contents Table of Contents Table of Contents plans to accelerate capital return to shareholders via share repurchases as a result of the divestiture. See Note 4 for further details.​In the second quarter of 2022, in a privately negotiated transaction, Ball entered into an accelerated share repurchase agreement to buy $300 million of its common shares using cash on hand and available borrowings. In the third quarter of 2022, Ball settled the agreement and received a total of 4.34 million shares with the average price paid per share of $69.06.​Debt Facilities and Refinancing ​Given our cash flow projections and unused credit facilities that are available until June 2027, our liquidity is strong and is expected to meet our ongoing cash and debt service requirements. Total interest-bearing debt of $8.62 billion and $9.00 billion was outstanding at December 31, 2023 and 2022, respectively. On February 16, 2024, the company completed the divestiture of the aerospace business. We plan to repay a portion of outstanding debt as a result of the divestiture. See Note 4 for further details.​In November 2023, Ball redeemed the outstanding 4.00% senior notes due in the amount of $1.00 billion. In May 2023, Ball issued $1.00 billion of 6.00% senior notes due in 2029, and repaid the outstanding U.S. dollar revolving credit facility due in 2027 in the amount of $800 million. The remaining $200 million was used for general corporate purposes. During 2022, Ball issued $750 million of 6.875% senior notes due in 2028, redeemed $738 million of outstanding euro denominated 4.375% debt and completed the closing of its new revolving and term loan senior secured credit facilities that refinanced its existing senior secured credit facilities entered into in 2019. ​The company's senior credit facilities include a $1.35 billion term loan and long-term, multi-currency revolving facilities that mature in June 2027, which provide the company with up to the U.S. dollar equivalent of $1.75 billion. At December 31, 2023, approximately $1.69 billion was available under the company's long-term, multi-currency committed revolving credit facilities. In addition to these facilities, the company had $196 million of committed short-term loans outstanding. The company also had approximately $964 million of short-term uncommitted credit facilities available at December 31, 2023, of which $13 million was outstanding and due on demand. At December 31, 2022, the company had $293 million of committed short-term loans outstanding and $112 million outstanding under short-term uncommitted credit facilities. ​While ongoing financial and economic conditions in certain areas may raise concerns about credit risk with counterparties to derivative transactions, the company mitigates its exposure by allocating the risk among various counterparties and limiting exposure to any one party. We also monitor the credit ratings of our suppliers, customers, lenders and counterparties on a regular basis.​We were in compliance with all loan agreements at December 31, 2023, and for all prior years presented, and we have met all debt payment obligations. The U.S. note agreements and bank credit agreement contain certain restrictions relating to dividends, investments, financial ratios, guarantees and the incurrence of additional indebtedness. The most restrictive of our debt covenants requires us to maintain a leverage ratio (as defined) of no greater than 5.0 times, which will change to 4.5 times as of September 30, 2025. As of December 31, 2023, the company could borrow an additional $2.36 billion under its long-term multi-currency committed revolving facilities and short-term uncommitted credit facilities without violating our existing debt covenants. Additional details about our debt are available in Note 15 accompanying the consolidated financial statements within Item 8 of this annual report.​Defined Benefit Pension Plans​In November 2023, the Trustee Board of the U.K. defined benefit pension plan entered into an agreement with an insurance company for a bulk annuity purchase, or "buy-in," for its U.K. defined benefit pension plan to reduce retirement plan risk, while delivering promised benefits to plan participants. This transaction allows the company to reduce volatility by removing investment, longevity, mortality, interest rate and inflation risk upon the transfer of significantly all of the pension plan assets to the insurer in exchange for the group annuity insurance contract. The plan will be frozen in April 2024 and the company anticipates the "buy-out" will occur within the next two years, which will trigger a pension settlement that will result in all plan balances, including accumulated pension components within other comprehensive income, being charged to expense as a noncash settlement charge. See Note 17 for further details.​ plans to accelerate capital return to shareholders via share repurchases as a result of the divestiture. See Note 4 for further details. Note 4 ​ In the second quarter of 2022, in a privately negotiated transaction, Ball entered into an accelerated share repurchase agreement to buy $300 million of its common shares using cash on hand and available borrowings. In the third quarter of 2022, Ball settled the agreement and received a total of 4.34 million shares with the average price paid per share of $69.06. ​ Debt Facilities and Refinancing ​ Given our cash flow projections and unused credit facilities that are available until June 2027, our liquidity is strong and is expected to meet our ongoing cash and debt service requirements. Total interest-bearing debt of $8.62 billion and $9.00 billion was outstanding at December 31, 2023 and 2022, respectively. On February 16, 2024, the company completed the divestiture of the aerospace business. We plan to repay a portion of outstanding debt as a result of the divestiture. See Note 4 for further details. Note 4 ​ In November 2023, Ball redeemed the outstanding 4.00% senior notes due in the amount of $1.00 billion. In May 2023, Ball issued $1.00 billion of 6.00% senior notes due in 2029, and repaid the outstanding U.S. dollar revolving credit facility due in 2027 in the amount of $800 million. The remaining $200 million was used for general corporate purposes. During 2022, Ball issued $750 million of 6.875% senior notes due in 2028, redeemed $738 million of outstanding euro denominated 4.375% debt and completed the closing of its new revolving and term loan senior secured credit facilities that refinanced its existing senior secured credit facilities entered into in 2019. ​ The company's senior credit facilities include a $1.35 billion term loan and long-term, multi-currency revolving facilities that mature in June 2027, which provide the company with up to the U.S. dollar equivalent of $1.75 billion. At December 31, 2023, approximately $1.69 billion was available under the company's long-term, multi-currency committed revolving credit facilities. In addition to these facilities, the company had $196 million of committed short-term loans outstanding. The company also had approximately $964 million of short-term uncommitted credit facilities available at December 31, 2023, of which $13 million was outstanding and due on demand. At December 31, 2022, the company had $293 million of committed short-term loans outstanding and $112 million outstanding under short-term uncommitted credit facilities. ​ While ongoing financial and economic conditions in certain areas may raise concerns about credit risk with counterparties to derivative transactions, the company mitigates its exposure by allocating the risk among various counterparties and limiting exposure to any one party. We also monitor the credit ratings of our suppliers, customers, lenders and counterparties on a regular basis. ​ We were in compliance with all loan agreements at December 31, 2023, and for all prior years presented, and we have met all debt payment obligations. The U.S. note agreements and bank credit agreement contain certain restrictions relating to dividends, investments, financial ratios, guarantees and the incurrence of additional indebtedness. The most restrictive of our debt covenants requires us to maintain a leverage ratio (as defined) of no greater than 5.0 times, which will change to 4.5 times as of September 30, 2025. As of December 31, 2023, the company could borrow an additional $2.36 billion under its long-term multi-currency committed revolving facilities and short-term uncommitted credit facilities without violating our existing debt covenants. Additional details about our debt are available in Note 15 accompanying the consolidated financial statements within Item 8 of this annual report. Note 15 Item 8 ​ Defined Benefit Pension Plans ​ In November 2023, the Trustee Board of the U.K. defined benefit pension plan entered into an agreement with an insurance company for a bulk annuity purchase, or "buy-in," for its U.K. defined benefit pension plan to reduce retirement plan risk, while delivering promised benefits to plan participants. This transaction allows the company to reduce volatility by removing investment, longevity, mortality, interest rate and inflation risk upon the transfer of significantly all of the pension plan assets to the insurer in exchange for the group annuity insurance contract. The plan will be frozen in April 2024 and the company anticipates the "buy-out" will occur within the next two years, which will trigger a pension settlement that will result in all plan balances, including accumulated pension components within other comprehensive income, being charged to expense as a noncash settlement charge. See Note 17 for further details. Note 17 ​ 34 34 34 Table of ContentsThe company closed its pension plans to all non-unionized new entrants in the United States effective for anyone hired after December 31, 2021. New employees instead receive a non-elective 401(k) company contribution that is expected to approximate the legacy pension benefit. Anyone employed by Ball prior to that date is unaffected by this change. ​Other Liquidity Measures​Given the on-going growth projects in our businesses being undertaken to support EVA-enhancing contracted volumes, in 2024, we expect capital expenditures to be in the range of $650 million and we intend to return approximately $247 million to shareholders in the form of dividends. We further intend to utilize our operating cash flows to pay down debt and, to the extent available, repurchase Ball common stock or fund acquisitions that meet our rate of return criteria. On February 16, 2024, the company completed the divestiture of the aerospace business. We plan to accelerate capital return to shareholders via share repurchases and repay a portion of outstanding debt as a result of the divestiture. See Note 4 for further details.​We have committed contracts to purchase raw materials and we align these purchase commitments with long-term sales contracts with our customers such that any commitment to purchase aluminum and other direct materials corresponds to a contractual sale. These aluminum purchase commitments include pass-through provisions which generally result in proportional changes in both sales and costs of sales; however, there may be timing differences of when the costs are passed through.​The company's growth and asset maintenance plans require capital expenditures over the coming years, which will be funded by operating cash flows and external borrowings. Approximately $258 million of capital expenditures were contractually committed as of December 31, 2023. Maturities for Ball's long-term debt are disclosed in Note 15 to the consolidated financial statements within Item 8 of this annual report. Repayments of debt and other operational cash requirements will also be funded by operating cash flows and external borrowings. The company has no material off-balance sheet arrangements.​CONTINGENCIES, INDEMNIFICATIONS AND GUARANTEES​Details of the company's contingencies, legal proceedings, indemnifications and guarantees are available in Note 22 and Note 23 to the consolidated financial statements within Item 8 of this annual report. The company is routinely subject to litigation incidental to operating its businesses and has been designated by various federal, state, and international environmental agencies as a potentially responsible party, along with numerous other companies, for the clean-up of several hazardous waste sites. The company believes the matters identified will not have a material adverse effect upon its liquidity, results of operations or financial condition. ​Guaranteed Securities​The company's senior notes are guaranteed on a full and unconditional, joint and several basis by the issuer of the company's senior notes and the subsidiaries that guarantee the notes (the obligor group). The entities that comprise the obligor group are 100 percent owned by the company. As described in the supplemental indentures governing the company's existing senior notes, the senior notes are guaranteed by any of the company's domestic subsidiaries that guarantee any other indebtedness of the company.​The following summarized financial information relates to the obligor group as of and for the years ended December 31, 2023 and 2022. Intercompany transactions, equity investments and other intercompany activity between obligor group subsidiaries have been eliminated from the summarized financial information. Investments in subsidiaries not forming part of the obligor group have also been eliminated.​35 Table of Contents Table of Contents Table of Contents The company closed its pension plans to all non-unionized new entrants in the United States effective for anyone hired after December 31, 2021. New employees instead receive a non-elective 401(k) company contribution that is expected to approximate the legacy pension benefit. Anyone employed by Ball prior to that date is unaffected by this change. ​Other Liquidity Measures​Given the on-going growth projects in our businesses being undertaken to support EVA-enhancing contracted volumes, in 2024, we expect capital expenditures to be in the range of $650 million and we intend to return approximately $247 million to shareholders in the form of dividends. We further intend to utilize our operating cash flows to pay down debt and, to the extent available, repurchase Ball common stock or fund acquisitions that meet our rate of return criteria. On February 16, 2024, the company completed the divestiture of the aerospace business. We plan to accelerate capital return to shareholders via share repurchases and repay a portion of outstanding debt as a result of the divestiture. See Note 4 for further details.​We have committed contracts to purchase raw materials and we align these purchase commitments with long-term sales contracts with our customers such that any commitment to purchase aluminum and other direct materials corresponds to a contractual sale. These aluminum purchase commitments include pass-through provisions which generally result in proportional changes in both sales and costs of sales; however, there may be timing differences of when the costs are passed through.​The company's growth and asset maintenance plans require capital expenditures over the coming years, which will be funded by operating cash flows and external borrowings. Approximately $258 million of capital expenditures were contractually committed as of December 31, 2023. Maturities for Ball's long-term debt are disclosed in Note 15 to the consolidated financial statements within Item 8 of this annual report. Repayments of debt and other operational cash requirements will also be funded by operating cash flows and external borrowings. The company has no material off-balance sheet arrangements.​CONTINGENCIES, INDEMNIFICATIONS AND GUARANTEES​Details of the company's contingencies, legal proceedings, indemnifications and guarantees are available in Note 22 and Note 23 to the consolidated financial statements within Item 8 of this annual report. The company is routinely subject to litigation incidental to operating its businesses and has been designated by various federal, state, and international environmental agencies as a potentially responsible party, along with numerous other companies, for the clean-up of several hazardous waste sites. The company believes the matters identified will not have a material adverse effect upon its liquidity, results of operations or financial condition. ​Guaranteed Securities​The company's senior notes are guaranteed on a full and unconditional, joint and several basis by the issuer of the company's senior notes and the subsidiaries that guarantee the notes (the obligor group). The entities that comprise the obligor group are 100 percent owned by the company. As described in the supplemental indentures governing the company's existing senior notes, the senior notes are guaranteed by any of the company's domestic subsidiaries that guarantee any other indebtedness of the company.​The following summarized financial information relates to the obligor group as of and for the years ended December 31, 2023 and 2022. Intercompany transactions, equity investments and other intercompany activity between obligor group subsidiaries have been eliminated from the summarized financial information. Investments in subsidiaries not forming part of the obligor group have also been eliminated.​ The company closed its pension plans to all non-unionized new entrants in the United States effective for anyone hired after December 31, 2021. New employees instead receive a non-elective 401(k) company contribution that is expected to approximate the legacy pension benefit. Anyone employed by Ball prior to that date is unaffected by this change. ​ --- ## Modified: FORWARD-LOOKING STATEMENTS **Key changes:** - Reworded sentence: "​ This report contains "forward-looking" statements concerning future events and financial performance." - Reworded sentence: "​We have estimated our market risk exposure using sensitivity analysis." - Reworded sentence: "The results of the sensitivity analyses are summarized below.​Commodity Price Risk​Aluminum​We manage commodity price risk in connection with market price fluctuations of aluminum through two different methods." - Reworded sentence: "Actual results may vary based on actual changes in market prices and rates.​Interest Rate Risk​Our objective in managing exposure to interest rate changes is to minimize the impact of interest rate changes on earnings and cash flows and to lower our overall borrowing costs." - Reworded sentence: "Actual results may vary based on actual changes in market prices and rates.​Interest Rate Risk​Our objective in managing exposure to interest rate changes is to minimize the impact of interest rate changes on earnings and cash flows and to lower our overall borrowing costs." **Prior (2023):** ​ The company employs established risk management policies and procedures which seek to reduce the company's commercial risk exposure to fluctuations in commodity prices, interest rates, currency exchange rates and prices of the company's common stock with regard to common share repurchases and the company's deferred compensation stock plan. However, there can be no assurance that these policies and procedures will be successful. Although the instruments utilized involve varying degrees of credit, market and interest risk, the counterparties to the agreements are expected to perform fully under the terms of the agreements. The company monitors counterparty credit risk, including lenders, on a regular basis, but Ball cannot be certain that all risks will be discerned or that its risk management policies and procedures will always be effective. Additionally, in the event of default under the company's master derivative agreements, the non-defaulting party has the option to set off any amounts owed with regard to open derivative positions. ​ We have estimated our market risk exposure using sensitivity analysis. Market risk exposure has been defined as the changes in fair value of derivative instruments, financial instruments and commodity positions. To test the sensitivity of our market risk exposure, we have estimated the changes in fair value of market risk sensitive instruments assuming a hypothetical 10 percent adverse change in market prices or rates. The results of the sensitivity analyses are summarized below. ​ 37 37 37 Table of ContentsCommodity Price Risk​Aluminum​We manage commodity price risk in connection with market price fluctuations of aluminum through two different methods. First, we enter into container sales contracts that include aluminum-based pricing terms that generally reflect the same price fluctuations included in commercial purchase contracts for aluminum sheet. The terms include fixed, floating or pass-through aluminum component pricing. Second, we use derivative instruments as economic and cash flow hedges of commodity price risk where there are material differences between sales and purchase contracted pricing and volume.​Considering the effects of derivative instruments, the company's ability to pass through certain raw material costs through contractual provisions, the market's ability to accept price increases and the company's commodity price exposures under its contract terms, a hypothetical 10 percent adverse change in the company's aluminum prices would result in an estimated $3 million after-tax reduction in net earnings over a one-year period. Additionally, the company has currency exposures on raw materials and the effect of a 10 percent adverse change is included in the total currency exposure discussed below. Actual results may vary based on actual changes in market prices and rates.​Interest Rate Risk​Our objective in managing exposure to interest rate changes is to minimize the impact of interest rate changes on earnings and cash flows and to minimize our overall borrowing and receivables factoring costs. To achieve these objectives, we may use a variety of derivative instruments to manage our mix of floating and fixed-rate debt. Interest rate instruments held by the company at December 31, 2022, included pay-fixed interest rate swaps and options which effectively convert variable rate obligations to fixed-rate instruments.​Based on our interest rate exposure at December 31, 2022, assumed floating rate debt levels throughout the next 12 months and the effects of our existing derivative instruments, a 100-basis point increase in interest rates would result in an estimated $10 million after-tax reduction in net earnings over a one-year period. Actual results may vary based on actual changes in market prices and rates and the timing of these changes.​Currency Exchange Rate Risk​Our objective in managing exposure to currency fluctuations is to limit the exposure of cash flows and earnings from changes associated with currency exchange rate changes through the use of various derivative contracts. In addition, at times Ball manages earnings translation volatility through the use of currency derivative strategies, and the change in the fair value of those derivatives is recorded in the company's net earnings. Our currency translation risk results from the currencies in which we transact business. The company faces currency exposures in our global operations as a result of various factors including intercompany currency denominated loans, selling our products in various currencies, purchasing raw materials and equipment in various currencies and tax exposures not denominated in the functional currency. Sales contracts are negotiated with customers to reflect cost changes and, where there is not an exchange pass-through arrangement, the company may use derivative instruments to manage significant currency exposures.​Considering the company's derivative financial instruments outstanding at December 31, 2022, and the various currency exposures, a hypothetical 10 percent reduction (U.S. dollar strengthening) in currency exchange rates compared to the U.S. dollar would result in an estimated $15 million after-tax reduction in net earnings over a one-year period. A hypothetical 10 percent adverse change in the U.S. dollar's currency exchange rates would increase our forecasted average debt balance by approximately $170 million. Actual changes in market prices or rates may differ from hypothetical changes.​​38 Table of Contents Table of Contents Table of Contents Commodity Price Risk​Aluminum​We manage commodity price risk in connection with market price fluctuations of aluminum through two different methods. First, we enter into container sales contracts that include aluminum-based pricing terms that generally reflect the same price fluctuations included in commercial purchase contracts for aluminum sheet. The terms include fixed, floating or pass-through aluminum component pricing. Second, we use derivative instruments as economic and cash flow hedges of commodity price risk where there are material differences between sales and purchase contracted pricing and volume.​Considering the effects of derivative instruments, the company's ability to pass through certain raw material costs through contractual provisions, the market's ability to accept price increases and the company's commodity price exposures under its contract terms, a hypothetical 10 percent adverse change in the company's aluminum prices would result in an estimated $3 million after-tax reduction in net earnings over a one-year period. Additionally, the company has currency exposures on raw materials and the effect of a 10 percent adverse change is included in the total currency exposure discussed below. Actual results may vary based on actual changes in market prices and rates.​Interest Rate Risk​Our objective in managing exposure to interest rate changes is to minimize the impact of interest rate changes on earnings and cash flows and to minimize our overall borrowing and receivables factoring costs. To achieve these objectives, we may use a variety of derivative instruments to manage our mix of floating and fixed-rate debt. Interest rate instruments held by the company at December 31, 2022, included pay-fixed interest rate swaps and options which effectively convert variable rate obligations to fixed-rate instruments.​Based on our interest rate exposure at December 31, 2022, assumed floating rate debt levels throughout the next 12 months and the effects of our existing derivative instruments, a 100-basis point increase in interest rates would result in an estimated $10 million after-tax reduction in net earnings over a one-year period. Actual results may vary based on actual changes in market prices and rates and the timing of these changes.