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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~July~~December 31, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-00566

GREIF, INC.

(Exact name of registrant as specified in its charter)


Delaware			31-4388903
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)


425 Winter Road, Delaware Ohio			43015
(Address of principal executive offices)			(Zip Code)

Registrant’s telephone number, including area code: (740) 549-6000

Former name, former address and former fiscal year, if changed since last report: Not Applicable

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Class A Common Stock	GEF	New York Stock Exchange
Class B Common Stock	GEF-B	New York Stock Exchange

The number of shares outstanding of each of the issuer’s classes of common stock as of the close of business on ~~August~~January 2627, ~~2025~~2026:

Class A Common Stock			2624,~~169~~751,~~944~~957 shares
Class B Common Stock			21,~~331~~534,~~127~~058 shares

Table of Conten t

Item		Page
	Part I. Financial Information
1	Financial Statements	3
	Condensed Consolidated Statements of Income for the Three and Nine Months Ended July 31, 2025 and 2024 (Unaudited)	3
	Condensed Consolidated Statements of Income for the Three Months Ended December 31, 2025 and 2024 (Unaudited)	3
	Condensed Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended July 31, 2025 and 2024 (Unaudited)	4
	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three Months Ended December 31, 2025 and 2024 (Unaudited)	4
	Condensed Consolidated Balance Sheets at July 31, 2025 (Unaudited) and October 31, 2024	5
	Condensed Consolidated Balance Sheets at December 31, 2025 (Unaudited) and September 30, 2025	5
	Condensed Consolidated Statements of Cash Flows for the Nine Months Ended July 31, 2025 and 2024 (Unaudited)	7
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended December 31, 2025 and 2024 (Unaudited)	7
	Condensed Consolidated Statements of Changes in Shareholders’ Equity for the Three and Nine Months Ended July 31, 2025 and 2024 (Unaudited)	8
	Condensed Consolidated Statements of Changes in Shareholders’ Equity for the Three Months Ended December 31, 2025 and 2024 (Unaudited)	8
	Notes to Condensed Consolidated Financial Statements (Unaudited)	109
2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2924
4	Controls and Procedures	4636
	Part II. Other Information
1A	Risk Factors	4737
6	Exhibits	47
2	Unregistered Sales of Equity Securities and Use of Proceeds	37
	Signatures	48
6	Exhibits	38
	Signatures	39

Table of Conten t

PART I. FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

GREIF, INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

	Three Months EndedJuly 31,				Nine Months EndedJuly 31,
	Three Months EndedDecember 31,
(in millions, except per share amounts)	2025		2024		~~2025~~		~~2024~~
Net sales	$	~~1,134~~994.78	$	1,~~164~~016.97	$	~~3,231.8~~	$	~~3,247.9~~
Cost of products sold	~~877~~792.42		~~920~~817.03		~~2,519.9~~		~~2,576.7~~
Gross profit	~~257~~202.36		~~244~~199.94		~~711.9~~		~~671.2~~
Selling, general and administrative expenses	~~157~~146.01		~~152~~160.82		~~475.9~~		~~443.6~~
Acquisition and integration related costs	10.27		2.08		~~5.4~~		~~16.1~~
Restructuring and other charges	2514.2		23.73		~~42.5~~		~~1.6~~
Non-cash asset impairment charges	30.42		0.23		~~27.8~~		~~1.9~~
Gain on disposal of properties, plants and equipment, net	(2215.67)		(32.4)		~~(3.7)~~		~~(6.4)~~
Loss (gain) on disposal of businesses, net	—		(46.1)		1.4		(46.1)
Loss on disposal of businesses, net	0.5		1.1
Operating profit	73256.16		~~136~~34.71		~~162.6~~		~~260.5~~
Interest expense, net	149.57		1815.89		~~46.3~~		~~29.4~~
Other expense, net	2.8		0.8		3.0		9.5
Non-cash pension settlement charges	0.9		—
Income from continuing operations before income tax expense and equity earnings of unconsolidated affiliates, net	55.8		117.1		113.3		221.6
Other expense, net	4.4		0.9
Income tax expense	11.8		33.5		38.0		16.0
Income from continuing operations before income tax expense and equity earnings of unconsolidated affiliates, net	241.6		17.3
Equity earnings of unconsolidated affiliates, net of tax	(0.7)		(0.9)		(1.5)		(2.1)
Income tax expense	58.9		6.8
Net income from continuing operations	44.7		84.5		76.8		207.7
Equity earnings of unconsolidated affiliates, net of tax	(0.2)		(0.8)
Net income from discontinued operations, net of tax	24.7		9.1		61.5		12.2
Net income from continuing operations	182.9		11.3
Net income	69.4		93.6		138.3		219.9
Net (loss) income from discontinued operations, net of tax	(2.0)		15.4
Net income attributable to noncontrolling interests	(5.4)		(6.5)		(18.4)		(21.2)
Net income	180.9		26.7
Net income attributable to Greif, Inc.	$	64.0	$	87.1	$	119.9	$	198.7
Net income attributable to noncontrolling interests	(6.3)		(4.7)
Basic earnings per share attributable to Greif, Inc. common shareholders:
Net income attributable to Greif, Inc.	$	174.6	$	22.0
Earnings from continuing operations per Class A common stock - basic	$	0.67	$	1.35	$	1.01	$	3.24
Basic earnings per share attributable to Greif, Inc. common shareholders:
Earnings from discontinued operations per Class A common stock - basic	$	0.43	$	0.16	$	1.06	$	0.21
Class A common stock (continued operations) - basic	$	3.07	$	0.11
Earnings per Class A common stock - basic	$	1.10	$	1.51	$	2.07	$	3.45
Class A common stock (discontinued operations) - basic	$	(0.03)	$	0.27
Earnings from continuing operations per Class B common stock - basic	$	1.02	$	2.02	$	1.51	$	4.84
Earnings per Class A common stock - basic	$	3.04	$	0.38
Earnings from discontinued operations per Class B common stock - basic	$	0.64	$	0.24	$	1.59	$	0.32
Class B common stock (continued operations) - basic	$	4.60	$	0.17
Earnings per Class B common stock - basic	$	1.66	$	2.26	$	3.10	$	5.16
Class B common stock (discontinued operations) - basic	$	(0.05)	$	0.40
Diluted earnings per share attributable to Greif, Inc. common shareholders:
Earnings per Class B common stock - basic	$	4.55	$	0.57
Earnings from continuing operations per Class A common stock - diluted	$	0.67	$	1.34	$	1.01	$	3.23
Diluted earnings per share attributable to Greif, Inc. common shareholders:
Earnings from discontinued operations per Class A common stock - diluted	$	0.43	$	0.16	$	1.06	$	0.21
Class A common stock (continued operations) - diluted	$	3.00	$	0.13
Earnings per Class A common stock - diluted	$	1.10	$	1.50	$	2.07	$	3.44
Class A common stock (discontinued operations) - diluted	$	(0.03)	$	0.26
Earnings from continuing operations per Class B common stock - diluted	$	1.02	$	2.02	$	1.51	$	4.84
Earnings per Class A common stock - diluted	$	2.97	$	0.39
Earnings from discontinued operations per Class B common stock - diluted	$	0.64	$	0.24	$	1.59	$	0.32
Class B common stock (continued operations) - diluted	$	4.60	$	0.17
Earnings per Class B common stock - diluted	$	1.66	$	2.26	$	3.10	$	5.16
Class B common stock (discontinued operations) - diluted	$	(0.05)	$	0.40
Earnings per Class B common stock - diluted	$	4.55	$	0.57
Weighted-average number of Class A common shares outstanding:
Basic	2625.17		25.89		~~26.1~~		~~25.7~~
Diluted	26.35		26.13		~~26.2~~		~~25.9~~
Weighted-average number of Class B common shares outstanding:
Basic	21.3		21.3		~~21.3~~		~~21.3~~
Diluted	21.3		21.3		~~21.3~~		~~21.3~~
Cash dividends declared per common share:
Class A common stock	$	0.5456	$	0.5254	$	~~1.62~~	$	~~1.56~~
Class B common stock	$	0.8183	$	0.7880	$	~~2.42~~	$	~~2.33~~

