Business Description

​ ​ ​ 1 ITEM 1A. RISK FACTORS ​ 9 ITEM 1B. UNRESOLVED STAFF COMMENTS ​ 23 ITEM 1C. CYBERSECURITY ​ 23 ITEM 2. PROPERTIES ​ 26 ITEM 3. LEGAL PROCEEDINGS ​ 28 ITEM 4. MINE SAFETY DISCLOSURES ​ 28 ​ ​ ​ ​ PART II ​ 29 ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHARE OWNER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES ​ 29 ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ​ 31 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK ​ 48 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA ​ 51 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE ​ 102 ITEM 9A. CONTROLS AND PROCEDURES ​ 102 ITEM 9B. OTHER INFORMATION ​ 106 ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS ​ 106 ​ ​ ​ ​ PART III ​ 106 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE ​ 106 ITEM 11. EXECUTIVE COMPENSATION ​ 106 ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS ​ 107 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE ​ 107 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES ​ 107 ​ ​ ​ ​ PART IV ​ 108 ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES ​ 108 ITEM 16. FORM 10-K SUMMARY ​ 116 ​ ​ ​ ​ EXHIBITS ​ ​ 109 ​ ​ SIGNATURES ​ 117 ​ ​ ​ ​ ​ Table of Contents PART I ITEM 1. BUSINESS General Development of Business O-I Glass, Inc., a Delaware corporation (the “Company”), through its subsidiaries, is the successor to a business established in 1903. The Company is one of the leading manufacturers of glass containers in the world with 64 glass manufacturing plants in 18 countries. It competes in the glass container segment of the rigid packaging market and is the leading glass container manufacturer in most of the countries where it has manufacturing facilities. Beginning in 2024, the Company commenced a strategic review of its global profitability and manufacturing footprint, known as its Fit to Win initiative. This program is focused on the reduction of redundant production capacity and the optimization of its network, as well as streamlining other costs, such as selling, general and administrative expenses. The Fit to Win initiative is expected to last at least through 2026. Since undertaking this review, the Company has announced the idling of capacity or closing of a number of facilities and job eliminations. The Company believes these actions will contribute to optimizing shareholder returns. Company Strategy The Company has established a new vision: Together, we put the power of glass within reach of everyone, every day. To achieve this, the Company has developed a value creation roadmap that guides its strategic initiatives over three horizons: Horizon 1: Fit to Win - The immediate focus is on reducing the cost base to enhance the Company’s competitive position, which will improve performance, create shareholder value, and enable future profitable growth. This involves reshaping selling, general, and administrative expenses, enhancing total organizational effectiveness, and optimizing the value chain and its network. By improving productivity and reducing costs, the Company aims to drive economies of scale across the manufacturing network. Horizon 2: Profitable Growth - Leveraging its cost advantage, the Company will improve its product mix and access growth by winning with customers in core markets and competing effectively with alternative packaging solutions like aluminum cans. The objective is to realign the Company’s network to be the lowest cost in mainstream and the best cost in premium segments. This will enable the Company to expand market presence and put glass in more hands and homes globally. Horizon 3: Strategic Optionality - Looking ahead, the Company will explore new growth initiatives such as geographical expansion, mergers and acquisitions, joint ventures, and strategic partnerships. These initiatives will provide the Company with the optionality to grow beyond core markets and capitalize on emerging opportunities. The ultimate goal of this new vision is to increase shareholder value by achieving a competitive cost position and driving profitable growth. The Fit to Win initiative will deliver immediate cost benefits, while the long-term strategy focuses on substantially improving the competitive position.…