​Currency Exchange Rate Risk​Our objective in managing exposure to currency fluctuations is to limit the exposure of cash flows and earnings from changes associated with currency exchange rate changes through the use of various derivative contracts. In addition, at times Ball manages earnings translation volatility through the use of currency derivative strategies, and the change in the fair value of those derivatives is recorded in the company's net earnings. Our currency translation risk results from the currencies in which we transact business. The company faces currency exposures in our global operations as a result of various factors including intercompany currency denominated loans, selling our products in various currencies, purchasing raw materials and equipment in various currencies and tax exposures not denominated in the functional currency. Sales contracts are negotiated with customers to reflect cost changes and, where there is not an exchange pass-through arrangement, the company may use derivative instruments to manage significant currency exposures.​Considering the company's derivative financial instruments outstanding at December 31, 2022, and the various currency exposures, a hypothetical 10 percent reduction (U.S. dollar strengthening) in currency exchange rates compared to the U.S. dollar would result in an estimated $15 million after-tax reduction in net earnings over a one-year period. A hypothetical 10 percent adverse change in the U.S. dollar's currency exchange rates would increase our forecasted average debt balance by approximately $170 million. Actual changes in market prices or rates may differ from hypothetical changes.​​ **Current (2024):** ​ This report contains "forward-looking" statements concerning future events and financial performance. Words such as "expects," "anticipates," "estimates," "believes," and similar expressions typically identify forward looking statements, which are generally any statements other than statements of historical fact. Such statements are based on current expectations or views of the future and are subject to risks and uncertainties, which could cause actual results or events to differ materially from those expressed or implied. You should therefore not place undue reliance upon any forward-looking statements, and they should be read in conjunction with, and qualified in their entirety by, the cautionary statements referenced below. Ball undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Key factors, risks and uncertainties that could cause actual outcomes and results to be different are summarized in filings with the Securities and Exchange Commission, including Exhibit 99 in Ball's Form 10-K, which are available on Ball's website and at www.sec.gov. Additional factors that might affect: a) Ball's packaging segments include product capacity, supply, and demand constraints and fluctuations and changes in consumption patterns; availability/cost of raw materials, equipment, and logistics; competitive packaging, pricing and substitution; changes in climate and weather and related events such as drought, wildfires, storms, hurricanes, tornadoes and floods; footprint adjustments and other manufacturing changes, including the startup of new facilities and lines; failure to achieve synergies, productivity improvements or cost reductions; unfavorable mandatory deposit or packaging laws; customer and supplier consolidation; power and supply chain interruptions; changes in major customer or supplier contracts or loss of a major customer or supplier; inability to pass through increased costs; war, political instability and sanctions, including relating to the situation in Russia and Ukraine and its impact on Ball's supply chain and its ability to operate in Europe, the Middle East and Africa regions generally; changes in foreign exchange or tax rates; and tariffs, trade actions, or other governmental actions, including business restrictions and orders affecting goods produced by Ball or in its supply chain, including imported raw materials; and b) Ball as a whole include those listed above plus: the extent to which sustainability-related opportunities arise and can be capitalized upon; changes in senior management, succession, and the ability to attract and retain skilled labor; regulatory actions or issues including those related to tax, environmental, social and governance reporting, competition, environmental, health and workplace safety, including U.S. Federal Drug Administration and other actions or public concerns affecting products filled in Ball's containers, or chemicals or substances used in raw materials or in the manufacturing process; technological developments and innovations; the ability to manage cyber threats; litigation; strikes; disease; pandemic; labor cost changes; inflation; rates of return on assets of Ball's defined benefit retirement plans; pension changes; uncertainties surrounding geopolitical events and governmental policies, including policies, orders, and actions related to COVID-19; reduced cash flow; interest rates affecting Ball's debt; successful or unsuccessful joint ventures, acquisitions and divestitures, and their effects on Ball's operating results and business generally. ​ 37 37 37 Table of ContentsItem 7A. Quantitative and Qualitative Disclosures About Market Risk​Financial Instruments and Risk Management​The company employs established risk management policies and procedures which seek to reduce the company's commercial risk exposure to fluctuations in commodity prices, interest rates, currency exchange rates and prices of the company's common stock with regard to common share repurchases and the company's deferred compensation stock plan. However, there can be no assurance that these policies and procedures will be successful. Although the instruments utilized involve varying degrees of credit, market and interest risk, the counterparties to the agreements are expected to perform fully under the terms of the agreements. The company monitors counterparty credit risk, including lenders, on a regular basis, but Ball cannot be certain that all risks will be discerned or that its risk management policies and procedures will always be effective. Additionally, in the event of default under the company's master derivative agreements, the non-defaulting party has the option to set off any amounts owed with regard to open derivative positions. ​We have estimated our market risk exposure using sensitivity analysis. Market risk exposure has been defined as the changes in fair value of derivative instruments, financial instruments and commodity positions. To test the sensitivity of our market risk exposure, we have estimated the changes in fair value of market risk sensitive instruments assuming a hypothetical 10 percent adverse change in market prices or rates. The results of the sensitivity analyses are summarized below.​Commodity Price Risk​Aluminum​We manage commodity price risk in connection with market price fluctuations of aluminum through two different methods. First, we enter into container sales contracts that include aluminum-based pricing terms that generally reflect the same price fluctuations under commercial purchase contracts for aluminum sheet. The terms include fixed, floating or pass through aluminum component pricing. Second, we use certain derivative instruments, including option and forward contracts, as economic and cash flow hedges of commodity price risk where there are material differences between sales and purchase contracted pricing and volume.​Considering the effects of derivative instruments, the company's ability to pass through certain raw material costs through contractual provisions, the market's ability to accept price increases and the company's commodity price exposures under its contract terms, a hypothetical 10 percent adverse change in the company's aluminum prices would result in an estimated $3 million after-tax reduction in net earnings over a one-year period. Additionally, the company has currency exposures on raw materials and the effect of a 10 percent adverse change is included in the total currency exposure discussed below. Actual results may vary based on actual changes in market prices and rates.​Interest Rate Risk​Our objective in managing exposure to interest rate changes is to minimize the impact of interest rate changes on earnings and cash flows and to lower our overall borrowing costs. To achieve these objectives, we may use a variety of interest rate swaps, collars and options to manage our mix of floating and fixed-rate debt. Interest rate instruments held by the company at December 31, 2023, included pay-fixed interest rate swaps and options which effectively convert variable rate obligations to fixed-rate instruments.​Based on our interest rate exposure at December 31, 2023, assumed floating rate debt levels throughout the next 12 months and the effects of our existing derivative instruments, a 100-basis point increase in interest rates would result in an estimated $7 million after-tax reduction in net earnings over a one-year period. Actual results may vary based on actual changes in market prices and rates and the timing of these changes.​38 Table of Contents Table of Contents Table of Contents Item 7A. Quantitative and Qualitative Disclosures About Market Risk​Financial Instruments and Risk Management​The company employs established risk management policies and procedures which seek to reduce the company's commercial risk exposure to fluctuations in commodity prices, interest rates, currency exchange rates and prices of the company's common stock with regard to common share repurchases and the company's deferred compensation stock plan. However, there can be no assurance that these policies and procedures will be successful. Although the instruments utilized involve varying degrees of credit, market and interest risk, the counterparties to the agreements are expected to perform fully under the terms of the agreements. The company monitors counterparty credit risk, including lenders, on a regular basis, but Ball cannot be certain that all risks will be discerned or that its risk management policies and procedures will always be effective. Additionally, in the event of default under the company's master derivative agreements, the non-defaulting party has the option to set off any amounts owed with regard to open derivative positions. ​We have estimated our market risk exposure using sensitivity analysis. Market risk exposure has been defined as the changes in fair value of derivative instruments, financial instruments and commodity positions. To test the sensitivity of our market risk exposure, we have estimated the changes in fair value of market risk sensitive instruments assuming a hypothetical 10 percent adverse change in market prices or rates. The results of the sensitivity analyses are summarized below.​Commodity Price Risk​Aluminum​We manage commodity price risk in connection with market price fluctuations of aluminum through two different methods. First, we enter into container sales contracts that include aluminum-based pricing terms that generally reflect the same price fluctuations under commercial purchase contracts for aluminum sheet. The terms include fixed, floating or pass through aluminum component pricing. Second, we use certain derivative instruments, including option and forward contracts, as economic and cash flow hedges of commodity price risk where there are material differences between sales and purchase contracted pricing and volume.​Considering the effects of derivative instruments, the company's ability to pass through certain raw material costs through contractual provisions, the market's ability to accept price increases and the company's commodity price exposures under its contract terms, a hypothetical 10 percent adverse change in the company's aluminum prices would result in an estimated $3 million after-tax reduction in net earnings over a one-year period. Additionally, the company has currency exposures on raw materials and the effect of a 10 percent adverse change is included in the total currency exposure discussed below. Actual results may vary based on actual changes in market prices and rates.​Interest Rate Risk​Our objective in managing exposure to interest rate changes is to minimize the impact of interest rate changes on earnings and cash flows and to lower our overall borrowing costs. To achieve these objectives, we may use a variety of interest rate swaps, collars and options to manage our mix of floating and fixed-rate debt. Interest rate instruments held by the company at December 31, 2023, included pay-fixed interest rate swaps and options which effectively convert variable rate obligations to fixed-rate instruments.​Based on our interest rate exposure at December 31, 2023, assumed floating rate debt levels throughout the next 12 months and the effects of our existing derivative instruments, a 100-basis point increase in interest rates would result in an estimated $7 million after-tax reduction in net earnings over a one-year period. Actual results may vary based on actual changes in market prices and rates and the timing of these changes.​ Item 7A. Quantitative and Qualitative Disclosures About Market Risk ​ --- ## Modified: (Noncurrent) **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ Balance at December 31, 2021 ​ $ 272 ​ $ 38 Increase (decrease) ​ ​ 44 ​ ​ (26) Balance at December 31, 2022 ​ ​ 316 ​ ​ 12 Increase (decrease) ​ ​ 21 ​ ​ (2) Balance at December 31, 2023 ​ $ 337 ​ $ 10 ​ During the year ended December 31, 2023, contract liabilities increased by $19 million, which is net of cash received of $984 million and amounts recognized as sales of $965 million, the majority of which related to current contract liabilities." - Reworded sentence: "Current contract liabilities are classified within other current liabilities on the consolidated balance sheets and noncurrent contract liabilities are classified within other liabilities." - Reworded sentence: "​ 64 64 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​Transaction Price Allocated to Remaining Performance Obligations​The table below discloses: (1) the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of the end of the reporting period for contracts with an original duration of greater than one year, and (2) when the company expects to record sales on these multi-year contracts.​​​​​​​​​​​($ in millions) Next Twelve Months​Thereafter​Total​​​​​​​​​​Sales expected to be recognized on multi-year contracts in place as of December 31, 2023​$ 1,612​$ 1,312​$ 2,924​The contracts with an original duration of less than one year, which are excluded from the table above based on the company's election of the practical expedient, are primarily related to contracts where control will be fully transferred to the customers in less than one year." - Reworded sentence: "Business Consolidation and Other Activities​Following is a summary of business consolidation and other activity (charges)/income included in the consolidated statements of earnings:​​​​​​​​​​​​​Years Ended December 31,($ in millions) 2023 2022 2021​​​​​​​​​​Beverage packaging, North and Central America ​$ (78)​$ (74)​$ (6)Beverage packaging, EMEA​​ 5​​ (227)​​ (7)Beverage packaging, South America​​ (31)​​ (29)​​ 9Other​​ (49)​​ 259​​ (138)​​$ (153)​$ (71)​$ (142)​2023 ​During 2023, the company recorded charges of $153 million primarily related to facility closure costs of $94 million, transaction costs of $41 million related to the sale of the company's aerospace business and a $22 million foreign exchange loss associated with the company's Argentina business." **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ Balance at December 31, 2020 ​ $ 108 ​ $ 29 Increase (decrease) ​ ​ 164 ​ ​ 9 Balance at December 31, 2021 ​ ​ 272 ​ ​ 38 Increase (decrease) ​ ​ 44 ​ ​ (26) Balance at December 31, 2022 ​ $ 316 ​ $ 12 ​ ​ ​ ​ ​ ​ ​ ​ During the year ended December 31, 2022, contract liabilities increased by $18 million, which is net of cash received of $713 million and amounts recognized as sales of $695 million, the majority of which related to current contract liabilities. The amount of sales recognized during the year ended December 31, 2022, that was included in the company's opening contract liabilities balance was $272 million, all of which related to current contract liabilities. The difference between the opening and closing balances of the company's contract liabilities primarily results from timing differences between the company's performance and the customer's payments. Current contract liabilities are classified within other current liabilities on the consolidated balance sheet and noncurrent contract liabilities are classified within other liabilities. ​ The company also recognized sales of $8 million and $16 million during the years ended December 31, 2022 and 2021, respectively, from performance obligations satisfied (or partially satisfied) in prior periods. These sales amounts are the result of changes in the transaction price of the company's contracts with customers. ​ 62 62 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​Transaction Price Allocated to Remaining Performance Obligations​The table below discloses: (1) the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of the end of the reporting period for contracts with an original duration of greater than one year, and (2) when the company expects to record sales on these multi-year contracts.​​​​​​​​​​​($ in millions) Next Twelve Months​Thereafter​Total​​​​​​​​​​Sales expected to be recognized on multi-year contracts in place as of December 31, 2022​$ 1,437​$ 1,445​$ 2,882​The contracts with an original duration of less than one year, which are excluded from the table above based on the company's election of the practical expedient, are primarily related to contracts where control will be fully transferred to the customers in less than one year. The nature of the remaining performance obligations within these contracts, as well as the nature of the variability and how it will be resolved, are described in Note 1.​​6. Business Consolidation and Other Activities​Following is a summary of business consolidation and other activity (charges)/income included in the consolidated statements of earnings:​​​​​​​​​​​​​Years Ended December 31,($ in millions) 2022 2021 2020​​​​​​​​​​Beverage packaging, North and Central America ​$ (74)​$ (6)​$ (5)Beverage packaging, EMEA​​ (227)​​ (7)​​ (10)Beverage packaging, South America​​ (29)​​ 9​​ 1Other​​ 259​​ (138)​​ (248)​​$ (71)​$ (142)​$ (262)​2022 ​Beverage Packaging, North and Central America​During 2022, the charges of $74 million primarily related to employee severance and benefits, accelerated depreciation, other shutdown costs resulting from closing the Phoenix, Arizona, facility in the fourth quarter of 2022, and the St. Paul, Minnesota, facility in the first quarter of 2023, and other charges. ​Beverage Packaging, EMEA​During 2022, the charges of $227 million are primarily related to a non-cash impairment charge of $435 million for the Russian long-lived asset group and other charges, partially offset by a gain on sale of the Russian business of $222 million. See Note 4 for further details. ​Beverage Packaging, South America​During 2022, the charges of $29 million are primarily related to a regional customer contract breach in Brazil and other charges. See Note 22 for further details. ​63 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents **Current (2024):** ​ ​ ​ ​ ​ ​ ​ Balance at December 31, 2021 ​ $ 272 ​ $ 38 Increase (decrease) ​ ​ 44 ​ ​ (26) Balance at December 31, 2022 ​ ​ 316 ​ ​ 12 Increase (decrease) ​ ​ 21 ​ ​ (2) Balance at December 31, 2023 ​ $ 337 ​ $ 10 ​ During the year ended December 31, 2023, contract liabilities increased by $19 million, which is net of cash received of $984 million and amounts recognized as sales of $965 million, the majority of which related to current contract liabilities. The amount of sales recognized during the year ended December 31, 2023, that was included in the company's opening contract liabilities balance was $316 million, all of which related to current contract liabilities. The difference between the opening and closing balances of the company's contract liabilities primarily results from timing differences between the company's performance and the customer's payments. Current contract liabilities are classified within other current liabilities on the consolidated balance sheets and noncurrent contract liabilities are classified within other liabilities. ​ The company also recognized additional sales of $20 million and $8 million during the years ended December 31, 2023 and 2022, respectively, from performance obligations satisfied (or partially satisfied) in prior periods. These sales amounts are the result of changes in the transaction price of the company's contracts with customers. ​ 64 64 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​Transaction Price Allocated to Remaining Performance Obligations​The table below discloses: (1) the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of the end of the reporting period for contracts with an original duration of greater than one year, and (2) when the company expects to record sales on these multi-year contracts.​​​​​​​​​​​($ in millions) Next Twelve Months​Thereafter​Total​​​​​​​​​​Sales expected to be recognized on multi-year contracts in place as of December 31, 2023​$ 1,612​$ 1,312​$ 2,924​The contracts with an original duration of less than one year, which are excluded from the table above based on the company's election of the practical expedient, are primarily related to contracts where control will be fully transferred to the customers in less than one year. The nature of the remaining performance obligations within these contracts, as well as the nature of the variability and how it will be resolved, are described in Note 1.​​6. Business Consolidation and Other Activities​Following is a summary of business consolidation and other activity (charges)/income included in the consolidated statements of earnings:​​​​​​​​​​​​​Years Ended December 31,($ in millions) 2023 2022 2021​​​​​​​​​​Beverage packaging, North and Central America ​$ (78)​$ (74)​$ (6)Beverage packaging, EMEA​​ 5​​ (227)​​ (7)Beverage packaging, South America​​ (31)​​ (29)​​ 9Other​​ (49)​​ 259​​ (138)​​$ (153)​$ (71)​$ (142)​2023 ​During 2023, the company recorded charges of $153 million primarily related to facility closure costs of $94 million, transaction costs of $41 million related to the sale of the company's aerospace business and a $22 million foreign exchange loss associated with the company's Argentina business. See Note 4 for further details on the sale of the aerospace business. The facility closure costs during 2023 also include costs recorded to reflect the damage to assets, less insurance receipts, incurred as a result of the fire at the company's Verona, Virginia extruded aluminum slug manufacturing facility. During future periods, the company anticipates receiving additional insurance proceeds for replacement costs and business interruption coverage which will be recorded as a gain. ​2022 ​During 2022, the company recorded charges of $71 million primarily related to the impairment losses on Russia's long-lived asset group net of gain on the sale of $213 million, facility closure costs of $55 million and a charge related to a donation of $30 million to The Ball Foundation, offset by a gain of $298 million for the sale of Ball's remaining equity method investment in Ball Metalpack. See Note 4 for further details on the Russia and Ball Metalpack transactions.