See accompanying Notes to Condensed Consolidated Financial Statements

Table of Conten t

GREIF, INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)

	Three Months EndedJuly 31,				Nine Months EndedJuly 31,
	Three Months EndedDecember 31,
(in millions)	2025		2024		~~2025~~		~~2024~~
Net income	$	69180.49	$	9326.67	$	~~138.3~~	$	~~219.9~~
Other comprehensive income (loss), net of tax:
Foreign currency translation	1812.53		15(94.50)		~~95.5~~		~~13.9~~
Derivative financial instruments	6(0.98)		~~(27~~51.0)5		~~(21.4)~~		~~(35.5)~~
Minimum pension liabilities	0.4		(13.9)5		~~(1.5)~~		~~(4.3)~~
Other comprehensive income (loss), net of tax	2511.89		(1339.40)		~~72.6~~		~~(25.9)~~
Comprehensive income	95.2		80.2		210.9		194.0
Comprehensive income (loss)	192.8		(12.3)
Comprehensive income attributable to noncontrolling interests	56.53		63.59		~~18.9~~		~~20.3~~
Comprehensive income attributable to Greif, Inc.	$	89.7	$	73.7	$	192.0	$	173.7
Comprehensive income (loss) attributable to Greif, Inc.	$	186.5	$	(16.2)

See accompanying Notes to Condensed Consolidated Financial Statements

Table of Conten t

GREIF, INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in millions)	~~July~~December 31,2025		~~October~~September 3130,~~2024~~2025
ASSETS
Current assets
Cash and cash equivalents	$	~~285~~243.25	$	~~197~~256.7
Trade accounts receivable, net of allowance	~~684~~602.91		~~638~~655.73
Inventories:
Raw materials	~~249~~251.04		~~240~~244.7
Finished goods	8498.0		8792.41
Current assets held for sale	~~465~~18.24		~~202~~21.48
Prepaid expenses	6174.75		55.06
Other current assets	~~165~~152.45		~~127~~104.52
	1,995.4		1,549.4
	1,440.4		1,430.4
Long-term assets
Goodwill	1,~~695~~700.89		1,~~655~~696.5
Other intangible assets, net of amortization	~~853~~818.16		~~932~~840.79
Deferred tax assets	3423.82		3626.95
Pension assets	4965.59		4664.01
Noncurrent assets held for sale	~~631.9~~—		~~638~~233.35
Operating lease right-of-use assets	~~186~~176.93		~~218~~186.85
Finance lease right-of-use assets	3327.79		3734.81
Other long-term assets	~~119~~117.86		~~149~~119.21
	3,605.5		3,715.2
	2,930.4		3,201.2
Properties, plants and equipment
Timber properties, net of depletion	—		231.2
Land	124.4		124.7
Land	138.8		141.3
Buildings	501.5		497.4
Buildings	494.9		497.0
Machinery and equipment	1,756.5		1,736.0
Machinery and equipment	1,710.1		1,662.2
Capital projects in progress	168.8		151.2
Capital projects in progress	160.6		141.8
	2,551.2		2,509.3
	2,504.4		2,673.5
Accumulated depreciation	(1,419.5)		(1,374.1)
Accumulated depreciation	(1,370.2)		(1,290.5)
	1,131.7		1,135.2
	1,134.2		1,383.0
Total assets	$	5,502.5	$	5,766.8
Total assets	$	6,735.1	$	6,647.6