​65 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "​ Supplemental balance sheet information related to leases was as follows:​​​​​​​​​​​​December 31,($ in millions)Balance Sheet Location​2023​2022​​​​​​​​Operating leases:​​​​​​​Operating lease ROU assetOther assets​$ 440​$ 434Current operating lease liabilitiesOther current liabilities​​ 93​​ 91Noncurrent operating lease liabilitiesOther liabilities​​ 356​​ 349Finance leases:​​​​​​​Finance lease ROU assets, netProperty, plant and equipment, net​​ 8​​ 11Current finance lease liabilitiesShort-term debt and current portion of long-term debt​​ 3​​ 2Noncurrent finance lease liabilitiesLong-term debt​​ 7​​ 10​Weighted average remaining lease term and weighted average discount rate for the company's leases were as follows:​​​​​​​​December 31,​​2023​​2022​​​​​​​Weighted average remaining lease term in years:​​​​​Operating leases 9​​ 10​Finance leases 5​​ 6​Weighted average discount rate:​​​​​Operating leases 4.1%​ 3.8%Finance leases 3.0%​ 3.0%​Maturities of lease liabilities are as follows:​​​​​​​​($ in millions)​Operating Leases​Finance Leases​​​​​​​2024​$ 101​$ 32025​​ 81​​ 22026​​ 65​​ 22027​​ 57​​ 12028​​ 48​​ 1Thereafter​​ 176​​ 2Future value of lease liabilities​​ 528​​ 11Less: Imputed interest​​ (79)​​ (1)Present value of lease liabilities​$ 449​$ 10​​ Supplemental balance sheet information related to leases was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​" **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: Cash Flows from Financing Activities **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Long-term borrowings ​ ​ 2,051 ​ ​ 4,851 ​ ​ 850 ​ Repayments of long-term borrowings ​ ​ (2,281) ​ ​ (3,884) ​ ​ (750) ​ Net change in short-term borrowings ​ ​ (210) ​ ​ 394 ​ ​ (2) ​ Acquisitions of treasury stock ​ ​ (3) ​ ​ (618) ​ ​ (766) ​ Common stock dividends ​ ​ (252) ​ ​ (254) ​ ​ (229) ​ Other, net ​ ​ 33 ​ ​ (4) ​ ​ 3 ​ Cash provided by (used in) financing activities ​ ​ (662) ​ ​ 485 ​ ​ (894) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effect of exchange rate changes on cash ​ ​ 4 ​ ​ (21) ​ ​ (29) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​" **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Long-term borrowings ​ ​ 4,851 ​ ​ 850 ​ ​ 2,552 ​ Repayments of long-term borrowings ​ ​ (3,884) ​ ​ (750) ​ ​ (2,794) ​ Net change in short-term borrowings ​ ​ 394 ​ ​ (2) ​ ​ (20) ​ Acquisitions of treasury stock ​ ​ (618) ​ ​ (766) ​ ​ (57) ​ Common stock dividends ​ ​ (254) ​ ​ (229) ​ ​ (198) ​ Other, net ​ ​ (4) ​ ​ 3 ​ ​ (85) ​ Cash provided by (used in) financing activities ​ ​ 485 ​ ​ (894) ​ ​ (602) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effect of exchange rate changes on cash ​ ​ (21) ​ ​ (29) ​ ​ (74) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ **Current (2024):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Long-term borrowings ​ ​ 2,051 ​ ​ 4,851 ​ ​ 850 ​ Repayments of long-term borrowings ​ ​ (2,281) ​ ​ (3,884) ​ ​ (750) ​ Net change in short-term borrowings ​ ​ (210) ​ ​ 394 ​ ​ (2) ​ Acquisitions of treasury stock ​ ​ (3) ​ ​ (618) ​ ​ (766) ​ Common stock dividends ​ ​ (252) ​ ​ (254) ​ ​ (229) ​ Other, net ​ ​ 33 ​ ​ (4) ​ ​ 3 ​ Cash provided by (used in) financing activities ​ ​ (662) ​ ​ 485 ​ ​ (894) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effect of exchange rate changes on cash ​ ​ 4 ​ ​ (21) ​ ​ (29) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## Modified: Maximum Number ofShares that May YetBe Purchased Underthe Plans or Programs(b) **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 1 to October 31, 2023 ​ - ​ $ - ​ - ​ 19,596,607 November 1 to November 30, 2023 ​ - ​ ​ - ​ - ​ 19,596,607 December 1 to December 31, 2023 ​ - ​ ​ - ​ - ​ 19,596,607 Total ​ - ​ ​ ​ ​ - ​ ​ (a) Includes any open market purchases (on a trade-date basis), share repurchase agreements and/or shares retained by the company to settle employee withholding tax liabilities." **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 1 to October 31, 2022 ​ - ​ $ - ​ - ​ 19,657,010 November 1 to November 30, 2022 ​ - ​ ​ - ​ - ​ 19,657,010 December 1 to December 31, 2022 ​ - ​ ​ - ​ - ​ 19,657,010 Total ​ - ​ ​ - ​ - ​ ​ (a) Includes any open market purchases (on a trade-date basis), share repurchase agreements and/or shares retained by the company to settle employee withholding tax liabilities. (b) The company has an ongoing repurchase program for which 50 million shares were authorized for repurchase by Ball's Board of Directors. ​ **Current (2024):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 1 to October 31, 2023 ​ - ​ $ - ​ - ​ 19,596,607 November 1 to November 30, 2023 ​ - ​ ​ - ​ - ​ 19,596,607 December 1 to December 31, 2023 ​ - ​ ​ - ​ - ​ 19,596,607 Total ​ - ​ ​ ​ ​ - ​ ​ (a) Includes any open market purchases (on a trade-date basis), share repurchase agreements and/or shares retained by the company to settle employee withholding tax liabilities. (b) The company has an ongoing repurchase program for which 50 million shares were authorized for repurchase by Ball's Board of Directors. ​ --- ## Modified: Total Ball Corporation shareholders' equity **Key changes:** - Reworded sentence: "​ ​ 3,769 ​ ​ 3,461 Noncontrolling interests ​ ​ 68 ​ ​ 66 Total equity ​ ​ 3,837 ​ ​ 3,527" **Prior (2023):** ​ ​ 3,461 ​ ​ 3,627 Noncontrolling interests ​ ​ 66 ​ ​ 58 Total equity ​ ​ 3,527 ​ ​ 3,685 **Current (2024):** ​ ​ 3,769 ​ ​ 3,461 Noncontrolling interests ​ ​ 68 ​ ​ 66 Total equity ​ ​ 3,837 ​ ​ 3,527 --- ## Modified: Total liabilities and equity **Key changes:** - Reworded sentence: "​ $ 19,303 ​ $ 19,909 ​ The accompanying notes are an integral part of the consolidated financial statements." **Prior (2023):** ​ $ 19,909 ​ $ 19,714 ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 43 43 43 Table of ContentsConsolidated Statements of Cash FlowsBall Corporation​​​​​​​​​​​​​​Years Ended December 31,​($ in millions)​2022​2021​2020​​​​​​​​​​​​Cash Flows from Operating Activities​​​​​​​​​​Net earnings​$ 732​$ 878​$ 582​Adjustments to reconcile net earnings to cash provided by (used in) operating activities:​​​​​​​​​​Depreciation and amortization​​ 672​​ 700​​ 668​Business consolidation and other activities​​ 71​​ 142​​ 262​Deferred tax provision (benefit)​​ (2)​​ 35​​ 17​Other, net​​ (248)​​ (115)​​ 9​Working capital changes, excluding effects of acquisitions and dispositions:​​​​​​​​​​Receivables​​ (305)​​ (863)​​ (135)​Inventories​​ (458)​​ (464)​​ (64)​Other current assets​​ (42)​​ (24)​​ 5​Accounts payable​​ (83)​​ 1,312​​ 66​Accrued employee costs​​ (101)​​ (1)​​ 84​Other current liabilities​​ 84​​ 159​​ (35)​Other, net​​ (19)​​ 1​​ (27)​Cash provided by (used in) operating activities​​ 301​​ 1,760​​ 1,432​Cash Flows from Investing Activities​​​​​​​​​​Capital expenditures​​ (1,651)​​ (1,726)​​ (1,113)​Business acquisitions, net of cash acquired​​ - ​​ - ​​ (69)​Business dispositions, net of cash sold​​ 759​​ 112​​ (17)​Other, net​​ 106​​ (25)​​ 18​Cash provided by (used in) investing activities​​ (786)​​ (1,639)​​ (1,181)​Cash Flows from Financing Activities​​​​​​​​​​Long-term borrowings​​ 4,851​​ 850​​ 2,552​Repayments of long-term borrowings​​ (3,884)​​ (750)​​ (2,794)​Net change in short-term borrowings​​ 394​​ (2)​​ (20)​Acquisitions of treasury stock​​ (618)​​ (766)​​ (57)​Common stock dividends​​ (254)​​ (229)​​ (198)​Other, net​​ (4)​​ 3​​ (85)​Cash provided by (used in) financing activities​​ 485​​ (894)​​ (602)​​​​​​​​​​​​Effect of exchange rate changes on cash​​ (21)​​ (29)​​ (74)​​​​​​​​​​​​Change in cash, cash equivalents and restricted cash​​ (21)​​ (802)​​ (425)​Cash, cash equivalents and restricted cash - beginning of year​​ 579​​ 1,381​​ 1,806​Cash, cash equivalents and restricted cash - end of year​$ 558​$ 579​$ 1,381​​The accompanying notes are an integral part of the consolidated financial statements.​​44 Table of Contents Table of Contents Table of Contents Consolidated Statements of Cash FlowsBall Corporation​​​​​​​​​​​​​​Years Ended December 31,​($ in millions)​2022​2021​2020​​​​​​​​​​​​Cash Flows from Operating Activities​​​​​​​​​​Net earnings​$ 732​$ 878​$ 582​Adjustments to reconcile net earnings to cash provided by (used in) operating activities:​​​​​​​​​​Depreciation and amortization​​ 672​​ 700​​ 668​Business consolidation and other activities​​ 71​​ 142​​ 262​Deferred tax provision (benefit)​​ (2)​​ 35​​ 17​Other, net​​ (248)​​ (115)​​ 9​Working capital changes, excluding effects of acquisitions and dispositions:​​​​​​​​​​Receivables​​ (305)​​ (863)​​ (135)​Inventories​​ (458)​​ (464)​​ (64)​Other current assets​​ (42)​​ (24)​​ 5​Accounts payable​​ (83)​​ 1,312​​ 66​Accrued employee costs​​ (101)​​ (1)​​ 84​Other current liabilities​​ 84​​ 159​​ (35)​Other, net​​ (19)​​ 1​​ (27)​Cash provided by (used in) operating activities​​ 301​​ 1,760​​ 1,432​Cash Flows from Investing Activities​​​​​​​​​​Capital expenditures​​ (1,651)​​ (1,726)​​ (1,113)​Business acquisitions, net of cash acquired​​ - ​​ - ​​ (69)​Business dispositions, net of cash sold​​ 759​​ 112​​ (17)​Other, net​​ 106​​ (25)​​ 18​Cash provided by (used in) investing activities​​ (786)​​ (1,639)​​ (1,181)​Cash Flows from Financing Activities​​​​​​​​​​Long-term borrowings​​ 4,851​​ 850​​ 2,552​Repayments of long-term borrowings​​ (3,884)​​ (750)​​ (2,794)​Net change in short-term borrowings​​ 394​​ (2)​​ (20)​Acquisitions of treasury stock​​ (618)​​ (766)​​ (57)​Common stock dividends​​ (254)​​ (229)​​ (198)​Other, net​​ (4)​​ 3​​ (85)​Cash provided by (used in) financing activities​​ 485​​ (894)​​ (602)​​​​​​​​​​​​Effect of exchange rate changes on cash​​ (21)​​ (29)​​ (74)​​​​​​​​​​​​Change in cash, cash equivalents and restricted cash​​ (21)​​ (802)​​ (425)​Cash, cash equivalents and restricted cash - beginning of year​​ 579​​ 1,381​​ 1,806​Cash, cash equivalents and restricted cash - end of year​$ 558​$ 579​$ 1,381​​The accompanying notes are an integral part of the consolidated financial statements.​​ **Current (2024):** ​ $ 19,303 ​ $ 19,909 ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 44 44 44 Table of ContentsConsolidated Statements of Cash FlowsBall Corporation​​​​​​​​​​​​​​Years Ended December 31,​($ in millions)​2023​2022​2021​​​​​​​​​​​​Cash Flows from Operating Activities​​​​​​​​​​Net earnings​$ 711​$ 732​$ 878​Adjustments to reconcile net earnings to cash provided by (used in) operating activities:​​​​​​​​​​Depreciation and amortization​​ 686​​ 672​​ 700​Business consolidation and other activities​​ 153​​ 71​​ 142​Deferred tax provision (benefit)​​ (67)​​ (2)​​ 35​Pension contributions​​ (42)​​ (124)​​ (216)​Other, net​​ 62​​ (124)​​ 101​Working capital changes, excluding effects of acquisitions and dispositions:​​​​​​​​​​Receivables​​ 238​​ (305)​​ (863)​Inventories​​ 626​​ (458)​​ (464)​Other current assets​​ (25)​​ (42)​​ (24)​Accounts payable​​ (510)​​ (83)​​ 1,312​Accrued employee costs​​ 93​​ (101)​​ (1)​Other current liabilities​​ (71)​​ 84​​ 159​Other, net​​ 9​​ (19)​​ 1​Cash provided by (used in) operating activities​​ 1,863​​ 301​​ 1,760​Cash Flows from Investing Activities​​​​​​​​​​Capital expenditures​​ (1,045)​​ (1,651)​​ (1,726)​Business dispositions, net of cash sold​​ - ​​ 759​​ 112​Other, net​​ (8)​​ 106​​ (25)​Cash provided by (used in) investing activities​​ (1,053)​​ (786)​​ (1,639)​Cash Flows from Financing Activities​​​​​​​​​​Long-term borrowings​​ 2,051​​ 4,851​​ 850​Repayments of long-term borrowings​​ (2,281)​​ (3,884)​​ (750)​Net change in short-term borrowings​​ (210)​​ 394​​ (2)​Acquisitions of treasury stock​​ (3)​​ (618)​​ (766)​Common stock dividends​​ (252)​​ (254)​​ (229)​Other, net​​ 33​​ (4)​​ 3​Cash provided by (used in) financing activities​​ (662)​​ 485​​ (894)​​​​​​​​​​​​Effect of exchange rate changes on cash​​ 4​​ (21)​​ (29)​​​​​​​​​​​​Change in cash, cash equivalents and restricted cash​​ 152​​ (21)​​ (802)​Cash, cash equivalents and restricted cash - beginning of year​​ 558​​ 579​​ 1,381​Cash, cash equivalents and restricted cash - end of year​$ 710​$ 558​$ 579​​The accompanying notes are an integral part of the consolidated financial statements.​​45 Table of Contents Table of Contents Table of Contents Consolidated Statements of Cash FlowsBall Corporation​​​​​​​​​​​​​​Years Ended December 31,​($ in millions)​2023​2022​2021​​​​​​​​​​​​Cash Flows from Operating Activities​​​​​​​​​​Net earnings​$ 711​$ 732​$ 878​Adjustments to reconcile net earnings to cash provided by (used in) operating activities:​​​​​​​​​​Depreciation and amortization​​ 686​​ 672​​ 700​Business consolidation and other activities​​ 153​​ 71​​ 142​Deferred tax provision (benefit)​​ (67)​​ (2)​​ 35​Pension contributions​​ (42)​​ (124)​​ (216)​Other, net​​ 62​​ (124)​​ 101​Working capital changes, excluding effects of acquisitions and dispositions:​​​​​​​​​​Receivables​​ 238​​ (305)​​ (863)​Inventories​​ 626​​ (458)​​ (464)​Other current assets​​ (25)​​ (42)​​ (24)​Accounts payable​​ (510)​​ (83)​​ 1,312​Accrued employee costs​​ 93​​ (101)​​ (1)​Other current liabilities​​ (71)​​ 84​​ 159​Other, net​​ 9​​ (19)​​ 1​Cash provided by (used in) operating activities​​ 1,863​​ 301​​ 1,760​Cash Flows from Investing Activities​​​​​​​​​​Capital expenditures​​ (1,045)​​ (1,651)​​ (1,726)​Business dispositions, net of cash sold​​ - ​​ 759​​ 112​Other, net​​ (8)​​ 106​​ (25)​Cash provided by (used in) investing activities​​ (1,053)​​ (786)​​ (1,639)​Cash Flows from Financing Activities​​​​​​​​​​Long-term borrowings​​ 2,051​​ 4,851​​ 850​Repayments of long-term borrowings​​ (2,281)​​ (3,884)​​ (750)​Net change in short-term borrowings​​ (210)​​ 394​​ (2)​Acquisitions of treasury stock​​ (3)​​ (618)​​ (766)​Common stock dividends​​ (252)​​ (254)​​ (229)​Other, net​​ 33​​ (4)​​ 3​Cash provided by (used in) financing activities​​ (662)​​ 485​​ (894)​​​​​​​​​​​​Effect of exchange rate changes on cash​​ 4​​ (21)​​ (29)​​​​​​​​​​​​Change in cash, cash equivalents and restricted cash​​ 152​​ (21)​​ (802)​Cash, cash equivalents and restricted cash - beginning of year​​ 558​​ 579​​ 1,381​Cash, cash equivalents and restricted cash - end of year​$ 710​$ 558​$ 579​​The accompanying notes are an integral part of the consolidated financial statements.​​ --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "2023 2022 ​ ​ ​ ​ ​ ​ ​ Land ​ $ 221 ​ $ 187 Buildings ​ ​ 2,418 ​ ​ 2,159 Machinery and equipment ​ ​ 8,119 ​ ​ 7,277 Construction-in-progress ​ ​ 1,240 ​ ​ 1,504 ​ ​ ​ 11,998 ​ ​ 11,127 Accumulated depreciation ​ ​ (4,618) ​ ​ (4,074) ​ ​ $ 7,380 ​ $ 7,053 ​ Property, plant and equipment are stated at historical or acquired cost." - Reworded sentence: "Effective July 1, 2022, Ball revised the estimated useful lives of its equipment and buildings, which resulted in a net reduction in depreciation expense of approximately $52 million ($40 million after tax, or $0.13 per diluted share) for the year ended December 31, 2023, and a net reduction in depreciation expense of approximately $49 million ($37 67 67 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​million after tax, or $0.12 per diluted share) for the year ended December 31, 2022, as compared to the amount of depreciation expense that would have been recognized by utilizing the prior depreciable lives." - Reworded sentence: "Intangible Assets, Net​​​​​​​​​​December 31,($ in millions) 2023 2022​​​​​​​Acquired customer relationships and other intangibles (net of accumulated amortization and impairment losses of $1.06 billion at December 31, 2023, and $914 million at December 31, 2022)​$ 1,197​$ 1,320Capitalized software (net of accumulated amortization of $222 million at December 31, 2023, and $204 million at December 31, 2022)​​ 98​​ 80Other intangibles (net of accumulated amortization of $51 million at December 31, 2023, and $99 million at December 31, 2022)​​ 14​​ 17​​$ 1,309​$ 1,417​Total amortization expense of intangible assets amounted to $158 million, $165 million and $180 million for the years ended December 31, 2023, 2022 and 2021, respectively including $135 million in 2023 and 2022, and $152 million in 2021 of amortization expense related to the acquired intangible assets." **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: ($ in millions, except per share amounts) **Key changes:** - Reworded sentence: "​ 2023 ​ 2022 ​ 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 14,029 ​ $ 15,349 ​ $ 13,811 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Costs and expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ Cost of sales (excluding depreciation and amortization) ​ ​ (11,359) ​ ​ (12,766) ​ ​ (11,085) Depreciation and amortization ​ ​ (686) ​ ​ (672) ​ ​ (700) Selling, general and administrative ​ ​ (558) ​ ​ (626) ​ ​ (593) Business consolidation and other activities ​ ​ (153) ​ ​ (71) ​ ​ (142) ​ ​ ​ (12,756) ​ ​ (14,135) ​ ​ (12,520) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​" **Prior (2023):** ​ 2022 ​ 2021 ​ 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ ​ $ 15,349 ​ $ 13,811 ​ $ 11,781 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Costs and expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cost of sales (excluding depreciation and amortization) ​ ​ ​ (12,766) ​ ​ (11,085) ​ ​ (9,323) Depreciation and amortization ​ ​ ​ (672) ​ ​ (700) ​ ​ (668) Selling, general and administrative ​ ​ ​ (626) ​ ​ (593) ​ ​ (525) Business consolidation and other activities ​ ​ ​ (71) ​ ​ (142) ​ ​ (262) ​ ​ ​ ​ (14,135) ​ ​ (12,520) ​ ​ (10,778) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ **Current (2024):** ​ 2023 ​ 2022 ​ 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 14,029 ​ $ 15,349 ​ $ 13,811 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Costs and expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ Cost of sales (excluding depreciation and amortization) ​ ​ (11,359) ​ ​ (12,766) ​ ​ (11,085) Depreciation and amortization ​ ​ (686) ​ ​ (672) ​ ​ (700) Selling, general and administrative ​ ​ (558) ​ ​ (626) ​ ​ (593) Business consolidation and other activities ​ ​ (153) ​ ​ (71) ​ ​ (142) ​ ​ ​ (12,756) ​ ​ (14,135) ​ ​ (12,520) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## Modified: Earnings before interest and taxes **Key changes:** - Reworded sentence: "​ ​ 1,273 ​ ​ 1,214 ​ ​ 1,291 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ ​ (459) ​ ​ (312) ​ ​ (270) Debt refinancing and other costs ​ ​ - ​ ​ (18) ​ ​ (13) Total interest expense ​ ​ (459) ​ ​ (330) ​ ​ (283) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Earnings before taxes ​ ​ 814 ​ ​ 884 ​ ​ 1,008 Tax (provision) benefit ​ ​ (123) ​ ​ (159) ​ ​ (156) Equity in results of affiliates, net of tax ​ ​ 20 ​ ​ 7 ​ ​ 26 Net earnings ​ ​ 711 ​ ​ 732 ​ ​ 878 Net earnings attributable to noncontrolling interests ​ ​ 4 ​ ​ 13 ​ ​ - Net earnings attributable to Ball Corporation ​ $ 707 ​ $ 719 ​ $ 878 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​" **Prior (2023):** ​ ​ ​ 1,214 ​ ​ 1,291 ​ ​ 1,003 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ ​ ​ (312) ​ ​ (270) ​ ​ (275) Debt refinancing and other costs ​ ​ ​ (18) ​ ​ (13) ​ ​ (41) Total interest expense ​ ​ ​ (330) ​ ​ (283) ​ ​ (316) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Earnings before taxes ​ ​ ​ 884 ​ ​ 1,008 ​ ​ 687 Tax (provision) benefit ​ ​ ​ (159) ​ ​ (156) ​ ​ (99) Equity in results of affiliates, net of tax ​ ​ ​ 7 ​ ​ 26 ​ ​ (6) Net earnings ​ ​ ​ 732 ​ ​ 878 ​ ​ 582 Net earnings (loss) attributable to noncontrolling interests ​ ​ ​ 13 ​ ​ - ​ ​ (3) Net earnings attributable to Ball Corporation ​ ​ $ 719 ​ $ 878 ​ $ 585 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ **Current (2024):** ​ ​ 1,273 ​ ​ 1,214 ​ ​ 1,291 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ ​ (459) ​ ​ (312) ​ ​ (270) Debt refinancing and other costs ​ ​ - ​ ​ (18) ​ ​ (13) Total interest expense ​ ​ (459) ​ ​ (330) ​ ​ (283) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Earnings before taxes ​ ​ 814 ​ ​ 884 ​ ​ 1,008 Tax (provision) benefit ​ ​ (123) ​ ​ (159) ​ ​ (156) Equity in results of affiliates, net of tax ​ ​ 20 ​ ​ 7 ​ ​ 26 Net earnings ​ ​ 711 ​ ​ 732 ​ ​ 878 Net earnings attributable to noncontrolling interests ​ ​ 4 ​ ​ 13 ​ ​ - Net earnings attributable to Ball Corporation ​ $ 707 ​ $ 719 ​ $ 878 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## Modified: Comparable operating earnings **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ ​ ​ Beverage packaging, North and Central America ​ $ 710 ​ $ 642 ​ $ 681 Beverage packaging, EMEA ​ ​ 354 ​ ​ 358 ​ ​ 452 Beverage packaging, South America ​ ​ 266 ​ ​ 275 ​ ​ 348 Aerospace ​ ​ 219 ​ ​ 170 ​ ​ 169 Reportable segment comparable operating earnings ​ ​ 1,549 ​ ​ 1,445 ​ ​ 1,650" **Prior (2023):** ​ ​ ​ ​ ​ ​ Russia ​ $ 86 ​ $ 129 Non-Russia ​ ​ 272 ​ ​ 323 Beverage packaging, EMEA, segment ​ $ 358 ​ $ 452 ​ The Russian sales and comparable operating earnings figures in the above table include historical support by Russia for non-Russian regions. See Note 4 to the consolidated financial statements within Item 8 of this annual report for additional discussion regarding the sale. Note 4 Item 8 ​ Beverage Packaging, South America ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ **Current (2024):** ​ ​ ​ ​ ​ ​ Russia ​ $ 86 ​ $ 129 Non-Russia ​ ​ 272 ​ ​ 323 Beverage packaging, EMEA, segment ​ $ 358 ​ $ 452 ​ The Russian sales and comparable operating earnings figures in the above table include historical support by Russia for non-Russian regions. See Note 4 to the consolidated financial statements within Item 8 of this annual report for additional discussion regarding the sale. Note 4 Item 8 ​ Beverage Packaging, South America ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## Modified: Reconciling items **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ ​ ​ Other (a) ​ ​ 12 ​ ​ (25) ​ ​ (65) Business consolidation and other activities ​ ​ (153) ​ ​ (71) ​ ​ (142) Amortization of acquired intangibles ​ ​ (135) ​ ​ (135) ​ ​ (152) Earnings before interest and taxes ​ ​ 1,273 ​ ​ 1,214 ​ ​ 1,291 Interest expense ​ ​ (459) ​ ​ (312) ​ ​ (270) Debt refinancing and other costs ​ ​ - ​ ​ (18) ​ ​ (13) Total interest expense ​ ​ (459) ​ ​ (330) ​ ​ (283)" **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other (a) ​ ​ ​ (25) ​ ​ (65) ​ ​ (55) Business consolidation and other activities ​ ​ ​ (71) ​ ​ (142) ​ ​ (262) Amortization of acquired intangibles ​ ​ ​ (135) ​ ​ (152) ​ ​ (150) Earnings before interest and taxes ​ ​ ​ 1,214 ​ ​ 1,291 ​ ​ 1,003 Interest expense ​ ​ ​ (312) ​ ​ (270) ​ ​ (275) Debt refinancing and other costs ​ ​ ​ (18) ​ ​ (13) ​ ​ (41) Total interest expense ​ ​ ​ (330) ​ ​ (283) ​ ​ (316) **Current (2024):** ​ ​ ​ ​ ​ ​ ​ ​ ​ Other (a) ​ ​ 12 ​ ​ (25) ​ ​ (65) Business consolidation and other activities ​ ​ (153) ​ ​ (71) ​ ​ (142) Amortization of acquired intangibles ​ ​ (135) ​ ​ (135) ​ ​ (152) Earnings before interest and taxes ​ ​ 1,273 ​ ​ 1,214 ​ ​ 1,291 Interest expense ​ ​ (459) ​ ​ (312) ​ ​ (270) Debt refinancing and other costs ​ ​ - ​ ​ (18) ​ ​ (13) Total interest expense ​ ​ (459) ​ ​ (330) ​ ​ (283) --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 14,029 ​ $ 15,349 ​ $ 13,811 ​ Net earnings attributable to Ball Corporation ​ ​ 707 ​ ​ 719 ​ ​ 878 ​ Net earnings attributable to Ball Corporation as a % of net sales ​ ​ 5 % ​ 5 % ​ 6 % ​ Sales in 2023 were $1,320 million lower compared to 2022 primarily due to a $554 million decrease from the 2022 sale of the Russian aluminum beverage packaging business, a $514 million decrease from lower volumes and a $305 million decrease from lower sales prices resulting mainly from lower aluminum prices net of the annual pass-through of inflationary costs." - Reworded sentence: "​The 2023 effective income tax rate was 15.1 percent compared to 18.0 percent for 2022." - Reworded sentence: "federal income tax rate of 21 percent, the 2023 effective income tax rate was reduced by 8.2 percent for the impact of the U.S." - Reworded sentence: "​The 2023 effective income tax rate was 15.1 percent compared to 18.0 percent for 2022." - Reworded sentence: "federal income tax rate of 21 percent, the 2023 effective income tax rate was reduced by 8.2 percent for the impact of the U.S." **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "​ 2023 2022 ​ ​ ​ ​ ​ ​ ​ Trade accounts receivable ​ $ 1,197 ​ $ 1,373 Unbilled receivables ​ ​ 764 ​ ​ 746 Less: Allowance for doubtful accounts ​ ​ (15) ​ ​ (12) Net trade accounts receivable ​ ​ 1,946 ​ ​ 2,107 Other receivables ​ ​ 388 ​ ​ 487 ​ ​ $ 2,334 ​ $ 2,594 ​ 66 66 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​Net accounts receivable under long-term contracts, due primarily from agencies of the U.S." - Reworded sentence: "The programs are accounted for as true sales of the receivables and had combined limits of approximately $2.00 billion and $2.04 billion at December 31, 2023 and 2022, respectively." **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "​ million after tax, or $0.12 per diluted share) for the year ended December 31, 2022, as compared to the amount of depreciation expense that would have been recognized by utilizing the prior depreciable lives." - Reworded sentence: "Intangible Assets, Net​​​​​​​​​​December 31,($ in millions) 2023 2022​​​​​​​Acquired customer relationships and other intangibles (net of accumulated amortization and impairment losses of $1.06 billion at December 31, 2023, and $914 million at December 31, 2022)​$ 1,197​$ 1,320Capitalized software (net of accumulated amortization of $222 million at December 31, 2023, and $204 million at December 31, 2022)​​ 98​​ 80Other intangibles (net of accumulated amortization of $51 million at December 31, 2023, and $99 million at December 31, 2022)​​ 14​​ 17​​$ 1,309​$ 1,417​Total amortization expense of intangible assets amounted to $158 million, $165 million and $180 million for the years ended December 31, 2023, 2022 and 2021, respectively including $135 million in 2023 and 2022, and $152 million in 2021 of amortization expense related to the acquired intangible assets." **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: 4. Acquisitions and Dispositions **Key changes:** - Reworded sentence: "​ Aerospace ​ In the third quarter of 2023, Ball entered into a Stock Purchase Agreement (Agreement) with BAE Systems, Inc." - Reworded sentence: "Neither the option nor any other terms in the sales agreement resulted in Ball being the primary beneficiary of the business and, therefore, it was deconsolidated.​Ball Metalpack Investment​During the first quarter of 2022, Ball sold its remaining 49 percent owned equity method investment in Ball Metalpack to Sonoco, a global provider of consumer, industrial, healthcare and protective packaging, for total consideration of $298 million, all of which was received in cash in the first quarter of 2022." - Reworded sentence: "Cash proceeds of $298 million related to the sale are presented in business dispositions, net of cash sold, in the consolidated statement of cash flows.​Ball also received proceeds from Ball Metalpack for the repayment of an outstanding promissory note and accrued interest of approximately $16 million, which was recorded as a gain in business consolidation and other activities in the consolidated statement of earnings.​63 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents" **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ Aerospace ​ In the third quarter of 2023, Ball entered into a Stock Purchase Agreement (Agreement) with BAE Systems, Inc. (BAE) and, for the limited purposes set forth therein, BAE Systems plc, to sell all outstanding equity interests in Ball's aerospace business. As of December 31, 2023, the Committee on Foreign Investment in the United States approved the closing of the transaction, but it was pending the approval, clearance, or waiting period expiration or termination required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, among other customary closing conditions. As of December 31, 2023, we were in the process of seeking such regulatory approval, clearance, or waiting period expiration or termination, but could not yet assert that it was probable that we would obtain the approval, clearance, or waiting period expiration or termination, or satisfy the other closing conditions. Due to these conditions, as of December 31, 2023, Ball's aerospace business did not meet the requirements for held for sale presentation in Ball's consolidated financial statements. ​ On February 13, 2024, the company received approval under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and completed the divestiture of the aerospace business on February 16, 2024, for a purchase price of $5.6 billion, subject to working capital adjustments and other customary closing adjustments under the terms of the Agreement. The result, using the net assets of the aerospace business as of December 31, 2023, is an estimated pre-tax gain of $4.8 billion and an estimated $4.5 billion in after-tax proceeds. These estimates are subject to customary closing adjustments to the purchase price under the terms of the Agreement. The transaction represents a strategic shift and therefore, beginning with Ball's quarterly report on Form 10-Q for the period ending March 31, 2024, the company's consolidated financial statements will reflect the aerospace business' historical financial results for periods prior to the divestiture as discontinued operations for all periods presented. Additionally, the completion of the divestiture results in the removal of the aerospace business from the company's obligor group, as the business will no longer guarantee the 62 62 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​company's senior notes and senior credit facilities. Also, on February 14, 2024, Ball announced a public tender of the $1.00 billion 5.25% senior notes due July 2025 and the $750 million 4.875% senior notes due March 2026. ​Russia​In the first quarter of 2022, the company announced that it was pursuing the sale of its aluminum beverage packaging business located in Russia. In the second quarter of 2022, Ball experienced deteriorating conditions and determined this constituted a triggering event for its Russian long-lived asset group. As a result, Ball performed a Level 3 expected cash flow recoverability analysis, using an income valuation approach with various scenarios, including a near-term sale of the business, to estimate the fair value of the long-lived assets, and recorded an impairment loss of $435 million during the second quarter of 2022.