See accompanying Notes to Condensed Consolidated Financial Statements

Table of Conten t

GREIF, INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in millions)	~~July~~December 31,2025		~~October~~September 3130,~~2024~~2025
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	~~435~~402.81	$	~~458~~429.6
Accrued payroll and employee benefits	~~116~~122.47		~~141~~137.89
Restructuring reserves	1419.52		421.97
Current portion of long-term debt	95.8		95.8
Short-term borrowings	288.9		287.7
Short-term borrowings	401.9		18.6
Current liabilities held for sale	—		2.1
Current liabilities held for sale	125.0		101.0
Current portion of operating lease liabilities	41.7		43.9
Current portion of operating lease liabilities	43.4		46.9
Current portion of finance lease liabilities	4.6		5.5
Current portion of finance lease liabilities	5.5		5.6
Dividends payable	24.5		25.3
Other current liabilities	~~173~~265.42		~~141~~175.29
	1,411.7		1,014.4
	1,168.9		1,129.6
Long-term liabilities
Long-term debt	~~2,219~~655.31		~~2,626~~914.28
Operating lease liabilities	~~145~~135.48		~~174~~143.49
Finance lease liabilities	2826.50		3329.53
Deferred tax liabilities	~~294~~206.2		~~295~~250.12
Pension liabilities	6059.8		59.2
Postretirement benefit obligations	5.54		5.64
Noncurrent liabilities held for sale	54.5		59.8
Contingent liabilities and environmental reserves	17.0		17.3
Contingent liabilities and environmental reserves	17.1		16.5
Other long-term liabilities	156.7		172.4
Long-term income tax payable	—		11.7
	1,262.0		1,592.5
Other long-term liabilities	168.6		103.8
Commitments and contingencies (Note 9)
	2,993.9		3,385.8
Redeemable noncontrolling interests	93.1		92.3
Commitments and contingencies (Note 10)
Redeemable noncontrolling interests	91.4		129.9
Equity
Common stock, without par value	~~246~~249.63		~~230~~247.3
Treasury stock, at cost	(~~276~~406.54)		(~~279~~276.05)
Retained earnings	23,~~507~~337.1		23,~~486~~194.29
Accumulated other comprehensive loss, net of tax:
Foreign currency translation	(~~219~~188.18)		(~~314~~201.1)
Derivative financial instruments	127.53		338.91
Minimum pension liabilities	(7657.4)		(7457.98)
Total Greif, Inc. shareholders’ equity	2,~~194~~941.21		2,~~082~~914.49
Noncontrolling interests	4337.94		3537.15
Total shareholders’ equity	2,~~238~~978.15		2,~~117~~952.54
Total liabilities and shareholders’ equity	$	65,~~735~~502.15	$	65,~~647~~766.68

See accompanying Notes to Condensed Consolidated Financial Statements

Table of Conten t

GREIF, INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

	Nine Months Ended July 31,
	Three Months Ended December 31,
(in millions)	2025		2024
Cash flows from operating activities:
Net income	$	~~138~~180.39	$26.7	~~219.9~~
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion and amortization	~~197~~60.73		~~193~~67.45
Non-cash asset impairment charges	270.82		10.93
Gain on disposals of properties, plants and equipment, net	(3.7)		(6.4)
Non-cash pension settlement charges	0.9		—
Loss (gain) on disposals of businesses, net	2.6		(46.1)
Gain on disposals of properties, plants and equipment, net	(215.7)		(2.4)
Unrealized foreign exchange loss	0.7		9.7
Loss on disposals of businesses, net	3.1		1.1
Deferred income tax benefit	(0.5)		(53.6)
Unrealized foreign exchange (gain) loss	(0.2)		0.2
Non-cash lease expense	44.4		36.6
Deferred income tax benefit	(49.9)		(85.5)
Other, net	1.5		2.1
Non-cash lease expense	11.5		10.3
Other, net	0.2		0.9
Increase (decrease) in cash from changes in certain assets and liabilities, net of impacts from acquisitions:
Trade accounts receivable	~~(31~~56.8)		~~(82~~76.0)2
Inventories	(1310.07)		(469.40)
Accounts payable	(1332.35)		26(60.10)
Restructuring reserves	9(2.56)		(110.42)
Operating leases	(4712.81)		(389.18)
Pension and post-retirement benefit liabilities	(62.39)		(107.40)
Other, net	(211.87)		~~(26~~7.5)3
Net cash provided by operating activities	303.3		168.8
Net cash (used in) provided by operating activities	(24.4)		16.6
Cash flows from investing activities:
Purchases of business, net of cash acquired	~~(4.6)~~—		(~~567~~1.62)
Purchases of properties, plants and equipment	(~~106~~33.50)		(~~141~~42.47)
Purchases of timber properties	(2.4)		(3.6)
Payments for deferred purchase price of acquisitions	(0.6)		(1.2)
Payments for deferred purchase price of acquisitions	(1.9)		(1.7)
Proceeds from the sale of properties, plants, equipment and other assets	460.9		4.2
Proceeds from the sale of properties, plants, equipment and other assets	23.6		10.5
Payments for the sale of businesses	—		(1.1)
Payments for the sale of businesses	(0.9)		—
Proceeds from hedging derivatives	—		22.5
Proceeds from hedging derivatives	22.5		—
Other, net	—		(2.9)
Net cash used in investing activities	(70.2)		(703.8)
Net cash provided (used in) investing activities	427.3		(22.4)
Cash flows from financing activities:
Proceeds from issuance of long-term debt	~~1,533~~540.83		~~1,986~~674.74
Payments on long-term debt	(~~1,587~~800.08)		(~~1,351~~588.18)
Payments on short-term borrowings, net	(3.5)		(10.9)
Proceeds (payments) on short-term borrowings, net	8.2		(2.9)
Proceeds from trade accounts receivable credit facility	~~190~~9.31		~~345~~1.68
Payments on trade accounts receivable credit facility	(~~168~~16.47)		(~~309~~33.16)
Dividends paid to Greif, Inc. shareholders	(9332.85)		(8931.82)
Dividends paid to noncontrolling interests	(87.18)		(1211.98)
Tax withholding payments for stock-based awards	(7.4)		(10.6)
Payments for share repurchases	(128.1)		—
Purchases of redeemable noncontrolling interest	(38.7)		—
Other, net	(1.4)		(1.6)
Other, net	(5.5)		(6.2)
Net cash (used in) provided by financing activities	(429.7)		6.3
Net cash (used in) provided by financing activities	(188.3)		541.7
Effects of exchange rates on cash	13.6		(32.1)
Effects of exchange rates on cash	42.7		6.6
Net decrease in cash and cash equivalents	(13.2)		(31.6)
Net increase in cash and cash equivalents	87.5		13.3
Cash and cash equivalents at beginning of period	256.7		216.4
Cash and cash equivalents at beginning of period	197.7		180.9
Cash and cash equivalents at end of period	$	243.5	$	184.8
Cash and cash equivalents at end of period	$	285.2	$	194.2