​In the third quarter of 2022, the company completed the sale of its Russian aluminum beverage packaging business for total cash consideration of $530 million and recorded a gain on disposal of $222 million. When considering the impairment loss recorded during the second quarter 2022 of $435 million, the impairment loss net of gain on the sale of the Russian business was $213 million for the year ended December 31, 2022. The impairment loss in the second quarter and the gain on sale in the third quarter were recorded in business consolidation and other activities in the consolidated statement of earnings. Cash proceeds from the sale of $455 million, net of the cash on the disposed business, were received in the third quarter of 2022 and were presented in business dispositions, net of cash sold, in the consolidated statement of cash flows for the year ended December 31, 2022. ​In connection with this sale, Ball entered into a call option agreement that is contingently exercisable between September 2025 and September 2032, and if it becomes exercisable, will provide Ball the right to repurchase the business subject to the status of sanctions and certain other contingencies outside of Ball's control. The option price, if exercised, would provide a customary compounded annual rate of return to the purchaser based on defined cash flows associated with the purchase and operation of the business from the purchase date through the exercise date of the option. Because the option strike price could limit the residual returns generated by the purchaser, if exercised, the option represents a variable interest retained by Ball in the Russian business. Based on the terms of the option relative to current market conditions in Russia, we determined that the option had an immaterial value at the date of sale. Neither the option nor any other terms in the sales agreement resulted in Ball being the primary beneficiary of the business and, therefore, it was deconsolidated.​Ball Metalpack Investment​During the first quarter of 2022, Ball sold its remaining 49 percent owned equity method investment in Ball Metalpack to Sonoco, a global provider of consumer, industrial, healthcare and protective packaging, for total consideration of $298 million, all of which was received in cash in the first quarter of 2022. Ball's carrying value of the investment before the sale was zero; therefore, a gain from the sale of $298 million is reported in business consolidation and other activities in the consolidated statement of earnings. Cash proceeds of $298 million related to the sale are presented in business dispositions, net of cash sold, in the consolidated statement of cash flows.​Ball also received proceeds from Ball Metalpack for the repayment of an outstanding promissory note and accrued interest of approximately $16 million, which was recorded as a gain in business consolidation and other activities in the consolidated statement of earnings.​63 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents --- ## Modified: Capital expenditures **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ ​ ​ Beverage packaging, North and Central America ​ $ 311 ​ $ 621 ​ $ 697 Beverage packaging, EMEA ​ ​ 378 ​ ​ 458 ​ ​ 305 Beverage packaging, South America ​ ​ 129 ​ ​ 267 ​ ​ 334 Aerospace ​ ​ 106 ​ ​ 142 ​ ​ 198 Reportable segment capital expenditures ​ ​ 924 ​ ​ 1,488 ​ ​ 1,534 Other ​ ​ 121 ​ ​ 163 ​ ​ 192 Capital expenditures ​ $ 1,045 ​ $ 1,651 ​ $ 1,726 ​ The company does not disclose total assets by segment as it is not provided to the chief operating decision maker." **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ ​ ​ Beverage packaging, North and Central America ​ $ 621 ​ $ 697 ​ $ 367 Beverage packaging, EMEA ​ ​ 458 ​ ​ 305 ​ ​ 262 Beverage packaging, South America ​ ​ 267 ​ ​ 334 ​ ​ 159 Aerospace ​ ​ 142 ​ ​ 198 ​ ​ 174 Reportable segment capital expenditures ​ ​ 1,488 ​ ​ 1,534 ​ ​ 962 Other ​ ​ 163 ​ ​ 192 ​ ​ 151 Capital expenditures ​ $ 1,651 ​ $ 1,726 ​ $ 1,113 ​ The company does not disclose total assets by segment as it is not provided to the chief operating decision maker. ​ ​ ​ **Current (2024):** ​ ​ ​ ​ ​ ​ ​ ​ ​ Beverage packaging, North and Central America ​ $ 311 ​ $ 621 ​ $ 697 Beverage packaging, EMEA ​ ​ 378 ​ ​ 458 ​ ​ 305 Beverage packaging, South America ​ ​ 129 ​ ​ 267 ​ ​ 334 Aerospace ​ ​ 106 ​ ​ 142 ​ ​ 198 Reportable segment capital expenditures ​ ​ 924 ​ ​ 1,488 ​ ​ 1,534 Other ​ ​ 121 ​ ​ 163 ​ ​ 192 Capital expenditures ​ $ 1,045 ​ $ 1,651 ​ $ 1,726 ​ The company does not disclose total assets by segment as it is not provided to the chief operating decision maker. ​ ​ ​ --- ## Modified: Cash Flows from Operating Activities **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net earnings ​ $ 711 ​ $ 732 ​ $ 878 ​ Adjustments to reconcile net earnings to cash provided by (used in) operating activities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation and amortization ​ ​ 686 ​ ​ 672 ​ ​ 700 ​ Business consolidation and other activities ​ ​ 153 ​ ​ 71 ​ ​ 142 ​ Deferred tax provision (benefit) ​ ​ (67) ​ ​ (2) ​ ​ 35 ​ Pension contributions ​ ​ (42) ​ ​ (124) ​ ​ (216) ​ Other, net ​ ​ 62 ​ ​ (124) ​ ​ 101 ​ Working capital changes, excluding effects of acquisitions and dispositions: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Receivables ​ ​ 238 ​ ​ (305) ​ ​ (863) ​ Inventories ​ ​ 626 ​ ​ (458) ​ ​ (464) ​ Other current assets ​ ​ (25) ​ ​ (42) ​ ​ (24) ​ Accounts payable ​ ​ (510) ​ ​ (83) ​ ​ 1,312 ​ Accrued employee costs ​ ​ 93 ​ ​ (101) ​ ​ (1) ​ Other current liabilities ​ ​ (71) ​ ​ 84 ​ ​ 159 ​ Other, net ​ ​ 9 ​ ​ (19) ​ ​ 1 ​ Cash provided by (used in) operating activities ​ ​ 1,863 ​ ​ 301 ​ ​ 1,760 ​" **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net earnings ​ $ 732 ​ $ 878 ​ $ 582 ​ Adjustments to reconcile net earnings to cash provided by (used in) operating activities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation and amortization ​ ​ 672 ​ ​ 700 ​ ​ 668 ​ Business consolidation and other activities ​ ​ 71 ​ ​ 142 ​ ​ 262 ​ Deferred tax provision (benefit) ​ ​ (2) ​ ​ 35 ​ ​ 17 ​ Other, net ​ ​ (248) ​ ​ (115) ​ ​ 9 ​ Working capital changes, excluding effects of acquisitions and dispositions: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Receivables ​ ​ (305) ​ ​ (863) ​ ​ (135) ​ Inventories ​ ​ (458) ​ ​ (464) ​ ​ (64) ​ Other current assets ​ ​ (42) ​ ​ (24) ​ ​ 5 ​ Accounts payable ​ ​ (83) ​ ​ 1,312 ​ ​ 66 ​ Accrued employee costs ​ ​ (101) ​ ​ (1) ​ ​ 84 ​ Other current liabilities ​ ​ 84 ​ ​ 159 ​ ​ (35) ​ Other, net ​ ​ (19) ​ ​ 1 ​ ​ (27) ​ Cash provided by (used in) operating activities ​ ​ 301 ​ ​ 1,760 ​ ​ 1,432 ​ **Current (2024):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net earnings ​ $ 711 ​ $ 732 ​ $ 878 ​ Adjustments to reconcile net earnings to cash provided by (used in) operating activities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation and amortization ​ ​ 686 ​ ​ 672 ​ ​ 700 ​ Business consolidation and other activities ​ ​ 153 ​ ​ 71 ​ ​ 142 ​ Deferred tax provision (benefit) ​ ​ (67) ​ ​ (2) ​ ​ 35 ​ Pension contributions ​ ​ (42) ​ ​ (124) ​ ​ (216) ​ Other, net ​ ​ 62 ​ ​ (124) ​ ​ 101 ​ Working capital changes, excluding effects of acquisitions and dispositions: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Receivables ​ ​ 238 ​ ​ (305) ​ ​ (863) ​ Inventories ​ ​ 626 ​ ​ (458) ​ ​ (464) ​ Other current assets ​ ​ (25) ​ ​ (42) ​ ​ (24) ​ Accounts payable ​ ​ (510) ​ ​ (83) ​ ​ 1,312 ​ Accrued employee costs ​ ​ 93 ​ ​ (101) ​ ​ (1) ​ Other current liabilities ​ ​ (71) ​ ​ 84 ​ ​ 159 ​ Other, net ​ ​ 9 ​ ​ (19) ​ ​ 1 ​ Cash provided by (used in) operating activities ​ ​ 1,863 ​ ​ 301 ​ ​ 1,760 ​ --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "​ Total interest expense was $459 million, $330 million and $283 million, which included cash interest payments of $378 million, $312 million and $276 million, net of capitalized interest of $25 million, $10 million and $17 million and noncash financing fees of $17 million, $16 million and $13 million in 2023, 2022 and 2021, respectively." - Reworded sentence: "Ball was in compliance with the leverage ratio requirement at December 31, 2023 and 2022.​16." - Reworded sentence: "Ball was in compliance with the leverage ratio requirement at December 31, 2023 and 2022." **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: Weighted average shares outstanding: (000s) **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ ​ 314,775 ​ ​ 316,433 ​ ​ 325,989 Diluted ​ ​ 317,022 ​ ​ 320,008 ​ ​ 331,615 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The accompanying notes are an integral part of the consolidated financial statements." **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ ​ ​ 316,433 ​ ​ 325,989 ​ ​ 326,260 Diluted ​ ​ ​ 320,008 ​ ​ 331,615 ​ ​ 332,815 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 41 41 41 Table of ContentsConsolidated Statements of Comprehensive Earnings (Loss) Ball Corporation​​​​​​​​​​​​​​​Years Ended December 31,($ in millions) ​2022​2021​2020​​​​​​​​​​​Net earnings​​$ 732​$ 878​$ 582​​​​​​​​​​​Other comprehensive earnings (loss):​​​​​​​​​​Currency translation adjustment​​​ 99​​ 19​​ (215)Pension and other postretirement benefits​​​ (73)​​ 392​​ 118Derivatives designated as hedges​​​ (181)​​ 70​​ 102Total other comprehensive earnings (loss)​​​ (155)​​ 481​​ 5Income tax (provision) benefit​​​ 58​​ (109)​​ (49)Total other comprehensive earnings (loss), net of tax​​​ (97)​​ 372​​ (44)​​​​​​​​​​​Total comprehensive earnings​​​ 635​​ 1,250​​ 538Comprehensive earnings (loss) attributable to noncontrolling interests​​​ 13​​ - ​​ (3)Comprehensive earnings attributable to Ball Corporation​​$ 622​$ 1,250​$ 541​The accompanying notes are an integral part of the consolidated financial statements.​42 Table of Contents Table of Contents Table of Contents Consolidated Statements of Comprehensive Earnings (Loss) Ball Corporation​​​​​​​​​​​​​​​Years Ended December 31,($ in millions) ​2022​2021​2020​​​​​​​​​​​Net earnings​​$ 732​$ 878​$ 582​​​​​​​​​​​Other comprehensive earnings (loss):​​​​​​​​​​Currency translation adjustment​​​ 99​​ 19​​ (215)Pension and other postretirement benefits​​​ (73)​​ 392​​ 118Derivatives designated as hedges​​​ (181)​​ 70​​ 102Total other comprehensive earnings (loss)​​​ (155)​​ 481​​ 5Income tax (provision) benefit​​​ 58​​ (109)​​ (49)Total other comprehensive earnings (loss), net of tax​​​ (97)​​ 372​​ (44)​​​​​​​​​​​Total comprehensive earnings​​​ 635​​ 1,250​​ 538Comprehensive earnings (loss) attributable to noncontrolling interests​​​ 13​​ - ​​ (3)Comprehensive earnings attributable to Ball Corporation​​$ 622​$ 1,250​$ 541​The accompanying notes are an integral part of the consolidated financial statements.​ **Current (2024):** ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ ​ 314,775 ​ ​ 316,433 ​ ​ 325,989 Diluted ​ ​ 317,022 ​ ​ 320,008 ​ ​ 331,615 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The accompanying notes are an integral part of the consolidated financial statements. ​ 42 42 42 Table of ContentsConsolidated Statements of Comprehensive Earnings (Loss) Ball Corporation​​​​​​​​​​​​​Years Ended December 31,($ in millions)​2023​2022​2021​​​​​​​​​​Net earnings​$ 711​$ 732​$ 878​​​​​​​​​​Other comprehensive earnings (loss):​​​​​​​​​Currency translation adjustment​​ 55​​ 99​​ 19Pension and other postretirement benefits​​ (414)​​ (73)​​ 392Derivatives designated as hedges​​ 25​​ (181)​​ 70Total other comprehensive earnings (loss)​​ (334)​​ (155)​​ 481Income tax (provision) benefit​​ 97​​ 58​​ (109)Total other comprehensive earnings (loss), net of tax​​ (237)​​ (97)​​ 372​​​​​​​​​​Total comprehensive earnings​​ 474​​ 635​​ 1,250Comprehensive earnings attributable to noncontrolling interests​​ 4​​ 13​​ - Comprehensive earnings attributable to Ball Corporation​$ 470​$ 622​$ 1,250​The accompanying notes are an integral part of the consolidated financial statements.​43 Table of Contents Table of Contents Table of Contents Consolidated Statements of Comprehensive Earnings (Loss) Ball Corporation​​​​​​​​​​​​​Years Ended December 31,($ in millions)​2023​2022​2021​​​​​​​​​​Net earnings​$ 711​$ 732​$ 878​​​​​​​​​​Other comprehensive earnings (loss):​​​​​​​​​Currency translation adjustment​​ 55​​ 99​​ 19Pension and other postretirement benefits​​ (414)​​ (73)​​ 392Derivatives designated as hedges​​ 25​​ (181)​​ 70Total other comprehensive earnings (loss)​​ (334)​​ (155)​​ 481Income tax (provision) benefit​​ 97​​ 58​​ (109)Total other comprehensive earnings (loss), net of tax​​ (237)​​ (97)​​ 372​​​​​​​​​​Total comprehensive earnings​​ 474​​ 635​​ 1,250Comprehensive earnings attributable to noncontrolling interests​​ 4​​ 13​​ - Comprehensive earnings attributable to Ball Corporation​$ 470​$ 622​$ 1,250​The accompanying notes are an integral part of the consolidated financial statements.​ --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "​ 2021​During 2021, the company recorded charges of $142 million primarily related to a noncash settlement loss of $138 million for the purchase of non-participating group annuity contracts and lump-sum payments to settle the projected pension benefit obligations for certain of Ball's U.S." - Reworded sentence: "See Note 17 for further details.​​7." - Removed sentence: "Note 17 ​ 2020 ​ Other ​ During 2020, the company recorded charges of $248 million primarily related to the following amounts: Note 17 Note 11 ​ ​ 64 64 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​7." - Removed sentence: "Supplemental Cash Flow Statement Disclosures​​​​​​​​​​December 31,($ in millions)​2022 2021​​​​ ​​Beginning of period:​​​ ​​Cash and cash equivalents​$ 563 $ 1,366Current restricted cash (included in other current assets)​​ 16 ​ 15Total cash, cash equivalents and restricted cash​$ 579 $ 1,381​​​​ ​​End of period:​​​ ​​Cash and cash equivalents​$ 548 $ 563Current restricted cash (included in other current assets)​​ 10 ​ 16Total cash, cash equivalents and restricted cash​$ 558 $ 579​The company's restricted cash is primarily related to receivables factoring programs and represents amounts collected from customers but not yet remitted to the banks as of the end of the reporting period.​Noncash investing activities include the acquisition of property, plant and equipment (PP&E) for which payment has not been made." - Removed sentence: "These noncash capital expenditures are excluded from the statement of cash flows." **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: Depreciation and amortization (a) **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ ​ ​ Beverage packaging, North and Central America ​ $ 220 ​ $ 219 ​ $ 200 Beverage packaging, EMEA ​ ​ 178 ​ ​ 185 ​ ​ 223 Beverage packaging, South America ​ ​ 145 ​ ​ 143 ​ ​ 141 Aerospace ​ ​ 81 ​ ​ 78 ​ ​ 65 Reportable segment depreciation and amortization ​ ​ 624 ​ ​ 625 ​ ​ 629 Other ​ ​ 62 ​ ​ 47 ​ ​ 71 Depreciation and amortization ​ $ 686 ​ $ 672 ​ $ 700 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​" **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ ​ ​ Beverage packaging, North and Central America ​ $ 219 ​ $ 200 ​ $ 184 Beverage packaging, EMEA ​ ​ 185 ​ ​ 223 ​ ​ 230 Beverage packaging, South America ​ ​ 143 ​ ​ 141 ​ ​ 142 Aerospace ​ ​ 78 ​ ​ 65 ​ ​ 53 Reportable segment depreciation and amortization ​ ​ 625 ​ ​ 629 ​ ​ 609 Other ​ ​ 47 ​ ​ 71 ​ ​ 59 Depreciation and amortization ​ $ 672 ​ $ 700 ​ $ 668 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ **Current (2024):** ​ ​ ​ ​ ​ ​ ​ ​ ​ Beverage packaging, North and Central America ​ $ 220 ​ $ 219 ​ $ 200 Beverage packaging, EMEA ​ ​ 178 ​ ​ 185 ​ ​ 223 Beverage packaging, South America ​ ​ 145 ​ ​ 143 ​ ​ 141 Aerospace ​ ​ 81 ​ ​ 78 ​ ​ 65 Reportable segment depreciation and amortization ​ ​ 624 ​ ​ 625 ​ ​ 629 Other ​ ​ 62 ​ ​ 47 ​ ​ 71 Depreciation and amortization ​ $ 686 ​ $ 672 ​ $ 700 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ --- ## Modified: Environmental risks **Key changes:** - Reworded sentence: "​ Adverse weather and climate changes may result in lower sales." - Reworded sentence: "Our plants' production may be prevented or curtailed due to severe or unanticipated weather and climate events." - Reworded sentence: "We strive to mitigate such risks related to environmental issues, including through the purchase of renewable energy, the adoption of sustainable practices, and by positioning ourselves as a sustainability leader in our industry." **Prior (2023):** ​ If we fail to retain key management and personnel, we may be unable to implement our key objectives. ​ We believe our future success depends, in part, on our experienced management team. Unforeseen losses of key members of our management team without appropriate succession and/or compensation planning could make it difficult for us to manage our business and meet our objectives. ​ Prolonged work stoppages at facilities with union employees could jeopardize our financial position. ​ As of December 31, 2022, 9 percent of our North American employees and 38 percent of our European employees were covered by collective bargaining agreements. These collective bargaining agreements have staggered expirations during the next several years. Although we consider our employee relations to be generally good, a prolonged work stoppage or strike at any facility with union employees could have a material adverse effect on our business, financial condition, cash flows or results of operations. In addition, we cannot ensure that upon the expiration of existing collective bargaining agreements, new agreements will be reached without union action or that any such new agreements will be on terms satisfactory to us. ​ 21 21 21 Table of ContentsEnvironmental risks​Adverse weather and climate changes may result in lower sales.​We manufacture packaging products primarily for beverages. Unseasonable weather can reduce demand for certain beverages packaged in our containers. Climate change and the increasing frequency of severe weather events could have various effects on the demand for our products, our supply chain and the costs of inputs to our production and delivery of products in different regions around the world. Our plants' production may be prevented or curtailed due to severe or unanticipated weather and climate events.​Our business is subject to substantial environmental remediation and compliance costs.​Our operations are subject to federal, state, provincial and local laws and regulations in multiple jurisdictions relating to environmental hazards, such as emissions to air, discharges to water, the handling and disposal of hazardous and solid wastes and the clean-up of hazardous substances. We have been designated, along with numerous other companies, as a potentially responsible party for the clean-up of several hazardous waste sites. Additionally, there is increased focus on the regulation of greenhouse gas emissions and other environmental issues worldwide. We strive to mitigate such risks related to environmental issues, including through the purchase of renewable energy, the adoption of sustainable practices, and by positioning ourselves as a sustainability leader in our industry.​Item 1B. Unresolved Staff Comments​There were no matters required to be reported under this item.​Item 2. Properties ​The company's properties described below are well maintained, and management considers them to be adequate and utilized for their intended purposes.​Ball's corporate headquarters are located in Westminster, Colorado, U.S. and our aerospace segment management offices are located in Broomfield, Colorado, U.S. The operations of the aerospace segment occupy a variety of company-owned and leased facilities in Colorado, U.S., which comprise office, laboratory, research and development, engineering and test and manufacturing space. Other aerospace operations carry on business in smaller company owned and leased facilities in other U.S. locations outside of Colorado.​Ball's manufacturing locations for significant packaging operations, which are owned or leased by the company, are set forth below. Facilities in the process of being constructed, or that have permanently ceased production, have been excluded from the list. In addition to the facilities listed, the company leases other warehousing space.​Beverage packaging, North and Central America, locations:●Bowling Green, Kentucky●Conroe, Texas●Fairfield, California●Findlay, Ohio●Fort Atkinson, Wisconsin●Fort Worth, Texas●Glendale, Arizona●Golden, Colorado●Goodyear, Arizona●Kapolei, Hawaii●Kent, Washington●Monterrey, Mexico●Monticello, Indiana●Pittston, Pennsylvania●Queretaro, Mexico●Rome, Georgia●Saint Paul, Minnesota (closed in the first quarter of 2023)●Saratoga Springs, New York●Tampa, Florida22 Table of Contents Table of Contents Table of Contents Environmental risks​Adverse weather and climate changes may result in lower sales.​We manufacture packaging products primarily for beverages. Unseasonable weather can reduce demand for certain beverages packaged in our containers. Climate change and the increasing frequency of severe weather events could have various effects on the demand for our products, our supply chain and the costs of inputs to our production and delivery of products in different regions around the world. Our plants' production may be prevented or curtailed due to severe or unanticipated weather and climate events.​Our business is subject to substantial environmental remediation and compliance costs.​Our operations are subject to federal, state, provincial and local laws and regulations in multiple jurisdictions relating to environmental hazards, such as emissions to air, discharges to water, the handling and disposal of hazardous and solid wastes and the clean-up of hazardous substances. We have been designated, along with numerous other companies, as a potentially responsible party for the clean-up of several hazardous waste sites. Additionally, there is increased focus on the regulation of greenhouse gas emissions and other environmental issues worldwide. We strive to mitigate such risks related to environmental issues, including through the purchase of renewable energy, the adoption of sustainable practices, and by positioning ourselves as a sustainability leader in our industry.​Item 1B. Unresolved Staff Comments​There were no matters required to be reported under this item.​Item 2. Properties ​The company's properties described below are well maintained, and management considers them to be adequate and utilized for their intended purposes.​Ball's corporate headquarters are located in Westminster, Colorado, U.S. and our aerospace segment management offices are located in Broomfield, Colorado, U.S. The operations of the aerospace segment occupy a variety of company-owned and leased facilities in Colorado, U.S., which comprise office, laboratory, research and development, engineering and test and manufacturing space. Other aerospace operations carry on business in smaller company owned and leased facilities in other U.S. locations outside of Colorado.​Ball's manufacturing locations for significant packaging operations, which are owned or leased by the company, are set forth below. Facilities in the process of being constructed, or that have permanently ceased production, have been excluded from the list. In addition to the facilities listed, the company leases other warehousing space.​Beverage packaging, North and Central America, locations:●Bowling Green, Kentucky●Conroe, Texas●Fairfield, California●Findlay, Ohio●Fort Atkinson, Wisconsin●Fort Worth, Texas●Glendale, Arizona●Golden, Colorado●Goodyear, Arizona●Kapolei, Hawaii●Kent, Washington●Monterrey, Mexico●Monticello, Indiana●Pittston, Pennsylvania●Queretaro, Mexico●Rome, Georgia●Saint Paul, Minnesota (closed in the first quarter of 2023)●Saratoga Springs, New York●Tampa, Florida **Current (2024):** ​ Adverse weather and climate changes may result in lower sales. ​ We manufacture packaging products primarily for beverages. Unseasonable weather can reduce demand for certain beverages packaged in our containers. Climate change and the increasing frequency of severe weather events could have various effects on the demand for our products, our supply chain and the costs of inputs to our production and delivery of products in different regions around the world. Our plants' production may be prevented or curtailed due to severe or unanticipated weather and climate events. ​ Our business is subject to substantial environmental remediation and compliance costs. ​ Our operations are subject to federal, state, provincial and local laws and regulations in multiple jurisdictions relating to environmental hazards, such as emissions to air, discharges to water, the handling and disposal of hazardous and solid wastes and the clean-up of hazardous substances. We have been designated, along with numerous other companies, as a potentially responsible party for the clean-up of several hazardous waste sites. Additionally, there is increased focus on the regulation of greenhouse gas emissions and other environmental issues worldwide. We strive to mitigate such risks related to environmental issues, including through the purchase of renewable energy, the adoption of sustainable practices, and by positioning ourselves as a sustainability leader in our industry. ​ Item 1B. Unresolved Staff Comments ​ There were no matters required to be reported under this item. ​ Item 1C. Cybersecurity ​ --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "​ Transaction Price Allocated to Remaining Performance Obligations​The table below discloses: (1) the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of the end of the reporting period for contracts with an original duration of greater than one year, and (2) when the company expects to record sales on these multi-year contracts.