See accompanying Notes to Condensed Consolidated Financial Statements

Table of Conten t

GREIF, INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (UNAUDITED)

	Three Months Ended July 31, 2025
	Three Months Ended December 31, 2025
	Common Stock			Treasury Stock			RetainedEarnings		AccumulatedOtherComprehensiveIncome (Loss)		Greif,Inc.Equity		Noncontrollinginterests		TotalEquity
(in millions, except for shares which are in thousands)	CommonShares	Amount		TreasuryShares	Amount
As of April 30, 2025	47,461	$	243.2	29,381	$	(276.8)	$	2,476.4	$	(308.7)	$	2,134.1	$	40.9	$	2,175.0
As of September 30, 2025	47,501	$	247.3	29,341	$	(276.5)	$	3,194.9	$	(250.8)	$	2,914.9	$	37.5	$	2,952.4
Net income							64174.06				64174.06		56.43		69180.49
Other comprehensive income (loss):
Foreign currency translation, net of $5.4 million of income tax expense									18.4		18.4		0.1		18.5
Foreign currency translation, net of $0.5 million of income tax expense									12.3		12.3		—		12.3
Derivative financial instruments, net of $6.0 million of income tax benefit									6.9		6.9				6.9
Derivative financial instruments, net of $0.3 million of income tax expense									(0.8)		(0.8)				(0.8)
Minimum pension liability adjustment, net of $0.0 million income tax expense									0.4		0.4				0.4
Minimum pension liability adjustment, net of $0.1 million income tax benefit									0.4		0.4				0.4
Comprehensive income				.							89186.75				95192.28
Current period mark to redemption value of redeemable noncontrolling interest							(1.7)				(1.7)				(1.7)
Current period mark to redemption value of redeemable noncontrolling interest and other							(0.6)				(0.6)				(0.6)
Net income allocated to redeemable noncontrolling interests											—		(1.64)		(1.64)
Dividends paid to Greif, Inc. shareholders ($0.54 and $0.81 per Class A share and Class B share, respectively)							(31.4)				(31.4)				(31.4)
Dividends declared to Greif, Inc. shareholders ($0.56 and $0.83 per Class A share and Class B share, respectively)							(31.7)				(31.7)				(31.7)
Dividends paid to noncontrolling interests and other											—		(05.90)		(05.90)
Dividends earned on RSU shares							(0.21)				(0.21)				(0.21)
Colleague stock purchase plan	40—	2.0.3		~~(40)~~—	~~0.3~~—						20.3				20.3
Share based compensation	—	1.4		—	—						1.4				1.4
Share repurchases	(1,924)	0.5		1,924	(129.9)						(129.4)				(129.4)
Restricted stock, directors	—	(5.8)		—	—						(5.8)				(5.8)
Share based compensation	—	1.2		—	—						1.2				1.2
Deferrals of director shares in Rabbi Trust	—	5.8		—	—						5.8				5.8
As of December 31, 2025	45,577	$	249.3	31,265	$	(406.4)	$	3,337.1	$	(238.9)	$	2,941.1	$	37.4	$	2,978.5
As of July 31, 2025	47,501	$	246.6	29,341	$	(276.5)	$	2,507.1	$	(283.0)	$	2,194.2	$	43.9	$	2,238.1
	Nine Months Ended July 31, 2025
	Common Stock			Treasury Stock			RetainedEarnings		AccumulatedOtherComprehensiveIncome (Loss)		Greif,Inc.Equity		NoncontrollingInterests		TotalEquity
(in millions, except for shares which are in thousands)	CommonShares	Amount		TreasuryShares	Amount
As of October 31, 2024	47,181	$	230.3	29,661	$	(279.0)	$	2,486.2	$	(355.1)	$	2,082.4	$	35.1	$	2,117.5
Net income							119.9				119.9		18.4		138.3
Other comprehensive income (loss):
Foreign currency translation, net of $5.4 million income tax expense									95.0		95.0		0.5		95.5
Derivative financial instruments, net of $3.1 million of income tax expense									(21.4)		(21.4)				(21.4)
Minimum pension liability adjustment, net of $0.0 million income tax expense									(1.5)		(1.5)				(1.5)
Comprehensive income				.							192.0				210.9
Current period mark to redemption value of redeemable noncontrolling interest and other							(4.9)				(4.9)				(4.9)
Net income allocated to redeemable noncontrolling interests											—		(5.2)		(5.2)
Dividends paid to Greif, Inc. shareholders ($1.62 and $2.42 per Class A share and Class B share, respectively)							(93.8)				(93.8)				(93.8)
Dividends paid to noncontrolling interests and other											—		(4.9)		(4.9)
Dividends earned on RSU shares							(0.3)				(0.3)				(0.3)
Colleague stock purchase plan	85	4.4		(85)	0.6						5.0				5.0
Long-term incentive shares issued	211	6.6		(211)	1.7						8.3				8.3
Share based compensation	—	4.0		—	—						4.0				4.0
Restricted stock, directors	24	(4.5)		(24)	0.2						(4.3)				(4.3)
Deferrals of director shares in Rabbi Trust	—	5.8		—	—						5.8				5.8
As of July 31, 2025	47,501	$	246.6	29,341	$	(276.5)	$	2,507.1	$	(283.0)	$	2,194.2	$	43.9	$	2,238.1


	Three Months Ended December 31, 2024
	Common Stock			Treasury Stock			Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Greif, Inc. Equity		Non controlling interests		Total Equity
(in millions, except for shares which are in thousands)	Common Shares	Amount		Treasury Shares	Amount
As of September 30, 2024	47,181	$	229.7	29,661	$	(279.0)	$	2,485.2	$	(347.6)	$	2,088.3	$	46.0	$	2,134.3
Net income							22.0				22.0		4.7		26.7
Other comprehensive income (loss):
Foreign currency translation									(93.2)		(93.2)		(0.8)		(94.0)
Derivative financial instruments, net of $3.0 million income tax benefit									51.5		51.5				51.5
Minimum pension liability adjustment, net of $0.0 million income tax benefit									3.5		3.5				3.5
Comprehensive income (loss)											(16.2)				(12.3)

Current period mark to redemption value of redeemable noncontrolling interest							(2.6)				(2.6)				(2.6)
Net income allocated to redeemable noncontrolling interests											—		(1.9)		(1.9)
Dividends declared to Greif, Inc. shareholders ($0.54 and $0.80 per Class A share and Class B share, respectively)							(31.0)				(31.0)				(31.0)
Dividends paid to noncontrolling interests and other											—		(10.9)		(10.9)
Dividends earned on RSU shares							(0.2)				(0.2)				(0.2)
Colleague stock purchase plan	—	0.2		—	—						0.2				0.2


Share based compensation	—	1.5		—	—						1.5				1.5



As of December 31, 2024	47,181	$	231.4	29,661	$	(279.0)	$	2,473.4	$	(385.8)	$	2,040.0	$	37.1	$	2,077.1

See accompanying Notes to Condensed Consolidated Financial Statements

Table of Conten t

	Three Months Ended July 31, 2024
	Common Stock			Treasury Stock			RetainedEarnings		AccumulatedOtherComprehensiveIncome (Loss)		Greif,Inc.Equity		Noncontrollinginterests		TotalEquity
(in millions, except for shares which are in thousands)	CommonShares	Amount		TreasuryShares	Amount
As of April 30, 2024	47,139	$	225.0	29,703	$	(279.3)	$	2,391.5	$	(328.1)	$	2,009.1	$	38.3	$	2,047.4
Net income							87.1				87.1		6.5		93.6
Other comprehensive income (loss):
Foreign currency translation									15.5		15.5		—		15.5
Derivative financial instruments, net of $8.9 million income tax expense									(27.0)		(27.0)				(27.0)
Minimum pension liability adjustment, net of $0.2 million income tax benefit									(1.9)		(1.9)				(1.9)
Comprehensive income											73.7				80.2
Current period mark to redemption value of redeemable noncontrolling interest							0.7				0.7				0.7
Net income allocated to redeemable noncontrolling interests											—		(2.1)		(2.1)
Dividends paid to Greif, Inc. shareholders ($0.52 and $0.78 per Class A share and Class B share, respectively)							(30.1)				(30.1)				(30.1)
Dividends earned on RSU shares							(0.2)				(0.2)				(0.2)
Colleague stock purchase plan	38	1.9		(38)	0.3						2.2				2.2
Share based compensation	—	1.4		—	—						1.4				1.4
Restricted stock, directors	2	0.1		(2)	—						0.1				0.1
As of July 31, 2024	47,179	$	228.4	29,663	$	(279.0)	$	2,449.0	$	(341.5)	$	2,056.9	$	42.7	$	2,099.6
	Nine Months Ended July 31, 2024
	Common Stock			Treasury Stock			RetainedEarnings		AccumulatedOtherComprehensiveIncome (Loss)		Greif,Inc.Equity		NoncontrollingInterests		TotalEquity
(in millions, except for shares which are in thousands)	CommonShares	Amount		TreasuryShares	Amount
As of October 31, 2023	46,805	$	208.4	30,037	$	(281.9)	$	2,337.9	$	(316.5)	$	1,947.9	$	38.4	$	1,986.3
Net income							198.7				198.7		21.2		219.9
Other comprehensive income (loss):
Foreign currency translation									14.8		14.8		(0.9)		13.9
Derivative financial instruments, net of $11.7 million income tax expense									(35.5)		(35.5)				(35.5)
Minimum pension liability adjustment, net of $0.4 million income tax benefit									(4.3)		(4.3)				(4.3)
Comprehensive income				.							173.7				194.0
Current period mark to redemption value of redeemable noncontrolling interest and other							2.5				2.5				2.5
Net income allocated to redeemable noncontrolling interests											—		(5.9)		(5.9)
Dividends paid to Greif, Inc. shareholders ($1.56 and $2.33 per Class A share and Class B share, respectively)							(89.8)				(89.8)				(89.8)
Dividends paid to noncontrolling interests and other											—		(10.1)		(10.1)
Dividends earned on RSU shares							(0.3)				(0.3)				(0.3)
Colleague stock purchase plan	71	3.9		(71)	0.6						4.5				4.5
Long-term incentive shares issued	283	10.5		(283)	2.2						12.7				12.7
Share based compensation	—	4.5		—	—						4.5				4.5
Restricted stock, directors	20	1.1		(20)	0.1						1.2				1.2
As of July 31, 2024	47,179	$	228.4	29,663	$	(279.0)	$	2,449.0	$	(341.5)	$	2,056.9	$	42.7	$	2,099.6

Table of Content

GREIF, INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1 — BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The interim condensed consolidated financial statements have been prepared in accordance with the U.S. Securities and Exchange Commission (“SEC”) instructions to Quarterly Reports on Form 10-Q and include all of the information and disclosures required by accounting principles generally accepted in the United States (“GAAP”) for interim financial reporting. The preparation of financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the amounts reported in the interim condensed consolidated financial statements and accompanying notes. Actual amounts could differ from those estimates.

The ~~2024~~ fiscal year of Greif, Inc. and its subsidiaries (the “Company”) ~~began~~begins on ~~November~~ October 1, ~~2023~~ and ~~ended~~ends on ~~October 31,~~September ~~2024.~~30 ~~Any~~of ~~references to~~ the ~~2024~~following ~~fiscal~~ year. orAny references to ~~any~~years ~~quarter of that year,~~ relates to the fiscal year ~~or quarter, as the case may be,~~ ended ~~October~~in ~~31,~~that ~~2024~~year, unless otherwise stated. The Company is changing its fiscal year, effective for the 2025 fiscal year. The 2025 fiscal year began on November 1, 2024 and will end on September 30, 2025, and accordingly, will consist of eleven months. The Company’s fourth fiscal quarter of 2025 will be the two-month period ending September 30, 2025. Thereafter, the Company’s fiscal year will begin on October 1 and end on September 30 of the following year.