​​​​​​​​​​​($ in millions) Next Twelve Months​Thereafter​Total​​​​​​​​​​Sales expected to be recognized on multi-year contracts in place as of December 31, 2023​$ 1,612​$ 1,312​$ 2,924​The contracts with an original duration of less than one year, which are excluded from the table above based on the company's election of the practical expedient, are primarily related to contracts where control will be fully transferred to the customers in less than one year." - Reworded sentence: "Business Consolidation and Other Activities​Following is a summary of business consolidation and other activity (charges)/income included in the consolidated statements of earnings:​​​​​​​​​​​​​Years Ended December 31,($ in millions) 2023 2022 2021​​​​​​​​​​Beverage packaging, North and Central America ​$ (78)​$ (74)​$ (6)Beverage packaging, EMEA​​ 5​​ (227)​​ (7)Beverage packaging, South America​​ (31)​​ (29)​​ 9Other​​ (49)​​ 259​​ (138)​​$ (153)​$ (71)​$ (142)​2023 ​During 2023, the company recorded charges of $153 million primarily related to facility closure costs of $94 million, transaction costs of $41 million related to the sale of the company's aerospace business and a $22 million foreign exchange loss associated with the company's Argentina business." **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "​BeveragePackaging,North & CentralAmerica ​ ​BeveragePackaging,EMEA ​ ​BeveragePackaging,South America ​ ​Aerospace ​ Other Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at December 31, 2021 ​ $ 1,275 ​ $ 1,483 ​ $ 1,298 ​ $ 40 ​ $ 282 ​ $ 4,378 Business dispositions ​ ​ - ​ ​ (101) ​ ​ - ​ ​ - ​ ​ - ​ ​ (101) Effects of currency exchange ​ ​ - ​ ​ (40) ​ ​ - ​ ​ - ​ ​ (2) ​ ​ (42) Balance at December 31, 2022 ​ $ 1,275 ​ $ 1,342 ​ $ 1,298 ​ $ 40 ​ $ 280 ​ $ 4,235 Effects of currency exchange ​ ​ - ​ ​ 36 ​ ​ - ​ ​ - ​ ​ 17 ​ ​ 53 Other ​ ​ 2 ​ ​ - ​ ​ - ​ ​ - ​ ​ - ​ ​ 2 Balance at December 31, 2023 ​ $ 1,277 ​ $ 1,378 ​ $ 1,298 ​ $ 40 ​ $ 297 ​ $ 4,290 ​ During 2022, the company sold its Russian aluminum beverage packaging business, which resulted in a $101 million decrease in goodwill in the beverage packaging, EMEA, segment." - Removed sentence: "Note 4 ​ As discussed in Note 6, Ball recorded a non-cash impairment charge of $62 million in 2020 related to the goodwill associated with the beverage packaging, other, reporting unit as the carrying amount of this reporting unit exceeded its fair value." - Removed sentence: "The impairment review was triggered by the restructuring of the company's reporting units which was made in connection with a January 1, 2020 change in segment management and internal reporting structure." **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: Ball Metalpack Investment **Key changes:** - Reworded sentence: "​ During the first quarter of 2022, Ball sold its remaining 49 percent owned equity method investment in Ball Metalpack to Sonoco, a global provider of consumer, industrial, healthcare and protective packaging, for total consideration of $298 million, all of which was received in cash in the first quarter of 2022." - Reworded sentence: "Current contract liabilities are classified within other current liabilities on the consolidated balance sheets and noncurrent contract liabilities are classified within other liabilities.​The company also recognized additional sales of $20 million and $8 million during the years ended December 31, 2023 and 2022, respectively, from performance obligations satisfied (or partially satisfied) in prior periods." **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ During the first quarter of 2022, Ball sold its remaining 49 percent owned equity method investment in Ball Metalpack to Sonoco, a global provider of consumer, industrial, healthcare and protective packaging, for total consideration of $298 million, all of which was received in cash in the first quarter of 2022. Ball's carrying value of the investment before the sale was zero; therefore, a gain from the sale of $298 million is reported in business consolidation and other activities in the consolidated statement of earnings. Cash proceeds of $298 million related to the sale are presented in business dispositions, net of cash sold, in the consolidated statement of cash flows. ​ Ball also received proceeds from Ball Metalpack for the repayment of an outstanding promissory note and accrued interest of approximately $16 million, which was recorded as a gain in business consolidation and other activities in the consolidated statement of earnings. ​ 63 63 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​South Korea Investment​In the third quarter of 2021, Ball sold its minority-owned investment in South Korea. Consideration for the transaction was cash of $120 million, of which $110 million was received at closing and is presented in business dispositions, net of cash sold, within cash flows from investing activities in Ball's 2021 consolidated statement of cash flows. In the fourth quarter of 2022, the remaining $10 million was received and is presented in business dispositions, net of cash sold, within cash flows from investing activities in Ball's 2022 consolidated statement of cash flows. In the second quarter of 2021, the company recorded a loss of $5 million related to the disposal, which is presented in business consolidation and other activities in the consolidated statement of earnings. ​5. Revenue from Contracts with Customers ​The following table disaggregates the company's net sales based on the timing of transfer of control:​​​​​​​​​​​​​($ in millions)Year Ended December 31, Point in Time​Over Time​Total​​​​​​​​​​2023​$ 2,363​$ 11,666​$ 14,0292022​​ 2,699​​ 12,650​​ 15,3492021​​ 2,459​​ 11,352​​ 13,811​The company did not have any contract assets at December 31, 2023, 2022, or 2021. The opening and closing balances of the company's current and noncurrent contract liabilities are as follows:​​​​​​​​​​Contract​Contract​​Liabilities​Liabilities($ in millions) (Current)​(Noncurrent)​​​​​​​Balance at December 31, 2021​$ 272​$ 38Increase (decrease)​​ 44​​ (26)Balance at December 31, 2022​​ 316​​ 12Increase (decrease)​​ 21​​ (2)Balance at December 31, 2023​$ 337​$ 10​During the year ended December 31, 2023, contract liabilities increased by $19 million, which is net of cash received of $984 million and amounts recognized as sales of $965 million, the majority of which related to current contract liabilities. The amount of sales recognized during the year ended December 31, 2023, that was included in the company's opening contract liabilities balance was $316 million, all of which related to current contract liabilities. The difference between the opening and closing balances of the company's contract liabilities primarily results from timing differences between the company's performance and the customer's payments. Current contract liabilities are classified within other current liabilities on the consolidated balance sheets and noncurrent contract liabilities are classified within other liabilities.​The company also recognized additional sales of $20 million and $8 million during the years ended December 31, 2023 and 2022, respectively, from performance obligations satisfied (or partially satisfied) in prior periods. These sales amounts are the result of changes in the transaction price of the company's contracts with customers.​64 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents --- ## Modified: Finance Leases **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ 2024 ​ $ 101 ​ $ 3 2025 ​ ​ 81 ​ ​ 2 2026 ​ ​ 65 ​ ​ 2 2027 ​ ​ 57 ​ ​ 1 2028 ​ ​ 48 ​ ​ 1 Thereafter ​ ​ 176 ​ ​ 2 Future value of lease liabilities ​ ​ 528 ​ ​ 11 Less: Imputed interest ​ ​ (79) ​ ​ (1) Present value of lease liabilities ​ $ 449 ​ $ 10 ​ ​ 70 70 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​15." - Reworded sentence: "At December 31, 2023, $1.69 billion was available under these revolving credit facilities." **Prior (2023):** ​ ​ 2022 ​ ​ 2021 ​ ​ ​ ​ ​ ​ ​ Weighted average remaining lease term in years: ​ ​ ​ ​ ​ Operating leases 10 ​ ​ 10 ​ Finance leases 6 ​ ​ 7 ​ Weighted average discount rate: ​ ​ ​ ​ ​ Operating leases 3.8 % ​ 3.7 % Finance leases 3.0 % ​ 3.0 % ​ 69 69 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​Maturities of lease liabilities are as follows:​​​​​​​​($ in millions)​Operating Leases​Finance Leases​​​​​​​2023​$ 104​$ 32024​​ 84​​ 32025​​ 63​​ 22026​​ 50​​ 12027​​ 43​​ 1Thereafter​​ 203​​ 3Future value of lease liabilities​​ 547​​ 13Less: Imputed interest​​ (107)​​ (1)Present value of lease liabilities​$ 440​$ 12​​15. Debt and Interest Costs​Long-term debt and interest rates in effect consisted of the following:​​​​​​​​​​December 31,($ in millions) 2022 2021​​​​​​​Senior Notes​​​​​​4.00% due November 2023​$ 1,000​$ 1,0004.375%, euro denominated, due December 2023​​ - ​​ 7960.875%, euro denominated, due March 2024​​ 803​​ 8535.25% due July 2025​​ 1,000​​ 1,0004.875% due March 2026​​ 750​​ 7501.50%, euro denominated, due March 2027​​ 589​​ 6256.875% due March 2028​​ 750​​ - 2.875% due August 2030​​ 1,300​​ 1,3003.125% due September 2031​​ 850​​ 850Senior Credit Facility (at variable rates)​​​​​​Term A loan due March 2024 (1.35% - 2021)​​ - ​​ 593U.S. dollar revolver due June 2027 (5.64% - 2022)​​ 200​​ - Term A loan due June 2027 (5.44% - 2022)​​ 1,350​​ - Finance lease obligations​​ 12​​ 14Other (including debt issuance costs)​​ (61)​​ (56)​​​ 8,543​​ 7,725Less: Current portion​​ (1,003)​​ (3)​​$ 7,540​$ 7,722​In the second quarter of 2022, the company completed the closing of its new revolving and term loan senior secured credit facilities that refinanced its existing senior secured credit facilities entered into in 2019. The company's senior credit facilities include long-term multi-currency revolving facilities that mature in June 2027, which provide the company with up to the U.S. dollar equivalent of $1.75 billion. At December 31, 2022, $1.49 billion was available under these revolving credit facilities. In addition to these facilities, the company had $293 million of committed short-term loans outstanding. The company also had approximately $990 million of short-term uncommitted credit facilities available at December 31, 2022, of which $112 million was outstanding and due on demand. At December 31, 2021, the company had $12 million outstanding under short-term uncommitted credit facilities. The weighted average interest rate of the outstanding short-term facilities was 6.71 percent at December 31, 2022, and 4.92 percent at December 31, 2021. ​70 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents **Current (2024):** ​ ​ ​ ​ ​ ​ ​ 2024 ​ $ 101 ​ $ 3 2025 ​ ​ 81 ​ ​ 2 2026 ​ ​ 65 ​ ​ 2 2027 ​ ​ 57 ​ ​ 1 2028 ​ ​ 48 ​ ​ 1 Thereafter ​ ​ 176 ​ ​ 2 Future value of lease liabilities ​ ​ 528 ​ ​ 11 Less: Imputed interest ​ ​ (79) ​ ​ (1) Present value of lease liabilities ​ $ 449 ​ $ 10 ​ ​ 70 70 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​15. Debt and Interest Costs​Long-term debt and interest rates in effect consisted of the following:​​​​​​​​​​December 31,($ in millions) 2023 2022​​​​​​​Senior Notes​​​​​​4.00% due November 2023​$ - ​$ 1,0000.875%, euro denominated, due March 2024​​ 828​​ 8035.25% due July 2025​​ 1,000​​ 1,0004.875% due March 2026​​ 750​​ 7501.50%, euro denominated, due March 2027​​ 607​​ 5896.875% due March 2028​​ 750​​ 7506.00% due June 2029​​ 1,000​​ - 2.875% due August 2030​​ 1,300​​ 1,3003.125% due September 2031​​ 850​​ 850Senior Credit Facility (at variable rates)​​​​​​U.S. dollar revolver due June 2027​​ - ​​ 200Term A loan due June 2027 (6.71% - 2023)​​ 1,325​​ 1,350Finance lease obligations​​ 10​​ 12Other (including debt issuance costs)​​ (60)​​ (61)​​​ 8,360​​ 8,543Less: Current portion​​ (856)​​ (1,003)​​$ 7,504​$ 7,540​The company's senior credit facilities include long-term multi-currency revolving facilities that mature in June 2027, which provide the company with up to the U.S. dollar equivalent of $1.75 billion. At December 31, 2023, $1.69 billion was available under these revolving credit facilities. In addition to these facilities, the company had $196 million of committed short-term loans outstanding. The company also had approximately $964 million of short-term uncommitted credit facilities available at December 31, 2023, of which $13 million was outstanding and due on demand. At December 31, 2022, the company had $293 million of committed short-term loans outstanding and $112 million outstanding under short-term uncommitted credit facilities. The weighted average interest rate of the outstanding short-term facilities was 19.95 percent at December 31, 2023, and 6.71 percent at December 31, 2022. ​In November 2023, Ball redeemed the outstanding 4.00% senior notes due in the amount of $1.00 billion. In May 2023, Ball issued $1.00 billion of 6.00% senior notes due in 2029, and repaid the outstanding U.S. dollar revolving credit facility due in 2027 in the amount of $800 million. ​The fair value of Ball's long-term debt was estimated to be $8.07 billion and $7.99 billion at December 31, 2023 and 2022, respectively, compared to its carrying value of $8.36 billion and $8.54 billion in 2023 and 2022, respectively. The fair value reflects the market rates at each period end for debt with credit ratings similar to the company's ratings and is classified as Level 2 within the fair value hierarchy. Rates currently available to the company for loans with similar terms and maturities are used to estimate the fair value of long-term debt, based on discounted cash flows.​Long-term debt obligations outstanding at December 31, 2023, have maturities (excluding unamortized debt issuance costs of $62 million) of $858 million, $1.05 billion, $819 million, $1.79 billion and $751 million in the years ending 2024 through 2028, respectively, and $3.15 billion thereafter.​Letters of credit outstanding at December 31, 2023 and 2022, were $57 million and $59 million, respectively. ​71 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "Debt and Interest Costs​Long-term debt and interest rates in effect consisted of the following:​​​​​​​​​​December 31,($ in millions) 2023 2022​​​​​​​Senior Notes​​​​​​4.00% due November 2023​$ - ​$ 1,0000.875%, euro denominated, due March 2024​​ 828​​ 8035.25% due July 2025​​ 1,000​​ 1,0004.875% due March 2026​​ 750​​ 7501.50%, euro denominated, due March 2027​​ 607​​ 5896.875% due March 2028​​ 750​​ 7506.00% due June 2029​​ 1,000​​ - 2.875% due August 2030​​ 1,300​​ 1,3003.125% due September 2031​​ 850​​ 850Senior Credit Facility (at variable rates)​​​​​​U.S." - Reworded sentence: "At December 31, 2023, $1.69 billion was available under these revolving credit facilities." **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 3,395 ​ $ 3,854 ​ $ 3,509 ​ Comparable operating earnings ​ ​ 354 ​ ​ 358 ​ ​ 452 ​ Comparable operating earnings as a % of segment net sales ​ ​ 10 % ​ 9 % ​ 13 % ​ Segment sales in 2023 were $459 million lower compared to 2022 primarily due to a $554 million decrease from the 2022 sale of the Russian aluminum beverage packaging business and a $77 million decrease from lower volumes, partially offset by an $168 million increase from higher sales prices resulting mainly from the annual pass-through of inflationary costs net of lower aluminum prices." - Reworded sentence: "The historical operations and results of the Russian aluminum beverage packaging business, including the gain on sale, are included in the beverage packaging, EMEA segment." **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: Liabilities and Equity **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ Current liabilities ​ ​ ​ ​ ​ ​ Short-term debt and current portion of long-term debt ​ $ 1,065 ​ $ 1,408 Accounts payable ​ ​ 3,753 ​ ​ 4,383 Accrued employee costs ​ ​ 333 ​ ​ 236 Other current liabilities ​ ​ 1,034 ​ ​ 981 Total current liabilities ​ ​ 6,185 ​ ​ 7,008 Noncurrent liabilities ​ ​ ​ ​ ​ ​ Long-term debt ​ ​ 7,504 ​ ​ 7,540 Employee benefit obligations ​ ​ 898 ​ ​ 847 Deferred taxes ​ ​ 421 ​ ​ 540 Other liabilities ​ ​ 458 ​ ​ 447" **Prior (2023):** ​ ​ ​ ​ ​ ​ Current liabilities ​ ​ ​ ​ ​ ​ Short-term debt and current portion of long-term debt ​ $ 1,408 ​ $ 15 Accounts payable ​ ​ 4,383 ​ ​ 4,759 Accrued employee costs ​ ​ 236 ​ ​ 349 Other current liabilities ​ ​ 981 ​ ​ 830 Total current liabilities ​ ​ 7,008 ​ ​ 5,953 Noncurrent liabilities ​ ​ ​ ​ ​ ​ Long-term debt ​ ​ 7,540 ​ ​ 7,722 Employee benefit obligations ​ ​ 847 ​ ​ 1,205 Deferred taxes ​ ​ 540 ​ ​ 665 Other liabilities ​ ​ 447 ​ ​ 484 **Current (2024):** ​ ​ ​ ​ ​ ​ Current liabilities ​ ​ ​ ​ ​ ​ Short-term debt and current portion of long-term debt ​ $ 1,065 ​ $ 1,408 Accounts payable ​ ​ 3,753 ​ ​ 4,383 Accrued employee costs ​ ​ 333 ​ ​ 236 Other current liabilities ​ ​ 1,034 ​ ​ 981 Total current liabilities ​ ​ 6,185 ​ ​ 7,008 Noncurrent liabilities ​ ​ ​ ​ ​ ​ Long-term debt ​ ​ 7,504 ​ ​ 7,540 Employee benefit obligations ​ ​ 898 ​ ​ 847 Deferred taxes ​ ​ 421 ​ ​ 540 Other liabilities ​ ​ 458 ​ ​ 447 --- ## Modified: Technological risks **Key changes:** - Removed sentence: "Certain IT-related risks may be heightened due to the transitional support we are providing to the Russian beverage packaging business since its sale to Russian owners in September 2022." - Added sentence: "​ 19 19 19 Table of ContentsHuman capital risks​If we fail to retain key management and personnel, we may be unable to implement our key objectives.​We believe our future success depends, in part, on our experienced management team." - Added sentence: "Unforeseen losses of key members of our management team without appropriate succession and/or compensation planning could make it difficult for us to manage our business and meet our objectives." - Added sentence: "​Prolonged work stoppages at facilities with union employees could jeopardize our financial position.​As of December 31, 2023, 8 percent of our North American employees and 39 percent of our European employees were covered by collective bargaining agreements." - Added sentence: "These collective bargaining agreements have staggered expirations during the next several years." **Prior (2023):** ​ Decreases in our ability to develop or apply new technology and know-how may affect our competitiveness. ​ Our success depends partially on our ability to improve production processes and services. We must also introduce new products and services to meet changing customer needs. If we are unable to implement better production processes or to develop new products through research and development or licensing of new technology, we may not be able to remain competitive with other manufacturers. As a result, our business, financial condition, cash flows or results of operations could be adversely affected. ​ Increased information technology (IT) security threats and more sophisticated and targeted computer crime could pose a risk to our systems, networks, products, solutions and services, as well as those of our suppliers and customers. ​ The company's IT systems, or any third party's system on which the company relies, as well as those of our suppliers and customers, could fail on their own accord or may be vulnerable to a variety of interruptions or shutdowns, including interruptions or shutdowns due to natural disasters, power outages or telecommunications failures, terrorist attacks or failures during the process of upgrading or replacing software or hardware. Increased global IT security threats and more sophisticated and targeted computer crime also pose a risk to the security of our systems and networks and the confidentiality, availability and integrity of our data, as well as to the security and data of our suppliers and customers. As a provider of products and services to government and commercial customers, our aerospace business in particular may be the target of cyber-attacks, including attempts to gain unauthorized access to classified or sensitive information and networks. The company has a number of shared service centers where many of the company's IT systems are concentrated and any disruption at such a location could impact the company's business within the operating zones served by the impacted service center. Certain IT-related risks may be heightened due to the transitional support we are providing to the Russian beverage packaging business since its sale to Russian owners in September 2022. ​ While we attempt to mitigate all of these risks to our networks, systems and data by employing a number of measures, including employee training, comprehensive monitoring of our networks and systems, and maintenance of backup and protective systems, our systems, networks, products, solutions and services remain potentially vulnerable to advanced persistent threats or other IT disruptions. Depending on their nature and scope, such threats could potentially lead to the compromise of confidential information, improper use of our systems and networks, manipulation and destruction of data, defective products, harm to individuals or property, contractual or regulatory actions and fines, penalties and potential liabilities, production downtimes and operational disruptions, which in turn could adversely affect our reputation, competitiveness and results of operations. Data privacy and protection laws are evolving and present increasing compliance challenges, which may increase our costs, affect our competitiveness and could expose us to substantial fines or other penalties. In addition, a security breach that involves classified or other sensitive government information could subject us to civil or criminal penalties and could result in the loss of our secure facility clearance and other accreditation, loss of our government contracts, loss of access to classified information or debarment as a government contractor. ​ **Current (2024):** ​ Decreases in our ability to develop or apply new technology and know-how may affect our competitiveness. ​ Our success depends partially on our ability to improve production processes and services. We must also introduce new products and services to meet changing customer needs. If we are unable to implement better production processes or to develop new products through research and development or licensing of new technology, we may not be able to remain competitive with other manufacturers. As a result, our business, financial condition, cash flows or results of operations could be adversely affected. ​ Increased information technology (IT) security threats and more sophisticated and targeted computer crime could pose a risk to our systems, networks, products, solutions and services, as well as those of our suppliers and customers. ​ The company's IT systems, or any third party's system on which the company relies, as well as those of our suppliers and customers, could fail on their own accord or may be vulnerable to a variety of interruptions or shutdowns, including interruptions or shutdowns due to natural disasters, power outages or telecommunications failures, terrorist attacks or failures during the process of upgrading or replacing software or hardware. Increased global IT security threats and more sophisticated and targeted computer crime also pose a risk to the security of our systems and networks and the confidentiality, availability and integrity of our data, as well as to the security and data of our suppliers and customers. As a provider of products and services to government and commercial customers, our aerospace business in particular may be the target of cyber-attacks, including attempts to gain unauthorized access to classified or sensitive information and networks. The company has a number of shared service centers where many of the company's IT systems are concentrated and any disruption at such a location could impact the company's business within the operating zones served by the impacted service center. ​ While we attempt to mitigate all of these risks to our networks, systems and data by employing a number of measures, including employee training, comprehensive monitoring of our networks and systems, and maintenance of backup and protective systems, our systems, networks, products, solutions and services remain potentially vulnerable to advanced persistent threats or other IT disruptions. Depending on their nature and scope, such threats could potentially lead to the compromise of confidential information, improper use of our systems and networks, manipulation and destruction of data, defective products, harm to individuals or property, contractual or regulatory actions and fines, penalties and potential liabilities, production downtimes and operational disruptions, which in turn could adversely affect our reputation, competitiveness and results of operations. Data privacy and protection laws are evolving and present increasing compliance challenges, which may increase our costs, affect our competitiveness and could expose us to substantial fines or other penalties. In addition, a security breach that involves classified or other sensitive government information could subject us to civil or criminal penalties and could result in the loss of our secure facility clearance and other accreditation, loss of our government contracts, loss of access to classified information or debarment as a government contractor. ​ 19 19 19 Table of ContentsHuman capital risks​If we fail to retain key management and personnel, we may be unable to implement our key objectives.​We believe our future success depends, in part, on our experienced management team. Unforeseen losses of key members of our management team without appropriate succession and/or compensation planning could make it difficult for us to manage our business and meet our objectives. ​Prolonged work stoppages at facilities with union employees could jeopardize our financial position.