The information filed herein reflects all adjustments that are, in the opinion of management, necessary for a fair presentation of the interim condensed consolidated balance sheet as of ~~July~~December 31, 2025 and the condensed consolidated balance sheet as of ~~October~~September 3130, ~~2024~~2025, the interim condensed consolidated statements of income, comprehensive income and changes in shareholders’ equity for the three ~~and nine~~ months ended ~~July~~December 31, 2025 and 2024 and the interim condensed consolidated statements of cash flows for the ~~nine~~three months ended ~~July~~December 31, 2025 and 2024 of the Company. The interim condensed consolidated financial statements include the accounts of Greif, Inc., all wholly-owned and consolidated subsidiaries and investments in limited liability companies, partnerships and joint ventures in which it has controlling influence or is the primary beneficiary. Non-majority owned entities include investments in limited liability companies, partnerships and joint ventures in which the Company does not have controlling interest and are accounted for using either the equity or cost method, as appropriate.

The unaudited interim condensed consolidated financial statements included in this Quarterly Report on Form 10-Q (this “Form 10-Q”) should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s ~~Annual~~Transition Report on Form 10-KKT for its fiscal year ended ~~October~~September 3130, ~~2024~~2025 (the “~~2024~~2025 Form 10-KKT”).

Change in Presentation

Discontinued Operations

On June 30, 2025, the Company entered into a definitive agreement to sell its containerboard business, including the CorrChoice sheet feeder system (the “Containerboard Business”), and the equity interests in the Company’s subsidiaries that directly owned the Containerboard Business on the date of closing. The transaction iswas ~~expected~~completed ~~to close~~ effective as of August 31, 2025, ~~subject~~(the to“Containerboard ~~customary closing conditions~~Divestiture”). The ~~intended~~ Containerboard ~~Business~~Divestiture ~~divestiture~~ qualifies as discontinued operations because it represents a strategic shift that will have a major impact on the Company’s operations and financial results. As a result, the Containerboard Business is presented as discontinued operations beginning in the third quarter of 2025. See Note 2 to the interim condensed consolidated financial statements for additional disclosures.

The Company has reclassified the financial results of the Containerboard Business to discontinued operations, net of tax, in the Condensed Consolidated Statements of ~~Operations~~Income for all periods presented. The Company also reclassified the related assets and liabilities as assets and liabilities held for sale on the accompanying Condensed Consolidated Balance Sheets as of July 31, 2025 and October 31, 2024. Cash flows from the Company’s discontinued operations are not presented separately in the Condensed Consolidated Statements of Cash Flows for all periods presented. Unless otherwise noted, the discussion in these Notes to the interim condensed consolidated financial statement relates only to continuing operations.

Recast of Certain Prior Period Information

InEffective ~~December~~October ~~2024~~1, ~~the Company announced changes to its reporting structure~~2025, ~~moving~~the ~~to a material solution-based structure. The~~ Company ~~believes~~changed ~~this structure will enable~~ the ~~Company~~name toof ~~more efficiently utilize~~ its ~~robust~~Integrated ~~scale~~Solutions ~~and~~reportable ~~global~~segment ~~network of facilities, align operations~~ to ~~capitalize~~Innovative onClosure ~~its deep subject matter expertise, enable further innovation and growth, and optimize cross-selling and margin expansion opportunities~~Solutions. ~~This internal re-alignment has resulted in a change in the Company’s~~

10The Company is involved in the purchase and sale of recycled fiber and the production and sale of adhesives used in the Company’s paperboard products. Both of these products were previously reported under the Integrated Solutions reportable segment (now the Innovative Closure Solutions reportable segment), and effective October 1, 2025, these products are reported under the Sustainable Fiber Solutions reportable segment. The Company is also involved in the production and sale of complimentary packaging products and services such as paints, linings and filling that are related to the Company’s steel products. Both of these products and services were previously reported under the Integrated Solutions reportable segment (now

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~~reportable~~the ~~segments.~~Innovative ~~Prior~~Closure ~~period~~Solutions reportable segment), ~~information~~and ~~for~~effective ~~the~~October ~~2024~~1, ~~fiscal~~2025, ~~year~~these ~~has~~products ~~been~~and ~~recast~~services toare ~~conform~~reported tounder the ~~way~~Durable Metal Solutions reportable segment. These adjustments position each business within its respective place in the ~~Company~~integrated ~~internally~~value ~~manages~~chain and ~~monitors~~reinforce ~~its~~a ~~business~~clear ~~during~~emphasis on closure systems within the Innovative Closure Solutions reportable segment. This internal re-alignment has resulted in prior period segment information being recast for the 2025 fiscal year.

~~The~~Effective ~~recast~~October of1, ~~prior~~2025, ~~period~~the ~~information~~Company’s ~~had~~fiscal noyear ~~impact~~was onchanged ~~the~~to ~~Company’s~~begin ~~interim~~on ~~condensed~~October ~~consolidated~~1 ~~balance~~(rather ~~sheets~~than November 1), ~~interim~~and ~~condensed~~ends ~~consolidated~~on ~~statements~~September 30 (rather than October 31) of ~~income~~the following year, ~~interim~~and ~~condensed~~each ~~consolidated~~fiscal ~~statements~~quarter ofend ~~comprehensive~~was ~~income~~changed to align with the fiscal year end change with the first fiscal quarter ended December 31, ~~interim~~2025. ~~condensed~~This ~~consolidated~~fiscal ~~statements~~quarter ofre-alignment ~~changes~~has resulted in ~~shareholders’~~prior ~~equity~~period ~~and~~quarterly information being recast for the ~~interim~~2025 ~~condensed~~fiscal ~~consolidated~~year. ~~statements~~The ofprior ~~cash~~reported ~~flows~~fiscal quarters for the 2025 fiscal year ended on January 31, 2025, April 30, 2025, July 31, 2025 and September 30, 2025 (a two-month period).

Newly Adopted Accounting Standards

~~There~~In ~~have~~November ~~been~~2023, nothe ~~new~~Financial ~~accounting~~Accounting ~~standards~~Standards ~~adopted~~Board ~~since~~ (the ~~filing~~“FASB”) ofissued ~~the~~Accounting ~~2024~~Standards ~~Form~~Update 10(“ASU”) 2023-K07, ~~that~~“Segment ~~have~~Reporting ~~significance,~~(Topic or280): ~~potential~~Improvements ~~significance~~to Reportable Segment Disclosures,” which is intended to ~~the~~improve reportable segment disclosure requirements. This ASU is effective for fiscal years beginning after December 15, 2023, and interim ~~condensed~~periods ~~consolidated~~within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company adopted this ASU on November 1, 2024. The adoption of this guidance did not have a material impact on the Company's financial ~~statements~~position, results of operations, comprehensive income, cash flows or disclosures.

Recently Issued Accounting Standards

In ~~November~~September ~~2024~~2025, the ~~Financial Accounting Standards Board (“~~FASB”) issued ~~Accounting Standards Update (“~~ASU”) ~~2024~~2025-0306, “~~Income~~Intangibles—Goodwill ~~Statement~~and Other—Internal-Use ~~Reporting~~Software ~~Comprehensive Income - Expense Disaggregation Disclosures~~ (Subtopic ~~220~~350-40): ~~Disaggregation~~Targeted ofImprovements ~~Income~~to ~~Statement~~the ~~Expenses~~Accounting for Internal-Use Software,” which is intended to ~~improve~~modernize ~~disclosures related to~~ the ~~Company’s~~accounting ~~certain~~for ~~income~~internal-use ~~statement~~software ~~expenses~~costs. This ASU is effective for fiscal years beginning after December 15, ~~2026~~2027, and interim reporting periods within ~~fiscal~~those ~~years~~annual ~~beginning~~reporting ~~after December 15~~periods, ~~2027,~~ with early adoption permitted. The effective date for the Company to adopt this ASU is for the fiscal year and interim periods beginning October 1, ~~2027 and October 1,~~ 2028 ~~respectively~~. The Company is in the process of determining the potential impact of adopting this guidance on its financial position, results of operations, comprehensive income, cash flow and disclosures.

In November 2024, the FASB issued ASU 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses,” which is intended to improve disclosures related to certain of the Company’s income statement expenses. This ASU is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The effective date for the Company to adopt this ASU is for the fiscal year and interim periods beginning October 1, 2027 and October 1, 2028 respectively. The Company is in the process of determining the potential impact of adopting this guidance on its financial position, results of operations, comprehensive income, cash flow and disclosures.

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Tax Disclosures,” which is intended to improve the effectiveness of income tax disclosures. This ASU is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The effective date for the Company to adopt this ASU is for the fiscal year beginning October 1, 2025. The Company is in the process of determining the potential impact of adopting this guidance on its financial position, results of operations, comprehensive income, cash flow and disclosures.

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” which is intended to improve reportable segment disclosure requirements. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The effective date for the Company to adopt this ASU is for the fiscal year and interim periods beginning November 1, 2024 and October 1, 2025 respectively. The Company is in the process of determining the potential impact of adopting this guidance on its financial position, results of operations, comprehensive income, cash flow and disclosures.10

NOTE 2 — ACQUISITIONS AND DIVESTITURES

Divestitures

Intended Soterra Business Divestiture

On August 5, 2025, the Company entered into a definitive agreement to sell its Soterra land management business, including approximately 173,000 acres of timberland (the “Soterra Business”), for a purchase price of approximately $462.0 million, subject to certain adjustments. The transaction is expected to close October 1, 2025, subject to customary closing conditions. The net cash proceeds from the sale of the Soterra Business will be used for debt repayment. The Soterra Business is reported under the Company’s Sustainable Fiber Solutions segment. The intended Soterra Business divestiture does not qualify as discontinued operations because it does not represent a strategic shift that has had a major impact on the Company’s operations or financial results.

Intended Containerboard Business Divestiture

On June 30, 2025, the Company entered into a definitive agreement to sell the Containerboard Business for a purchase price of $1,800.0 million, subject to certain adjustments. The net cash proceeds from the sale of the Containerboard Business will be used for debt repayment. The transaction is expected to close effective as of August 31, 2025, subject to customary closing conditions. The Containerboard Business was previously reported under the Company’s Sustainable Fiber Solutions segment. The intended Containerboard Business divestiture qualifies as discontinued operations because it represents a strategic shift that will have a major impact on the Company’s operations and financial results.

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NOTE 2 — DIVESTITURES

Divestitures

Soterra Divestiture

On August 5, 2025, the Company entered into a definitive agreement to sell its Soterra land management assets, consisting primarily of approximately 173,000 acres of timberland (the “Soterra Assets”). The carrying value of $231.4 million was classified as held for sale as of September 30, 2025. The transaction closed on October 1, 2025 for a purchase price of $462.0 million (the “Soterra Divestiture”). Net cash proceeds from the sale were used for debt repayment. The Soterra Divestiture does not qualify as discontinued operations, as it does not represent a strategic shift that has had a major impact on the Company’s operations or financial results. The transaction was accounted for as an asset sale and resulted in a $216.2 million gain on sale of properties, plants and equipment, net.

Containerboard Business Divestiture

Effective as of August 31, 2025, the Company completed the Containerboard Divestiture for a purchase price of $1,804.7 million. The Company incurred transaction costs of $23.4 million to complete this divestment. The net cash proceeds from the sale of the Containerboard Business have been used for debt repayment. The Containerboard Business was previously reported under the Company’s Sustainable Fiber Solutions segment. The Containerboard Divestiture qualifies as discontinued operations because it represents a strategic shift that will have a major impact on the Company’s operations and financial results.

In accordance with ASC 205-20, Allocation of Interest to Discontinued Operations, the Company elected to allocate interest expense to discontinued operations for the Company’s debt that is not directly attributable to the Containerboard business. Interest expense was allocated based on a ratio of debt repayment expected from sale proceeds to total debt.