​As of December 31, 2023, 8 percent of our North American employees and 39 percent of our European employees were covered by collective bargaining agreements. These collective bargaining agreements have staggered expirations during the next several years. Although we consider our employee relations to be generally good, a prolonged work stoppage or strike at any facility with union employees could have a material adverse effect on our business, financial condition, cash flows or results of operations. In addition, we cannot ensure that upon the expiration of existing collective bargaining agreements, new agreements will be reached without union action or that any such new agreements will be on terms satisfactory to us.​Environmental risks​Adverse weather and climate changes may result in lower sales.​We manufacture packaging products primarily for beverages. Unseasonable weather can reduce demand for certain beverages packaged in our containers. Climate change and the increasing frequency of severe weather events could have various effects on the demand for our products, our supply chain and the costs of inputs to our production and delivery of products in different regions around the world. Our plants' production may be prevented or curtailed due to severe or unanticipated weather and climate events.​Our business is subject to substantial environmental remediation and compliance costs.​Our operations are subject to federal, state, provincial and local laws and regulations in multiple jurisdictions relating to environmental hazards, such as emissions to air, discharges to water, the handling and disposal of hazardous and solid wastes and the clean-up of hazardous substances. We have been designated, along with numerous other companies, as a potentially responsible party for the clean-up of several hazardous waste sites. Additionally, there is increased focus on the regulation of greenhouse gas emissions and other environmental issues worldwide. We strive to mitigate such risks related to environmental issues, including through the purchase of renewable energy, the adoption of sustainable practices, and by positioning ourselves as a sustainability leader in our industry.​Item 1B. Unresolved Staff Comments​There were no matters required to be reported under this item.​Item 1C. Cybersecurity​Risk management and strategy​Ball Corporation is committed to maintaining a strong cybersecurity posture. We have a dedicated, globally distributed information security team that is responsible for leading information security strategy, standards and processes, which are integrated into our comprehensive enterprise risk management process.​The company employs a standards-based cybersecurity program aligned to the National Institute of Standards and Technology (NIST) Cybersecurity Framework (CSF), including ongoing assessment and continuous improvement to address the rapidly evolving threat landscape. Ball partners closely with a strong network of external partners, including conducting annual assessments of the cyber risk management program against the NIST CSF.​Our information security team has designed and implemented formal processes for assessing, identifying and managing material risk from cybersecurity threats, both internally and related to the use of third-party service providers. Ball has strategically integrated its cyber incident assessment process with its well-defined incident response plan and processes. 20 Table of Contents Table of Contents Table of Contents Human capital risks​If we fail to retain key management and personnel, we may be unable to implement our key objectives.​We believe our future success depends, in part, on our experienced management team. Unforeseen losses of key members of our management team without appropriate succession and/or compensation planning could make it difficult for us to manage our business and meet our objectives. ​Prolonged work stoppages at facilities with union employees could jeopardize our financial position.​As of December 31, 2023, 8 percent of our North American employees and 39 percent of our European employees were covered by collective bargaining agreements. These collective bargaining agreements have staggered expirations during the next several years. Although we consider our employee relations to be generally good, a prolonged work stoppage or strike at any facility with union employees could have a material adverse effect on our business, financial condition, cash flows or results of operations. In addition, we cannot ensure that upon the expiration of existing collective bargaining agreements, new agreements will be reached without union action or that any such new agreements will be on terms satisfactory to us.​Environmental risks​Adverse weather and climate changes may result in lower sales.​We manufacture packaging products primarily for beverages. Unseasonable weather can reduce demand for certain beverages packaged in our containers. Climate change and the increasing frequency of severe weather events could have various effects on the demand for our products, our supply chain and the costs of inputs to our production and delivery of products in different regions around the world. Our plants' production may be prevented or curtailed due to severe or unanticipated weather and climate events.​Our business is subject to substantial environmental remediation and compliance costs.​Our operations are subject to federal, state, provincial and local laws and regulations in multiple jurisdictions relating to environmental hazards, such as emissions to air, discharges to water, the handling and disposal of hazardous and solid wastes and the clean-up of hazardous substances. We have been designated, along with numerous other companies, as a potentially responsible party for the clean-up of several hazardous waste sites. Additionally, there is increased focus on the regulation of greenhouse gas emissions and other environmental issues worldwide. We strive to mitigate such risks related to environmental issues, including through the purchase of renewable energy, the adoption of sustainable practices, and by positioning ourselves as a sustainability leader in our industry.​Item 1B. Unresolved Staff Comments​There were no matters required to be reported under this item.​Item 1C. Cybersecurity​Risk management and strategy​Ball Corporation is committed to maintaining a strong cybersecurity posture. We have a dedicated, globally distributed information security team that is responsible for leading information security strategy, standards and processes, which are integrated into our comprehensive enterprise risk management process.​The company employs a standards-based cybersecurity program aligned to the National Institute of Standards and Technology (NIST) Cybersecurity Framework (CSF), including ongoing assessment and continuous improvement to address the rapidly evolving threat landscape. Ball partners closely with a strong network of external partners, including conducting annual assessments of the cyber risk management program against the NIST CSF.​Our information security team has designed and implemented formal processes for assessing, identifying and managing material risk from cybersecurity threats, both internally and related to the use of third-party service providers. Ball has strategically integrated its cyber incident assessment process with its well-defined incident response plan and processes. --- ## Modified: Consolidated **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ $ 7,839 ​ $ 1,408 ​ $ 4,782 ​ $ 14,029 2022 ​ ​ 8,487 ​ ​ 1,450 ​ ​ 5,412 ​ ​ 15,349 2021 ​ ​ 7,284 ​ ​ 1,458 ​ ​ 5,069 ​ ​ 13,811 ​ ​" **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ $ 8,487 ​ $ 1,450 ​ $ 5,412 ​ $ 15,349 2021 ​ ​ 7,284 ​ ​ 1,458 ​ ​ 5,069 ​ ​ 13,811 2020 ​ ​ 6,317 ​ ​ 1,295 ​ ​ 4,169 ​ ​ 11,781 ​ ​ **Current (2024):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ $ 7,839 ​ $ 1,408 ​ $ 4,782 ​ $ 14,029 2022 ​ ​ 8,487 ​ ​ 1,450 ​ ​ 5,412 ​ ​ 15,349 2021 ​ ​ 7,284 ​ ​ 1,458 ​ ​ 5,069 ​ ​ 13,811 ​ ​ --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Beverage packaging, North and Central America ​ $ (78) ​ $ (74) ​ $ (6) Beverage packaging, EMEA ​ ​ 5 ​ ​ (227) ​ ​ (7) Beverage packaging, South America ​ ​ (31) ​ ​ (29) ​ ​ 9 Other ​ ​ (49) ​ ​ 259 ​ ​ (138) ​ ​ $ (153) ​ $ (71) ​ $ (142) ​ 2023 ​ During 2023, the company recorded charges of $153 million primarily related to facility closure costs of $94 million, transaction costs of $41 million related to the sale of the company's aerospace business and a $22 million foreign exchange loss associated with the company's Argentina business." **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: Risks and Uncertainties **Key changes:** - Reworded sentence: "​ Global Economic Environment ​ Recent data has indicated continued high inflation in the regions where we operate." - Reworded sentence: "Additionally, we are unable to predict the potential effects that any future pandemic, or the continuation or escalation of global conflicts, including the conflict between Russia and Ukraine and the rising instability in the Middle East, and related sanctions or market disruptions, may have on our business." - Added sentence: "​ Argentina ​ Although Ball's functional currency in Argentina is the U.S." - Added sentence: "dollar, a portion of its transactions are denominated in pesos." - Added sentence: "The company is currently placing increased importance on managing its currency exchange rate risk in Argentina given the devaluation of the country's currency." **Prior (2023):** ​ Global Economic Environment ​ In 2022, data indicated a sharp rise in inflation in the regions where we operate. Current and future inflationary effects may continue to be impacted by, among other things, supply chain disruptions, governmental stimulus or fiscal policies, changes in interest rates, and changing demand for certain goods and services as recovery from the COVID-19 pandemic continues. We cannot predict with any certainty the impact that rising interest rates, a global or any regional recession, or higher inflation may have on our customers or suppliers. Additionally, we are unable to predict the potential effects that any resurgence of COVID-19, its variants or any future pandemic, or the continuation or escalation of the military conflict between Russia and Ukraine, and related sanctions or market disruptions, may have on our business. It remains uncertain how long any of these conditions may last or how severe any of them may become. ​ Ball management has reviewed the estimates used in preparing the company's consolidated financial statements and the following have a reasonably possible likelihood of being affected, to a material extent, by the direct and indirect impacts of the current global economic environment in the near term. ​ ​ In addition to the above potential impacts on the estimates used in preparing financial statements, the current global economic environment has the potential to increase Ball's vulnerabilities to near-term severe impacts related to certain concentrations in its business. In line with other companies in the packaging and aerospace industries, Ball makes the majority of its sales and significant purchases to or from a relatively small number of global, or large regional, customers and suppliers. Furthermore, Ball makes the majority of its sales from a small number of product lines. The potential of the current global economic environment to affect a significant customer or supplier, or to affect demand for certain products to a significant degree, heightens the vulnerability of Ball to these concentrations. ​ **Current (2024):** ​ Global Economic Environment ​ Recent data has indicated continued high inflation in the regions where we operate. Current and future inflationary effects may continue to be impacted by, among other things, supply chain disruptions, governmental stimulus or fiscal and monetary policies, changes in interest rates, and changing demand for certain goods and services. We cannot predict with any certainty the impact that rising interest rates, a global or any regional recession, or higher inflation may have on our customers or suppliers. Additionally, we are unable to predict the potential effects that any future pandemic, or the continuation or escalation of global conflicts, including the conflict between Russia and Ukraine and the rising instability in the Middle East, and related sanctions or market disruptions, may have on our business. It remains uncertain how long any of these conditions may last or how severe any of them may become. ​ Ball management has reviewed the estimates used in preparing the company's consolidated financial statements and the following have a reasonably possible likelihood of being affected, to a material extent, by the direct and indirect impacts of the current global economic environment in the near term. ​ ​ In addition to the above potential impacts on the estimates used in preparing financial statements, the current global economic environment has the potential to increase Ball's vulnerabilities to near-term severe impacts related to certain concentrations in its business. In line with other companies in the packaging and aerospace industries, Ball makes the majority of its sales and significant purchases to or from a relatively small number of global, or large regional, customers and suppliers. Furthermore, Ball makes the majority of its sales from a small number of product lines. The potential of the current global economic environment to affect a significant customer or supplier, or to affect demand for certain products to a significant degree, heightens the vulnerability of Ball to these concentrations. ​ Argentina ​ Although Ball's functional currency in Argentina is the U.S. dollar, a portion of its transactions are denominated in pesos. The company is currently placing increased importance on managing its currency exchange rate risk in Argentina given the devaluation of the country's currency. This devaluation and economic conditions in Argentina make it difficult to manage currency exchange rate risk, and have an adverse effect on the company's results of operations. Ball's Argentinean business is presented in its beverage packaging, South America, reportable operating segment. During the fourth quarter of 2023, Argentina suddenly devalued its peso relative to the U.S. dollar by approximately 55%. As a result, Ball recorded a $22 million devaluation charge in business consolidation and other activities in the consolidated statement of earnings. Ball's peso-denominated net assets in Argentina were approximately $20 million at December 31, 2023. As of December 31, 2023, Ball's Argentinean business had net asset exposure of $404 million, which consisted primarily of working capital and property, plant and equipment. ​ 57 57 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​2. Accounting Pronouncements ​Recently Adopted Accounting Standards​Supplier Finance Programs​In 2022, new guidance was issued by the FASB with the goal of enhancing transparency around supplier finance programs. On January 1, 2023, Ball adopted all required disclosures effective for 2023, on a retrospective basis. The company will adopt the rollforward disclosure requirements, on a prospective basis, when they become effective in 2024.​The company has several regional supplier finance programs, all of which have substantially similar characteristics, with various financial institutions that act as the paying agent for certain payables of the company. The company establishes these programs through agreements with the financial institutions to enable more efficient payment processing to our suppliers while also providing our suppliers a potential source of liquidity to the extent they enter into a factoring agreement with the financial institutions. Our suppliers' participation in the programs is voluntary, and the company is not involved in negotiations of the suppliers' arrangements with the financial institutions to sell their receivables, and our rights and obligations to our suppliers are not impacted by our suppliers' decisions to sell amounts under these programs. Under these supplier finance programs, the company pays the financial institutions the stated amount of confirmed invoices from its participating suppliers on the original maturity dates of the invoices, which vary based on the negotiated terms with each supplier. All payment terms are short-term in nature and are not dependent on whether the suppliers participate in the supplier finance programs or if the suppliers elect to receive early payment from the financial institutions. Our supplier finance programs do not include any of the following: guarantees to the financial institutions, assets pledged as securities or interest accruing on the obligation prior to the due date.​Based on the review of the facts and circumstances of our supplier finance programs, including but not limited to those noted above, the company has concluded that the characteristics of the obligations due under our supplier finance programs have not changed and remain those of standard accounts payables, rather than indicative of debt.​The amount of obligations outstanding that the company confirmed as valid to the financial institutions under the company's programs was $709 million and $930 million at December 31, 2023 and 2022, respectively. These amounts are classified within accounts payable on the consolidated balance sheets, and the associated payments are reflected in the cash flows from operating activities section of the consolidated statements of cash flows.​Government Assistance Disclosure​In 2021, new guidance was issued by the Financial Accounting Standards Board (FASB) related to the disclosure of government assistance received. The adoption of this new guidance did not have a material effect on the company's consolidated financial statements. ​New Accounting Guidance and Disclosure Requirements​Income Tax Disclosures ​In 2023, new guidance was issued by the FASB with the goal of providing financial statement users with more information in the income tax rate reconciliation table and regarding income taxes paid. The company is currently assessing the impact that the adoption of this new guidance will have on its consolidated financial statements and expects to meet the disclosure requirements on a prospective basis in its 2025 annual report.​58 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents --- ## Modified: Financial Instruments and Risk Management **Key changes:** - Reworded sentence: "​ The company employs established risk management policies and procedures which seek to reduce the company's commercial risk exposure to fluctuations in commodity prices, interest rates, currency exchange rates and prices of the company's common stock with regard to common share repurchases and the company's deferred compensation stock plan." - Reworded sentence: "​ We have estimated our market risk exposure using sensitivity analysis." - Reworded sentence: "The results of the sensitivity analyses are summarized below." **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** ​ The company employs established risk management policies and procedures which seek to reduce the company's commercial risk exposure to fluctuations in commodity prices, interest rates, currency exchange rates and prices of the company's common stock with regard to common share repurchases and the company's deferred compensation stock plan. However, there can be no assurance that these policies and procedures will be successful. Although the instruments utilized involve varying degrees of credit, market and interest risk, the counterparties to the agreements are expected to perform fully under the terms of the agreements. The company monitors counterparty credit risk, including lenders, on a regular basis, but Ball cannot be certain that all risks will be discerned or that its risk management policies and procedures will always be effective. Additionally, in the event of default under the company's master derivative agreements, the non-defaulting party has the option to set off any amounts owed with regard to open derivative positions. ​ We have estimated our market risk exposure using sensitivity analysis. Market risk exposure has been defined as the changes in fair value of derivative instruments, financial instruments and commodity positions. To test the sensitivity of our market risk exposure, we have estimated the changes in fair value of market risk sensitive instruments assuming a hypothetical 10 percent adverse change in market prices or rates. The results of the sensitivity analyses are summarized below. ​ --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "2023 2022 ​ ​ ​ ​ ​ ​ ​ Raw materials and supplies ​ $ 1,209 ​ $ 1,541 Work-in-process and finished goods ​ ​ 440 ​ ​ 729 Less: Inventory reserves ​ ​ (90) ​ ​ (91) ​ ​ $ 1,559 ​ $ 2,179 ​ ​ ​ ​" **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: Total liabilities **Key changes:** - Reworded sentence: "​ ​ 15,466 ​ ​ 16,382 ​ ​ ​ ​ ​ ​ ​ Equity ​ ​ ​ ​ ​ ​ Common stock (683,241,401 shares issued - 2023; 682,144,408 shares issued - 2022) ​ ​ 1,312 ​ ​ 1,260 Retained earnings ​ ​ 7,763 ​ ​ 7,309 Accumulated other comprehensive earnings (loss) ​ ​ (916) ​ ​ (679) Treasury stock, at cost (367,551,366 shares - 2023; 368,036,369 shares - 2022) ​ ​ (4,390) ​ ​ (4,429)" **Prior (2023):** ​ ​ 16,382 ​ ​ 16,029 ​ ​ ​ ​ ​ ​ ​ Equity ​ ​ ​ ​ ​ ​ Common stock (682,144,408 shares issued - 2022; 680,944,867 shares issued - 2021) ​ ​ 1,260 ​ ​ 1,220 Retained earnings ​ ​ 7,309 ​ ​ 6,843 Accumulated other comprehensive earnings (loss) ​ ​ (679) ​ ​ (582) Treasury stock, at cost (368,036,369 shares - 2022; 360,101,024 shares - 2021) ​ ​ (4,429) ​ ​ (3,854) **Current (2024):** ​ ​ 15,466 ​ ​ 16,382 ​ ​ ​ ​ ​ ​ ​ Equity ​ ​ ​ ​ ​ ​ Common stock (683,241,401 shares issued - 2023; 682,144,408 shares issued - 2022) ​ ​ 1,312 ​ ​ 1,260 Retained earnings ​ ​ 7,763 ​ ​ 7,309 Accumulated other comprehensive earnings (loss) ​ ​ (916) ​ ​ (679) Treasury stock, at cost (367,551,366 shares - 2023; 368,036,369 shares - 2022) ​ ​ (4,390) ​ ​ (4,429) --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S." **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ ​ ​ ​ ​ ​ ​ ​ ​ Beverage packaging, North and Central America ​ $ 5,963 ​ $ 6,696 ​ $ 5,856 Beverage packaging, EMEA ​ ​ 3,395 ​ ​ 3,854 ​ ​ 3,509 Beverage packaging, South America ​ ​ 1,960 ​ ​ 2,108 ​ ​ 2,016 Aerospace ​ ​ 1,967 ​ ​ 1,977 ​ ​ 1,911 Reportable segment sales ​ ​ 13,285 ​ ​ 14,635 ​ ​ 13,292 Other ​ ​ 744 ​ ​ 714 ​ ​ 519 Net sales ​ $ 14,029 ​ $ 15,349 ​ $ 13,811 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​" **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "​ Summary of Business by Segment​​​​​​​​​​​​​Years Ended December 31,($ in millions)​2023 2022 2021​​​​​​​​​​Net sales​​​​​​​​​Beverage packaging, North and Central America​$ 5,963​$ 6,696​$ 5,856Beverage packaging, EMEA​​ 3,395​​ 3,854​​ 3,509Beverage packaging, South America​​ 1,960​​ 2,108​​ 2,016Aerospace​​ 1,967​​ 1,977​​ 1,911Reportable segment sales​​ 13,285​​ 14,635​​ 13,292Other​​ 744​​ 714​​ 519Net sales​$ 14,029​$ 15,349​$ 13,811​​​​​​​​​​Comparable operating earnings​​​​​​​​​Beverage packaging, North and Central America​$ 710​$ 642​$ 681Beverage packaging, EMEA​​ 354​​ 358​​ 452Beverage packaging, South America​​ 266​​ 275​​ 348Aerospace​​ 219​​ 170​​ 169Reportable segment comparable operating earnings​​ 1,549​​ 1,445​​ 1,650Reconciling items​​​​​​​​​Other (a)​​ 12​​ (25)​​ (65)Business consolidation and other activities​​ (153)​​ (71)​​ (142)Amortization of acquired intangibles​​ (135)​​ (135)​​ (152)Earnings before interest and taxes​​ 1,273​​ 1,214​​ 1,291Interest expense​​ (459)​​ (312)​​ (270)Debt refinancing and other costs​​ - ​​ (18)​​ (13)Total interest expense​​ (459)​​ (330)​​ (283)Earnings before taxes​$ 814​$ 884​$ 1,008​(a)Includes undistributed corporate expenses, net, of $74 million, $82 million and $72 million for the years ended December 2023, 2022 and 2021, respectively.​​​​​​​​​​​" **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: Consolidated **Key changes:** - Reworded sentence: "​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2023 ​ $ 4,186 ​ $ 1,274 ​ $ 3,361 ​ $ 8,821 As of December 31, 2022 ​ ​ 4,316 ​ ​ 1,193 ​ ​ 3,259 ​ ​ 8,768 ​ 60 60 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​Summary of Business by Segment​​​​​​​​​​​​​Years Ended December 31,($ in millions)​2023 2022 2021​​​​​​​​​​Net sales​​​​​​​​​Beverage packaging, North and Central America​$ 5,963​$ 6,696​$ 5,856Beverage packaging, EMEA​​ 3,395​​ 3,854​​ 3,509Beverage packaging, South America​​ 1,960​​ 2,108​​ 2,016Aerospace​​ 1,967​​ 1,977​​ 1,911Reportable segment sales​​ 13,285​​ 14,635​​ 13,292Other​​ 744​​ 714​​ 519Net sales​$ 14,029​$ 15,349​$ 13,811​​​​​​​​​​Comparable operating earnings​​​​​​​​​Beverage packaging, North and Central America​$ 710​$ 642​$ 681Beverage packaging, EMEA​​ 354​​ 358​​ 452Beverage packaging, South America​​ 266​​ 275​​ 348Aerospace​​ 219​​ 170​​ 169Reportable segment comparable operating earnings​​ 1,549​​ 1,445​​ 1,650Reconciling items​​​​​​​​​Other (a)​​ 12​​ (25)​​ (65)Business consolidation and other activities​​ (153)​​ (71)​​ (142)Amortization of acquired intangibles​​ (135)​​ (135)​​ (152)Earnings before interest and taxes​​ 1,273​​ 1,214​​ 1,291Interest expense​​ (459)​​ (312)​​ (270)Debt refinancing and other costs​​ - ​​ (18)​​ (13)Total interest expense​​ (459)​​ (330)​​ (283)Earnings before taxes​$ 814​$ 884​$ 1,008​(a)Includes undistributed corporate expenses, net, of $74 million, $82 million and $72 million for the years ended December 2023, 2022 and 2021, respectively.​​​​​​​​​​​61 Table of ContentsBall CorporationNotes to the Consolidated Financial Statements​ Table of Contents Table of Contents" **Prior (2023):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ $ 8,487 ​ $ 1,450 ​ $ 5,412 ​ $ 15,349 2021 ​ ​ 7,284 ​ ​ 1,458 ​ ​ 5,069 ​ ​ 13,811 2020 ​ ​ 6,317 ​ ​ 1,295 ​ ​ 4,169 ​ ​ 11,781 ​ ​ **Current (2024):** ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ $ 7,839 ​ $ 1,408 ​ $ 4,782 ​ $ 14,029 2022 ​ ​ 8,487 ​ ​ 1,450 ​ ​ 5,412 ​ ​ 15,349 2021 ​ ​ 7,284 ​ ​ 1,458 ​ ​ 5,069 ​ ​ 13,811 ​ ​ --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "2023 2022 ​ ​ ​ ​ ​ ​ ​ Assets ​ ​ ​ ​ ​ ​ Current assets ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 695 ​ $ 548 Receivables, net ​ ​ 2,334 ​ ​ 2,594 Inventories, net ​ ​ 1,559 ​ ​ 2,179 Other current assets ​ ​ 295 ​ ​ 168 Total current assets ​ ​ 4,883 ​ ​ 5,489 Noncurrent assets ​ ​ ​ ​ ​ ​ Property, plant and equipment, net ​ ​ 7,380 ​ ​ 7,053 Goodwill ​ ​ 4,290 ​ ​ 4,235 Intangible assets, net ​ ​ 1,309 ​ ​ 1,417 Other assets ​ ​ 1,441 ​ ​ 1,715" **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "​ 2023 ​ 2022 ​ 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net earnings ​ $ 711 ​ $ 732 ​ $ 878 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive earnings (loss): ​ ​ ​ ​ ​ ​ ​ ​ ​ Currency translation adjustment ​ ​ 55 ​ ​ 99 ​ ​ 19 Pension and other postretirement benefits ​ ​ (414) ​ ​ (73) ​ ​ 392 Derivatives designated as hedges ​ ​ 25 ​ ​ (181) ​ ​ 70 Total other comprehensive earnings (loss) ​ ​ (334) ​ ​ (155) ​ ​ 481 Income tax (provision) benefit ​ ​ 97 ​ ​ 58 ​ ​ (109) Total other comprehensive earnings (loss), net of tax ​ ​ (237) ​ ​ (97) ​ ​ 372 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive earnings ​ ​ 474 ​ ​ 635 ​ ​ 1,250 Comprehensive earnings attributable to noncontrolling interests ​ ​ 4 ​ ​ 13 ​ ​ - Comprehensive earnings attributable to Ball Corporation ​ $ 470 ​ $ 622 ​ $ 1,250 ​ The accompanying notes are an integral part of the consolidated financial statements." **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- ## Modified: Risk management and strategy **Key changes:** - Reworded sentence: "​ Ball Corporation is committed to maintaining a strong cybersecurity posture." - Reworded sentence: "In the third quarter of 2023, Ball entered into a Stock Purchase Agreement with BAE Systems, Inc." - Reworded sentence: "​ Beverage packaging, North and Central America, locations: ​ Beverage packaging, EMEA, locations: 22 22 22 Table of Contents●Wakefield, United Kingdom●Waterford, Ireland●Widnau, Switzerland​Beverage packaging, South America, locations:●Aguas Claras, Brazil●Asuncion, Paraguay●Brasilia, Brazil●Buenos Aires, Argentina●Extrema, Brazil●Frutal, Brazil ●Jacarei, Sao Paulo, Brazil●Manaus, Brazil●Pouso Alegre, Brazil ●Recife, Brazil●Santiago, Chile●Tres Rios, Rio de Janeiro, Brazil​Beverage packaging, Other, locations:●Dammam, Saudi Arabia●Mumbai, India●Sri City, India●Yangon, MyanmarAerosol packaging locations:●Ahmedabad, India●Beaurepaire, France●Bellegarde, France●Devizes, United Kingdom●Itupeva, Brazil●San Luis Potosí, Mexico●Sherbrooke, Quebec, Canada●Velim, Czech RepublicAluminum cups location:●Rome, Georgia​Item 3." - Reworded sentence: "There were 6,675 common shareholders of record on February 15, 2024.​23 Table of Contents Table of Contents Table of Contents ●Wakefield, United Kingdom●Waterford, Ireland●Widnau, Switzerland​Beverage packaging, South America, locations:●Aguas Claras, Brazil●Asuncion, Paraguay●Brasilia, Brazil●Buenos Aires, Argentina●Extrema, Brazil●Frutal, Brazil ●Jacarei, Sao Paulo, Brazil●Manaus, Brazil●Pouso Alegre, Brazil ●Recife, Brazil●Santiago, Chile●Tres Rios, Rio de Janeiro, Brazil​Beverage packaging, Other, locations:●Dammam, Saudi Arabia●Mumbai, India●Sri City, India●Yangon, MyanmarAerosol packaging locations:●Ahmedabad, India●Beaurepaire, France●Bellegarde, France●Devizes, United Kingdom●Itupeva, Brazil●San Luis Potosí, Mexico●Sherbrooke, Quebec, Canada●Velim, Czech RepublicAluminum cups location:●Rome, Georgia​Item 3." - Reworded sentence: "There were 6,675 common shareholders of record on February 15, 2024.​ ​ Beverage packaging, South America, locations: ​ Beverage packaging, Other, locations: Aerosol packaging locations: Aluminum cups location: ​ Item 3." **Prior (2023):** ​ Adverse weather and climate changes may result in lower sales. ​ We manufacture packaging products primarily for beverages. Unseasonable weather can reduce demand for certain beverages packaged in our containers. Climate change and the increasing frequency of severe weather events could have various effects on the demand for our products, our supply chain and the costs of inputs to our production and delivery of products in different regions around the world. Our plants' production may be prevented or curtailed due to severe or unanticipated weather and climate events. ​ Our business is subject to substantial environmental remediation and compliance costs. ​ Our operations are subject to federal, state, provincial and local laws and regulations in multiple jurisdictions relating to environmental hazards, such as emissions to air, discharges to water, the handling and disposal of hazardous and solid wastes and the clean-up of hazardous substances. We have been designated, along with numerous other companies, as a potentially responsible party for the clean-up of several hazardous waste sites. Additionally, there is increased focus on the regulation of greenhouse gas emissions and other environmental issues worldwide. We strive to mitigate such risks related to environmental issues, including through the purchase of renewable energy, the adoption of sustainable practices, and by positioning ourselves as a sustainability leader in our industry. ​ Item 1B. Unresolved Staff Comments ​ There were no matters required to be reported under this item. ​ Item 2. Properties ​ The company's properties described below are well maintained, and management considers them to be adequate and utilized for their intended purposes. ​ Ball's corporate headquarters are located in Westminster, Colorado, U.S. and our aerospace segment management offices are located in Broomfield, Colorado, U.S. The operations of the aerospace segment occupy a variety of company-owned and leased facilities in Colorado, U.S., which comprise office, laboratory, research and development, engineering and test and manufacturing space. Other aerospace operations carry on business in smaller company owned and leased facilities in other U.S. locations outside of Colorado. ​ Ball's manufacturing locations for significant packaging operations, which are owned or leased by the company, are set forth below. Facilities in the process of being constructed, or that have permanently ceased production, have been excluded from the list. In addition to the facilities listed, the company leases other warehousing space. ​ Beverage packaging, North and Central America, locations: 22 22 22 Table of Contents●Wallkill, New York●Whitby, Ontario, Canada●Williamsburg, VirginiaBeverage packaging, EMEA, locations:●Belgrade, Serbia●Bierne, France ●Cabanillas del Campo, Spain●Cairo, Egypt●Ejpovice, Czech Republic●Fosie, Sweden●Fredericia, Denmark●Gelsenkirchen, Germany●La Selva, Spain●Lublin, Poland●Ludesch, Austria●Manisa, Turkey●Mantsala, Finland●Milton Keynes, United Kingdom●Mont, France●Nogara, Italy●Wakefield, United Kingdom●Waterford, Ireland●Widnau, SwitzerlandBeverage packaging, South America, locations:●Aguas Claras, Brazil●Asuncion, Paraguay●Brasilia, Brazil●Buenos Aires, Argentina●Extrema, Brazil●Frutal, Brazil ●Jacarei, Sao Paulo, Brazil●Manaus, Brazil●Pouso Alegre, Brazil ●Recife, Brazil●Santiago, Chile●Tres Rios, Rio de Janeiro, BrazilBeverage packaging, Other, locations:●Dammam, Saudi Arabia●Mumbai, India●Sri City, India●Yangon, MyanmarAerosol packaging locations:●Ahmedabad, India●Beaurepaire, France●Bellegarde, France●Devizes, United Kingdom●Itupeva, Brazil●San Luis Potosí, Mexico●Sherbrooke, Quebec, Canada●Velim, Czech Republic●Verona, VirginiaAluminum cups location:●Rome, Georgia​23 Table of Contents Table of Contents Table of Contents ●Wallkill, New York●Whitby, Ontario, Canada●Williamsburg, VirginiaBeverage packaging, EMEA, locations:●Belgrade, Serbia●Bierne, France ●Cabanillas del Campo, Spain●Cairo, Egypt●Ejpovice, Czech Republic●Fosie, Sweden●Fredericia, Denmark●Gelsenkirchen, Germany●La Selva, Spain●Lublin, Poland●Ludesch, Austria●Manisa, Turkey●Mantsala, Finland●Milton Keynes, United Kingdom●Mont, France●Nogara, Italy●Wakefield, United Kingdom●Waterford, Ireland●Widnau, SwitzerlandBeverage packaging, South America, locations:●Aguas Claras, Brazil●Asuncion, Paraguay●Brasilia, Brazil●Buenos Aires, Argentina●Extrema, Brazil●Frutal, Brazil ●Jacarei, Sao Paulo, Brazil●Manaus, Brazil●Pouso Alegre, Brazil ●Recife, Brazil●Santiago, Chile●Tres Rios, Rio de Janeiro, BrazilBeverage packaging, Other, locations:●Dammam, Saudi Arabia●Mumbai, India●Sri City, India●Yangon, MyanmarAerosol packaging locations:●Ahmedabad, India●Beaurepaire, France●Bellegarde, France●Devizes, United Kingdom●Itupeva, Brazil●San Luis Potosí, Mexico●Sherbrooke, Quebec, Canada●Velim, Czech Republic●Verona, VirginiaAluminum cups location:●Rome, Georgia​ Beverage packaging, EMEA, locations: Beverage packaging, South America, locations: Beverage packaging, Other, locations: Aerosol packaging locations: Aluminum cups location: ​ 23 23 23 Table of ContentsItem 3. Legal Proceedings​Details of the company's legal proceedings are included in Note 22 to the consolidated financial statements within Item 8 of this annual report.​Item 4. Mine Safety Disclosures​Not applicable.​Part II.​Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.​Ball Corporation common stock is listed for trading on the New York Stock Exchange under the ticker symbol BALL. There were 6,739 common shareholders of record on February 16, 2023.​Common Stock Repurchases​The following table summarizes the company's repurchases of its common stock during the quarter ended December 31, 2022.​​​​​​​​​​​Purchases of Securities($ in millions) TotalNumber ofSharesPurchased (a) AveragePricePaid perShare Total Number ofShares Purchased asPart of PubliclyAnnounced Plans orPrograms (a) Maximum Number ofShares that May YetBe Purchased Underthe Plans or Programs(b)​​​​​​​​​​October 1 to October 31, 2022​ - ​$ - ​ - ​ 19,657,010November 1 to November 30, 2022​ - ​​ - ​ - ​ 19,657,010December 1 to December 31, 2022​ - ​​ - ​ - ​ 19,657,010Total​ - ​​ - ​ - ​​(a)Includes any open market purchases (on a trade-date basis), share repurchase agreements and/or shares retained by the company to settle employee withholding tax liabilities.(b)The company has an ongoing repurchase program for which 50 million shares were authorized for repurchase by Ball's Board of Directors.​Shareholder Return Performance​The line graph below compares the annual percentage change in Ball Corporation's cumulative total shareholder return on its common stock with the cumulative total return of the Dow Jones Containers & Packaging Index and the S&P Composite 500 Stock Index for the five-year period ended December 31, 2022. The graph assumes $100 was invested on December 31, 2017, and that all dividends were reinvested. The Dow Jones Containers & Packaging Index total return has been weighted by market capitalization.​24 Table of Contents Table of Contents Table of Contents Item 3. Legal Proceedings​Details of the company's legal proceedings are included in Note 22 to the consolidated financial statements within Item 8 of this annual report.​Item 4. Mine Safety Disclosures​Not applicable.​Part II.​Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.​Ball Corporation common stock is listed for trading on the New York Stock Exchange under the ticker symbol BALL. There were 6,739 common shareholders of record on February 16, 2023.​Common Stock Repurchases​The following table summarizes the company's repurchases of its common stock during the quarter ended December 31, 2022.​​​​​​​​​​​Purchases of Securities($ in millions) TotalNumber ofSharesPurchased (a) AveragePricePaid perShare Total Number ofShares Purchased asPart of PubliclyAnnounced Plans orPrograms (a) Maximum Number ofShares that May YetBe Purchased Underthe Plans or Programs(b)​​​​​​​​​​October 1 to October 31, 2022​ - ​$ - ​ - ​ 19,657,010November 1 to November 30, 2022​ - ​​ - ​ - ​ 19,657,010December 1 to December 31, 2022​ - ​​ - ​ - ​ 19,657,010Total​ - ​​ - ​ - ​​(a)Includes any open market purchases (on a trade-date basis), share repurchase agreements and/or shares retained by the company to settle employee withholding tax liabilities.(b)The company has an ongoing repurchase program for which 50 million shares were authorized for repurchase by Ball's Board of Directors.​Shareholder Return Performance​The line graph below compares the annual percentage change in Ball Corporation's cumulative total shareholder return on its common stock with the cumulative total return of the Dow Jones Containers & Packaging Index and the S&P Composite 500 Stock Index for the five-year period ended December 31, 2022. The graph assumes $100 was invested on December 31, 2017, and that all dividends were reinvested. The Dow Jones Containers & Packaging Index total return has been weighted by market capitalization.​ Item 3. Legal Proceedings ​ Details of the company's legal proceedings are included in Note 22 to the consolidated financial statements within Item 8 of this annual report. Note 22 ​ Item 4. Mine Safety Disclosures ​ Not applicable. ​ Part II. ​ Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. ​ Ball Corporation common stock is listed for trading on the New York Stock Exchange under the ticker symbol BALL. There were 6,739 common shareholders of record on February 16, 2023. ​ **Current (2024):** ​ Ball Corporation is committed to maintaining a strong cybersecurity posture. We have a dedicated, globally distributed information security team that is responsible for leading information security strategy, standards and processes, which are integrated into our comprehensive enterprise risk management process. ​ The company employs a standards-based cybersecurity program aligned to the National Institute of Standards and Technology (NIST) Cybersecurity Framework (CSF), including ongoing assessment and continuous improvement to address the rapidly evolving threat landscape. Ball partners closely with a strong network of external partners, including conducting annual assessments of the cyber risk management program against the NIST CSF. ​ Our information security team has designed and implemented formal processes for assessing, identifying and managing material risk from cybersecurity threats, both internally and related to the use of third-party service providers. Ball has strategically integrated its cyber incident assessment process with its well-defined incident response plan and processes. 20 20 20 Table of ContentsIn addition, we have aligned our incident response plan and process with our enterprise risk and global crisis management processes. These critical linkages ensure that we have an effective and efficient overall response to potential threats, with appropriate leadership governance involved in the ongoing cyber materiality assessment and determination.​In response to the ever-evolving cyber threat landscape, Ball utilizes external experts to support continuous improvement across our cyber program, processes and operations. This includes involving independent cybersecurity assessors and auditors to perform ongoing evaluation of our cyber program and operational maturity. Our collaboration with these third-parties includes regular audits, threat assessments, and consultation on cyber enhancements. These partnerships enable us to leverage specialized knowledge and insights to ensure our cybersecurity strategy and improvements remain aligned to critical improvements and address relevant threats and risks for Ball. In addition, we also augment and extend our cyber team, using a select few, trusted third-party partners, integrated as members of our global operations. This provides us with expanded global threat intel and enhances our ability to deliver continuous, global cyber operations 24/7.​We are aware of the increasing risks associated with third-party service providers and have implemented processes to oversee and manage these risks. Prior to engaging with third-party providers, Ball conducts thorough security assessments and also performs ongoing monitoring to ensure compliance with our cybersecurity standards. Third-party cyber incidents follow our incident response plan and processes, including full assessment and remediation. Our oversight of third-party cyber risk aids our ability to lessen and mitigate impacts related to data breaches and other security incidents originating from third-parties.​Ball faces risks from cybersecurity threats that could have a material adverse effect on the company, including its business strategy, results of operations, financial condition and reputation. Ball experiences cyber threats in the normal course of its business; however, prior cybersecurity incidents have not materially affected the company. Refer to Item 1A, Risk Factors - Technological Risks, for additional details on cybersecurity risks that could potentially materially affect the company, including its business strategy, results of operations, financial condition and reputation.​Governance​Ball's Chief Information Security Director (CISD) reports to the Senior Vice President and Chief Information Officer (CIO) and leads the company's cybersecurity team. The CISD is responsible for overseeing cybersecurity, including assessing and managing cybersecurity risk, and together with the CIO, providing comprehensive briefings to the executive leadership team with respect to the cybersecurity program and emerging or potential cybersecurity risks. The cybersecurity team has extensive experience selecting, deploying, and operating cybersecurity technologies, strategies and processes, and couples this knowledge with the use of external experts employed by Ball to protect the company from cyber threats.​Through our global security incident management plan, we aim to prevent potential cybersecurity incidents from becoming material with early detection, escalation, mitigation and remediation activities. If a cybersecurity threat is at risk of materially affecting our company, our cross-functional response team will enact our escalation processes to notify appropriate levels of management, along with the executive leadership team, disclosure committee, and Board of Directors, as necessary.​Our Board of Directors is responsible for providing oversight and governance with respect to IT and cybersecurity matters, which includes providing oversight over disclosure controls and procedures related to any cybersecurity breach occurrences and IT matters. Annually, the CIO briefs the Board of Directors on the company's cybersecurity posture, the effectiveness of its risk management strategies, and the emerging threat landscape, which creates alignment of cybersecurity efforts with Ball's risk management framework.​21 Table of Contents Table of Contents Table of Contents In addition, we have aligned our incident response plan and process with our enterprise risk and global crisis management processes. These critical linkages ensure that we have an effective and efficient overall response to potential threats, with appropriate leadership governance involved in the ongoing cyber materiality assessment and determination.​In response to the ever-evolving cyber threat landscape, Ball utilizes external experts to support continuous improvement across our cyber program, processes and operations. This includes involving independent cybersecurity assessors and auditors to perform ongoing evaluation of our cyber program and operational maturity. Our collaboration with these third-parties includes regular audits, threat assessments, and consultation on cyber enhancements. These partnerships enable us to leverage specialized knowledge and insights to ensure our cybersecurity strategy and improvements remain aligned to critical improvements and address relevant threats and risks for Ball. In addition, we also augment and extend our cyber team, using a select few, trusted third-party partners, integrated as members of our global operations. This provides us with expanded global threat intel and enhances our ability to deliver continuous, global cyber operations 24/7.​We are aware of the increasing risks associated with third-party service providers and have implemented processes to oversee and manage these risks. Prior to engaging with third-party providers, Ball conducts thorough security assessments and also performs ongoing monitoring to ensure compliance with our cybersecurity standards. Third-party cyber incidents follow our incident response plan and processes, including full assessment and remediation. Our oversight of third-party cyber risk aids our ability to lessen and mitigate impacts related to data breaches and other security incidents originating from third-parties.​Ball faces risks from cybersecurity threats that could have a material adverse effect on the company, including its business strategy, results of operations, financial condition and reputation. Ball experiences cyber threats in the normal course of its business; however, prior cybersecurity incidents have not materially affected the company. Refer to Item 1A, Risk Factors - Technological Risks, for additional details on cybersecurity risks that could potentially materially affect the company, including its business strategy, results of operations, financial condition and reputation.​Governance​Ball's Chief Information Security Director (CISD) reports to the Senior Vice President and Chief Information Officer (CIO) and leads the company's cybersecurity team. The CISD is responsible for overseeing cybersecurity, including assessing and managing cybersecurity risk, and together with the CIO, providing comprehensive briefings to the executive leadership team with respect to the cybersecurity program and emerging or potential cybersecurity risks. The cybersecurity team has extensive experience selecting, deploying, and operating cybersecurity technologies, strategies and processes, and couples this knowledge with the use of external experts employed by Ball to protect the company from cyber threats.​Through our global security incident management plan, we aim to prevent potential cybersecurity incidents from becoming material with early detection, escalation, mitigation and remediation activities. If a cybersecurity threat is at risk of materially affecting our company, our cross-functional response team will enact our escalation processes to notify appropriate levels of management, along with the executive leadership team, disclosure committee, and Board of Directors, as necessary.​Our Board of Directors is responsible for providing oversight and governance with respect to IT and cybersecurity matters, which includes providing oversight over disclosure controls and procedures related to any cybersecurity breach occurrences and IT matters. Annually, the CIO briefs the Board of Directors on the company's cybersecurity posture, the effectiveness of its risk management strategies, and the emerging threat landscape, which creates alignment of cybersecurity efforts with Ball's risk management framework.​ In addition, we have aligned our incident response plan and process with our enterprise risk and global crisis management processes. These critical linkages ensure that we have an effective and efficient overall response to potential threats, with appropriate leadership governance involved in the ongoing cyber materiality assessment and determination. ​ In response to the ever-evolving cyber threat landscape, Ball utilizes external experts to support continuous improvement across our cyber program, processes and operations. This includes involving independent cybersecurity assessors and auditors to perform ongoing evaluation of our cyber program and operational maturity. Our collaboration with these third-parties includes regular audits, threat assessments, and consultation on cyber enhancements. These partnerships enable us to leverage specialized knowledge and insights to ensure our cybersecurity strategy and improvements remain aligned to critical improvements and address relevant threats and risks for Ball. In addition, we also augment and extend our cyber team, using a select few, trusted third-party partners, integrated as members of our global operations. This provides us with expanded global threat intel and enhances our ability to deliver continuous, global cyber operations 24/7. ​ We are aware of the increasing risks associated with third-party service providers and have implemented processes to oversee and manage these risks. Prior to engaging with third-party providers, Ball conducts thorough security assessments and also performs ongoing monitoring to ensure compliance with our cybersecurity standards. Third-party cyber incidents follow our incident response plan and processes, including full assessment and remediation. Our oversight of third-party cyber risk aids our ability to lessen and mitigate impacts related to data breaches and other security incidents originating from third-parties. ​ Ball faces risks from cybersecurity threats that could have a material adverse effect on the company, including its business strategy, results of operations, financial condition and reputation. Ball experiences cyber threats in the normal course of its business; however, prior cybersecurity incidents have not materially affected the company. Refer to Item 1A, Risk Factors - Technological Risks, for additional details on cybersecurity risks that could potentially materially affect the company, including its business strategy, results of operations, financial condition and reputation. Item 1A, Risk Factors ​ Governance ​ Ball's Chief Information Security Director (CISD) reports to the Senior Vice President and Chief Information Officer (CIO) and leads the company's cybersecurity team. The CISD is responsible for overseeing cybersecurity, including assessing and managing cybersecurity risk, and together with the CIO, providing comprehensive briefings to the executive leadership team with respect to the cybersecurity program and emerging or potential cybersecurity risks. The cybersecurity team has extensive experience selecting, deploying, and operating cybersecurity technologies, strategies and processes, and couples this knowledge with the use of external experts employed by Ball to protect the company from cyber threats. ​ Through our global security incident management plan, we aim to prevent potential cybersecurity incidents from becoming material with early detection, escalation, mitigation and remediation activities. If a cybersecurity threat is at risk of materially affecting our company, our cross-functional response team will enact our escalation processes to notify appropriate levels of management, along with the executive leadership team, disclosure committee, and Board of Directors, as necessary. ​ Our Board of Directors is responsible for providing oversight and governance with respect to IT and cybersecurity matters, which includes providing oversight over disclosure controls and procedures related to any cybersecurity breach occurrences and IT matters. Annually, the CIO briefs the Board of Directors on the company's cybersecurity posture, the effectiveness of its risk management strategies, and the emerging threat landscape, which creates alignment of cybersecurity efforts with Ball's risk management framework. ​ 21 21 21 Table of ContentsItem 2. Properties ​The company's properties described below are well maintained, and management considers them to be adequate and utilized for their intended purposes.​Ball's corporate headquarters are located in Westminster, Colorado, U.S. and our aerospace segment management offices are located in Broomfield, Colorado, U.S. The operations of the aerospace segment occupy a variety of company-owned and leased facilities in Colorado, U.S., which comprise office, laboratory, research and development, engineering and test and manufacturing space. Other aerospace operations carry on business in smaller company owned and leased facilities in other U.S. locations outside of Colorado. In the third quarter of 2023, Ball entered into a Stock Purchase Agreement with BAE Systems, Inc. (BAE), to sell all of the outstanding equity interests in Ball's aerospace business to BAE. On February 16, 2024, the company completed the divestiture of the aerospace business. See Note 4 for further details.​Ball's manufacturing locations for significant packaging operations, which are owned or leased by the company, are set forth below. Facilities in the process of being constructed, or that have permanently ceased production, have been excluded from the list. In addition to the facilities listed, the company leases other warehousing space.​Beverage packaging, North and Central America, locations:●Bowling Green, Kentucky●Conroe, Texas●Fairfield, California●Findlay, Ohio●Fort Atkinson, Wisconsin●Fort Worth, Texas●Glendale, Arizona●Golden, Colorado●Goodyear, Arizona●Kapolei, Hawaii●Kent, Washington (planned closure in the first half of 2024)●Monterrey, Mexico●Monticello, Indiana●Pittston, Pennsylvania●Queretaro, Mexico●Rome, Georgia●Saratoga Springs, New York●Tampa, Florida●Whitby, Ontario, Canada●Williamsburg, Virginia​Beverage packaging, EMEA, locations:●Belgrade, Serbia●Bierne, France ●Cabanillas del Campo, Spain●Cairo, Egypt●Ejpovice, Czech Republic●Fosie, Sweden●Fredericia, Denmark●Gelsenkirchen, Germany●Kettering, United Kingdom●La Selva, Spain●Lublin, Poland●Ludesch, Austria●Manisa, Turkey●Mantsala, Finland●Milton Keynes, United Kingdom●Mont, France●Nogara, Italy●Pilsen, Czech Republic22 Table of Contents Table of Contents Table of Contents Item 2. Properties ​The company's properties described below are well maintained, and management considers them to be adequate and utilized for their intended purposes.​Ball's corporate headquarters are located in Westminster, Colorado, U.S. and our aerospace segment management offices are located in Broomfield, Colorado, U.S. The operations of the aerospace segment occupy a variety of company-owned and leased facilities in Colorado, U.S., which comprise office, laboratory, research and development, engineering and test and manufacturing space. Other aerospace operations carry on business in smaller company owned and leased facilities in other U.S. locations outside of Colorado. In the third quarter of 2023, Ball entered into a Stock Purchase Agreement with BAE Systems, Inc. (BAE), to sell all of the outstanding equity interests in Ball's aerospace business to BAE. On February 16, 2024, the company completed the divestiture of the aerospace business. See Note 4 for further details.​Ball's manufacturing locations for significant packaging operations, which are owned or leased by the company, are set forth below. Facilities in the process of being constructed, or that have permanently ceased production, have been excluded from the list. In addition to the facilities listed, the company leases other warehousing space.​Beverage packaging, North and Central America, locations:●Bowling Green, Kentucky●Conroe, Texas●Fairfield, California●Findlay, Ohio●Fort Atkinson, Wisconsin●Fort Worth, Texas●Glendale, Arizona●Golden, Colorado●Goodyear, Arizona●Kapolei, Hawaii●Kent, Washington (planned closure in the first half of 2024)●Monterrey, Mexico●Monticello, Indiana●Pittston, Pennsylvania●Queretaro, Mexico●Rome, Georgia●Saratoga Springs, New York●Tampa, Florida●Whitby, Ontario, Canada●Williamsburg, Virginia​Beverage packaging, EMEA, locations:●Belgrade, Serbia●Bierne, France ●Cabanillas del Campo, Spain●Cairo, Egypt●Ejpovice, Czech Republic●Fosie, Sweden●Fredericia, Denmark●Gelsenkirchen, Germany●Kettering, United Kingdom●La Selva, Spain●Lublin, Poland●Ludesch, Austria●Manisa, Turkey●Mantsala, Finland●Milton Keynes, United Kingdom●Mont, France●Nogara, Italy●Pilsen, Czech Republic Item 2. Properties ​ The company's properties described below are well maintained, and management considers them to be adequate and utilized for their intended purposes. ​ Ball's corporate headquarters are located in Westminster, Colorado, U.S. and our aerospace segment management offices are located in Broomfield, Colorado, U.S. The operations of the aerospace segment occupy a variety of company-owned and leased facilities in Colorado, U.S., which comprise office, laboratory, research and development, engineering and test and manufacturing space. Other aerospace operations carry on business in smaller company owned and leased facilities in other U.S. locations outside of Colorado. In the third quarter of 2023, Ball entered into a Stock Purchase Agreement with BAE Systems, Inc. (BAE), to sell all of the outstanding equity interests in Ball's aerospace business to BAE. On February 16, 2024, the company completed the divestiture of the aerospace business. See Note 4 for further details. Note 4 ​ Ball's manufacturing locations for significant packaging operations, which are owned or leased by the company, are set forth below. Facilities in the process of being constructed, or that have permanently ceased production, have been excluded from the list. In addition to the facilities listed, the company leases other warehousing space. ​ Beverage packaging, North and Central America, locations: ​ Beverage packaging, EMEA, locations: 22 22 22 Table of Contents●Wakefield, United Kingdom●Waterford, Ireland●Widnau, Switzerland​Beverage packaging, South America, locations:●Aguas Claras, Brazil●Asuncion, Paraguay●Brasilia, Brazil●Buenos Aires, Argentina●Extrema, Brazil●Frutal, Brazil ●Jacarei, Sao Paulo, Brazil●Manaus, Brazil●Pouso Alegre, Brazil ●Recife, Brazil●Santiago, Chile●Tres Rios, Rio de Janeiro, Brazil​Beverage packaging, Other, locations:●Dammam, Saudi Arabia●Mumbai, India●Sri City, India●Yangon, MyanmarAerosol packaging locations:●Ahmedabad, India●Beaurepaire, France●Bellegarde, France●Devizes, United Kingdom●Itupeva, Brazil●San Luis Potosí, Mexico●Sherbrooke, Quebec, Canada●Velim, Czech RepublicAluminum cups location:●Rome, Georgia​Item 3. Legal Proceedings​Details of the company's legal proceedings are included in Note 22 to the consolidated financial statements within Item 8 of this annual report.​Item 4. Mine Safety Disclosures​Not applicable.​Part II.​Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.​Ball Corporation common stock is listed for trading on the New York Stock Exchange under the ticker symbol BALL. There were 6,675 common shareholders of record on February 15, 2024.​23 Table of Contents Table of Contents Table of Contents ●Wakefield, United Kingdom●Waterford, Ireland●Widnau, Switzerland​Beverage packaging, South America, locations:●Aguas Claras, Brazil●Asuncion, Paraguay●Brasilia, Brazil●Buenos Aires, Argentina●Extrema, Brazil●Frutal, Brazil ●Jacarei, Sao Paulo, Brazil●Manaus, Brazil●Pouso Alegre, Brazil ●Recife, Brazil●Santiago, Chile●Tres Rios, Rio de Janeiro, Brazil​Beverage packaging, Other, locations:●Dammam, Saudi Arabia●Mumbai, India●Sri City, India●Yangon, MyanmarAerosol packaging locations:●Ahmedabad, India●Beaurepaire, France●Bellegarde, France●Devizes, United Kingdom●Itupeva, Brazil●San Luis Potosí, Mexico●Sherbrooke, Quebec, Canada●Velim, Czech RepublicAluminum cups location:●Rome, Georgia​Item 3. Legal Proceedings​Details of the company's legal proceedings are included in Note 22 to the consolidated financial statements within Item 8 of this annual report.​Item 4. Mine Safety Disclosures​Not applicable.​Part II.​Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.​Ball Corporation common stock is listed for trading on the New York Stock Exchange under the ticker symbol BALL. There were 6,675 common shareholders of record on February 15, 2024.​ ​ Beverage packaging, South America, locations: ​ Beverage packaging, Other, locations: Aerosol packaging locations: Aluminum cups location: ​ Item 3. Legal Proceedings ​ Details of the company's legal proceedings are included in Note 22 to the consolidated financial statements within Item 8 of this annual report. Note 22 Item 8 ​ Item 4. Mine Safety Disclosures ​ Not applicable. ​ Part II. ​ Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. ​ Ball Corporation common stock is listed for trading on the New York Stock Exchange under the ticker symbol BALL. There were 6,675 common shareholders of record on February 15, 2024. ​ 23 23 23 Table of ContentsCommon Stock Repurchases​The following table summarizes the company's repurchases of its common stock during the fourth quarter of 2023.​​​​​​​​​​​Purchases of Securities($ in millions) TotalNumber ofSharesPurchased (a) AveragePricePaid perShare Total Number ofShares Purchased asPart of PubliclyAnnounced Plans orPrograms (a) Maximum Number ofShares that May YetBe Purchased Underthe Plans or Programs(b)​​​​​​​​​​October 1 to October 31, 2023​ - ​$ - ​ - ​ 19,596,607November 1 to November 30, 2023​ - ​​ - ​ - ​ 19,596,607December 1 to December 31, 2023​ - ​​ - ​ - ​ 19,596,607Total​ - ​​​​ - ​​(a)Includes any open market purchases (on a trade-date basis), share repurchase agreements and/or shares retained by the company to settle employee withholding tax liabilities.(b)The company has an ongoing repurchase program for which 50 million shares were authorized for repurchase by Ball's Board of Directors.​Shareholder Return Performance​The line graph below compares the annual percentage change in Ball Corporation's cumulative total shareholder return on its common stock with the cumulative total return of the Dow Jones Containers & Packaging Index and the S&P Composite 500 Stock Index for the five-year period ended December 31, 2023. The graph assumes $100 was invested on December 31, 2018, and that all dividends were reinvested. The Dow Jones Containers & Packaging Index total return has been weighted by market capitalization.​24 Table of Contents Table of Contents Table of Contents Common Stock Repurchases​The following table summarizes the company's repurchases of its common stock during the fourth quarter of 2023.​​​​​​​​​​​Purchases of Securities($ in millions) TotalNumber ofSharesPurchased (a) AveragePricePaid perShare Total Number ofShares Purchased asPart of PubliclyAnnounced Plans orPrograms (a) Maximum Number ofShares that May YetBe Purchased Underthe Plans or Programs(b)​​​​​​​​​​October 1 to October 31, 2023​ - ​$ - ​ - ​ 19,596,607November 1 to November 30, 2023​ - ​​ - ​ - ​ 19,596,607December 1 to December 31, 2023​ - ​​ - ​ - ​ 19,596,607Total​ - ​​​​ - ​​(a)Includes any open market purchases (on a trade-date basis), share repurchase agreements and/or shares retained by the company to settle employee withholding tax liabilities.(b)The company has an ongoing repurchase program for which 50 million shares were authorized for repurchase by Ball's Board of Directors.​Shareholder Return Performance​The line graph below compares the annual percentage change in Ball Corporation's cumulative total shareholder return on its common stock with the cumulative total return of the Dow Jones Containers & Packaging Index and the S&P Composite 500 Stock Index for the five-year period ended December 31, 2023. The graph assumes $100 was invested on December 31, 2018, and that all dividends were reinvested. The Dow Jones Containers & Packaging Index total return has been weighted by market capitalization.​ --- ## Modified: Notes to the Consolidated Financial Statements **Key changes:** - Reworded sentence: "Other Assets​​​​​​​​​​December 31,($ in millions) 2023 2022​​​​​​​Long-term pension assets​$ 41​$ 355Right-of-use operating lease assets​​ 440​​ 434Investments in affiliates​​ 212​​ 193Long-term deferred tax assets​​ 114​​ 73Other​​ 634​​ 660​​$ 1,441​$ 1,715​Investments in affiliates primarily includes the company's 50 percent ownership interest in an entity in Guatemala, a 50 percent ownership interest in an entity in Panama, a 50 percent ownership interest in an entity in Vietnam and an ownership interest of 50 percent in an entity in the U.S." **Prior (2023):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ **Current (2024):** ​ 1. Critical and Significant Accounting Policies​The preparation of Ball Corporation's (collectively, Ball, the company, we or our) consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires Ball's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting periods. These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Ball's management evaluates these estimates on an ongoing basis and adjusts or revises the estimates as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the financial statements reflect all adjustments necessary to fairly present the results of the periods presented.​Critical Accounting Policies​The company considers certain accounting policies to be critical, as their application requires management's judgment about the impacts of matters that are inherently uncertain. Detailed below is a discussion of the accounting policies that management considers to be critical to the company's consolidated financial statements.​Revenue Recognition in the Aerospace Segment​Sales under fixed-price long-term contracts in the aerospace segment are primarily recognized using percentage-of-completion accounting under the cost-to-cost method. ​At contract inception, the company assesses the goods and services promised in its contracts with customers and identifies a performance obligation for each promise to transfer goods or services to the customer. The performance obligation may be represented by a good or service (or a series of goods or services) that is distinct, or by a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. In each of these scenarios, the company treats the promise to transfer the customer goods or services as a single performance obligation. Backlog represents the estimated transaction prices on performance obligations to customers for which work remains to be performed.​To identify its performance obligations, the company considers all of the goods or services promised in the contract, regardless of whether they are explicitly stated or are implied by customary business practices.​The company has determined that the following distinct goods and services represent separate performance obligations:​●Manufacture and delivery of distinct spacecraft and/or hardware components;●Research reports, for contracts where such reports are the sole or primary deliverable;●Design, add-on or special studies for contracts where such studies have stand-alone value or a material right exists due to discounted pricing; and●Warranty and performance guarantees beyond standard repair/replacement.​Performance obligations with no alternative use are recognized over time, when the company has an enforceable right to payment for efforts completed to-date. Because of sales contract payment schedules, limitations on funding, and contract terms, the company's sales and accounts receivable generally include amounts that have been earned but not yet billed. The company's payment terms vary by the type and location of the company's customer and the products or services offered. All payment terms are less than one year.​ --- ## Modified: Interest Rate Risk **Key changes:** - Reworded sentence: "​ Our objective in managing exposure to interest rate changes is to minimize the impact of interest rate changes on earnings and cash flows and to lower our overall borrowing costs." - Added sentence: "​ 38 38 38 Table of ContentsCurrency Exchange Rate Risk ​Our objective in managing exposure to currency fluctuations is to limit the exposure of cash flows and earnings from changes associated with currency exchange rate changes through the use of various derivative contracts." - Added sentence: "In addition, at times Ball manages earnings translation volatility through the use of currency option strategies, and the change in the fair value of those options is recorded in the company's net earnings." - Added sentence: "Our currency translation risk results from the currencies in which we transact business." - Added sentence: "The company faces currency exposures in our global operations as a result of various factors including intercompany currency denominated loans, selling our products in various currencies, purchasing raw materials and equipment in various currencies and tax exposures not denominated in the functional currency." **Prior (2023):** ​ Our objective in managing exposure to interest rate changes is to minimize the impact of interest rate changes on earnings and cash flows and to minimize our overall borrowing and receivables factoring costs. To achieve these objectives, we may use a variety of derivative instruments to manage our mix of floating and fixed-rate debt. Interest rate instruments held by the company at December 31, 2022, included pay-fixed interest rate swaps and options which effectively convert variable rate obligations to fixed-rate instruments. ​ Based on our interest rate exposure at December 31, 2022, assumed floating rate debt levels throughout the next 12 months and the effects of our existing derivative instruments, a 100-basis point increase in interest rates would result in an estimated $10 million after-tax reduction in net earnings over a one-year period. Actual results may vary based on actual changes in market prices and rates and the timing of these changes. ​ **Current (2024):** ​ Our objective in managing exposure to interest rate changes is to minimize the impact of interest rate changes on earnings and cash flows and to lower our overall borrowing costs. To achieve these objectives, we may use a variety of interest rate swaps, collars and options to manage our mix of floating and fixed-rate debt. Interest rate instruments held by the company at December 31, 2023, included pay-fixed interest rate swaps and options which effectively convert variable rate obligations to fixed-rate instruments. ​ Based on our interest rate exposure at December 31, 2023, assumed floating rate debt levels throughout the next 12 months and the effects of our existing derivative instruments, a 100-basis point increase in interest rates would result in an estimated $7 million after-tax reduction in net earnings over a one-year period. Actual results may vary based on actual changes in market prices and rates and the timing of these changes. ​ 38 38 38 Table of ContentsCurrency Exchange Rate Risk ​Our objective in managing exposure to currency fluctuations is to limit the exposure of cash flows and earnings from changes associated with currency exchange rate changes through the use of various derivative contracts. In addition, at times Ball manages earnings translation volatility through the use of currency option strategies, and the change in the fair value of those options is recorded in the company's net earnings. Our currency translation risk results from the currencies in which we transact business. The company faces currency exposures in our global operations as a result of various factors including intercompany currency denominated loans, selling our products in various currencies, purchasing raw materials and equipment in various currencies and tax exposures not denominated in the functional currency. Sales contracts are negotiated with customers to reflect cost changes and, where there is not an exchange pass-through arrangement, the company may use derivative instruments to manage significant currency exposures.​Considering the company's derivative financial instruments outstanding at December 31, 2023, and the various currency exposures, a hypothetical 10 percent reduction (U.S. dollar strengthening) in currency exchange rates compared to the U.S. dollar would result in an estimated $15 million after-tax reduction in net earnings over a one-year period. A hypothetical 10 percent adverse change in the U.S. dollar's currency exchange rates would increase our forecasted average debt balance by approximately $165 million. Actual changes in market prices or rates may differ from hypothetical changes.​Although Ball's functional currency in Argentina is the U.S. dollar, a portion of its transactions are denominated in pesos. The company is currently placing increased importance on managing its currency exchange rate risk in Argentina given the devaluation of the country's currency. This devaluation and economic conditions in Argentina make it difficult to manage currency exchange rate risk, and have an adverse effect on the company's results of operations. Ball's Argentinean business, which is presented in its beverage packaging, South America, reportable operating segment, represented approximately 1 percent of the company's total comparable operating earnings for the year ended December 31, 2023. In addition, our plant in Argentina accounted for approximately 2 percent of the company's 105 billion global beverage can unit shipments for the year ended December 31, 2023. During the fourth quarter of 2023, Argentina suddenly devalued its peso relative to the U.S. dollar by approximately 55%. As a result, Ball recorded a $22 million devaluation charge in business consolidation and other activities in the consolidated statement of earnings. Ball's peso-denominated net assets in Argentina were approximately $20 million at December 31, 2023. As of December 31, 2023, Ball's Argentinean business had net asset exposure of $404 million, which consisted primarily of working capital and property, plant and equipment. ​​​39 Table of Contents Table of Contents Table of Contents Currency Exchange Rate Risk ​Our objective in managing exposure to currency fluctuations is to limit the exposure of cash flows and earnings from changes associated with currency exchange rate changes through the use of various derivative contracts. In addition, at times Ball manages earnings translation volatility through the use of currency option strategies, and the change in the fair value of those options is recorded in the company's net earnings. Our currency translation risk results from the currencies in which we transact business. The company faces currency exposures in our global operations as a result of various factors including intercompany currency denominated loans, selling our products in various currencies, purchasing raw materials and equipment in various currencies and tax exposures not denominated in the functional currency. Sales contracts are negotiated with customers to reflect cost changes and, where there is not an exchange pass-through arrangement, the company may use derivative instruments to manage significant currency exposures.​Considering the company's derivative financial instruments outstanding at December 31, 2023, and the various currency exposures, a hypothetical 10 percent reduction (U.S. dollar strengthening) in currency exchange rates compared to the U.S. dollar would result in an estimated $15 million after-tax reduction in net earnings over a one-year period. A hypothetical 10 percent adverse change in the U.S. dollar's currency exchange rates would increase our forecasted average debt balance by approximately $165 million. Actual changes in market prices or rates may differ from hypothetical changes.​Although Ball's functional currency in Argentina is the U.S. dollar, a portion of its transactions are denominated in pesos. The company is currently placing increased importance on managing its currency exchange rate risk in Argentina given the devaluation of the country's currency. This devaluation and economic conditions in Argentina make it difficult to manage currency exchange rate risk, and have an adverse effect on the company's results of operations. Ball's Argentinean business, which is presented in its beverage packaging, South America, reportable operating segment, represented approximately 1 percent of the company's total comparable operating earnings for the year ended December 31, 2023. In addition, our plant in Argentina accounted for approximately 2 percent of the company's 105 billion global beverage can unit shipments for the year ended December 31, 2023. During the fourth quarter of 2023, Argentina suddenly devalued its peso relative to the U.S. dollar by approximately 55%. As a result, Ball recorded a $22 million devaluation charge in business consolidation and other activities in the consolidated statement of earnings. Ball's peso-denominated net assets in Argentina were approximately $20 million at December 31, 2023. As of December 31, 2023, Ball's Argentinean business had net asset exposure of $404 million, which consisted primarily of working capital and property, plant and equipment. ​​​ --- ## Modified: ($ in millions) **Key changes:** - Reworded sentence: "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 5,963 ​ $ 6,696 ​ $ 5,856 ​ Comparable operating earnings ​ ​ 710 ​ ​ 642 ​ ​ 681 ​ Comparable operating earnings as a % of segment net sales ​ ​ 12 % ​ 10 % ​ 12 % ​ Ball permanently ceased production at its Phoenix, Arizona aluminum beverage can manufacturing facility in the fourth quarter of 2022, permanently ceased production at its aluminum beverage can manufacturing facility in St." **Prior (2023):** Total Number of Shares Purchased (a) AveragePricePaid perShare **Current (2024):** Total Number of Shares Purchased (a) AveragePricePaid perShare --- *Data sourced from SEC EDGAR. Last updated 2026-06-01.*