The following table presents results of operations of the Containerboard Business from discontinued operations:

	Three Months EndedJuly 31,				Nine Months EndedJuly 31,
	Three Months EndedDecember 31,
(in millions)	2025		2024		~~2025~~		~~2024~~
Net sales	$	~~317.2~~—	$	~~289~~281.36	$	~~871.6~~	$	~~783.1~~
Cost of products sold	~~250.6~~—		~~243~~227.82		~~694.6~~		~~672.2~~
Gross profit	~~66.6~~—		4554.54		~~177.0~~		~~110.9~~
Selling, general and administrative expenses	~~12.3~~—		1110.28		~~33.7~~		~~33.4~~
Loss on disposal of businesses, net	1.2		—		1.2		—
Loss on disposal of properties, plants and equipment, net	—		0.2
Operating profit	53.1		34.3		142.1		77.5
Loss on disposal of businesses, net	2.6		—
Interest expense, net	20.2		22.5		61.0		66.3
Operating (loss) profit	(2.6)		43.4
Income from discontinued operations before income tax expense and equity earnings of unconsolidated affiliates, net	32.9		11.8		81.1		11.2
Interest expense, net	—		22.2
Income tax expense (benefit)	8.2		2.7		19.6		(1.0)
(Loss) income from discontinued operations before income tax expense and equity earnings of unconsolidated affiliates, net	(2.6)		21.2
Net income from discontinued operations	24.7		9.1		61.5		12.2
Income tax (benefit) expense	(0.6)		5.8
Net income from discontinued operations attributable to Greif, Inc.	$	24.7	$	9.1	$	61.5	$	12.2
Net (loss) income from discontinued operations	(2.0)		15.4
Net (loss) income from discontinued operations attributable to Greif, Inc.	$	(2.0)	$	15.4

For net sales and costs of products sold, which had previously been eliminated in consolidation related to intercompany sales of recycled fiber to the Containerboard Business, $7.27 million ~~and $9.8 million~~ for the three months ended ~~July~~December 31, ~~2025, and~~ 2024 ~~and $21.0 million and $26.3 million for the nine months ended July 31, 2025, and 2024~~ are now reflected on a gross basis as a component of net sales and costs of sales from continuing operations for all periods presented.

1211

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The following tables present assets and liabilities of the Containerboard Business from discontinued operations classified as held for sale:

(in millions)	July 31,2025		October 31,2024
ASSETS
Trade accounts receivable, net of allowance	$	112.9	$	108.2
Inventories	89.7		71.4
Other current assets	21.7		19.7
Total current assets from discontinued operations	224.3		199.3
Goodwill	298.2		298.2
Other intangible assets, net of amortization	4.3		4.4
Operating lease right-of-use assets	60.5		65.7
Other long-term assets	0.8		0.9
Total long-term assets from discontinued operations	363.8		369.2
Land	16.7		16.7
Buildings	109.7		108.6
Machinery and equipment	658.7		646.5
Capital projects in progress	28.1		17.8
	813.2		789.6
Accumulated depreciation	(545.1)		(520.5)
Total properties, plants and equipment, net from discontinued operations	268.1		269.1
Total assets from discontinued operations classified as held for sale	$	856.2	$	837.6
LIABILITIES
Accounts payable	$	83.5	$	63.3
Accrued payroll and employee benefits	16.7		15.1
Current portion of operating lease liabilities	8.9		9.6
Other current liabilities	12.8		13.0
Total current liabilities from discontinued operations	121.9		101.0
Operating lease liabilities	51.2		55.8
Contingent liabilities and environmental reserves	2.6		2.6
Other long-term liabilities	0.7		1.4
Total long-term liabilities from discontinued operations	54.5		59.8
Total liabilities from discontinued operations classified as held for sale	$	176.4	$	160.8

The following table presents depreciation, amortization, and capital expenditures of the Containerboard Business from discontinued operations:

Three Months EndedJuly 31,

Nine Months EndedJuly 31,

Three Months EndedDecember 31,

(in millions)

~~2025~~

2024

~~2025~~

~~2024~~

Depreciation and amortization

~~5.9~~

89.10

~~24.2~~

~~24.8~~

Capital expenditures

~~10.4~~

~~16.~~5.6

~~21.0~~

~~43.3~~

The Company had no other material noncash operating and investing activities related to the discontinued operations.

Delta Divestiture

During the third quarter of 2024, the Company completed its divestiture of a U.S. business in the Integrated Solutions segment, Delta Petroleum Company, Inc. (the “Delta Divestiture”), for net cash proceeds of $91.2 million. The Delta Divestiture did not qualify as discontinued operations because it did not represent a strategic shift that has had a major impact on the Company’s

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operations or financial results. The Delta Divestiture resulted in a $46.1 million gain on sale of business, including goodwill allocated to the sale of $26.1 million.

Acquisitions

Ipackchem Acquisition

The Company acquired Ipackchem Group SAS (“Ipackchem”) on March 26, 2024 (the “Ipackchem Acquisition”). Ipackchem is a global market leader in the production of high-performance plastic packaging, including premium barrier and non-barrier jerrycans and other small plastic containers. The total purchase price for this acquisition was $582.1 million. The Company incurred transaction costs of $8.9 million to complete this acquisition.

As of April 30, 2025, the Company had completed the determination of the fair value of assets acquired and liabilities assumed related to the Ipackchem Acquisition.

The following table summarizes the consideration transferred to acquire Ipackchem and the final valuation of identifiable assets acquired and liabilities assumed at the acquisition date:

(in millions)	Amounts Recognized as of the Acquisition Date		Measurement Period Adjustments		Amount Recognized as of Acquisition Date (as Adjusted)
Fair value of consideration transferred
Cash consideration	$	582.1	$	—	$	582.1
Recognized amounts of identifiable assets acquired and liabilities assumed
Cash and cash equivalents	$	14.5	$	—	$	14.5
Accounts receivable	50.9		—		50.9
Inventories	36.7		—		36.7
Other current assets	4.9		(0.6)		4.3
Intangibles	231.7		1.4		233.1
Operating lease right-of-use assets	15.1		2.4		17.5
Finance lease right-of-use assets	8.2		2.2		10.4
Other long-term assets	1.0		—		1.0
Properties, plants and equipment	91.5		(2.9)		88.6
Total assets acquired	454.5		2.5		457.0
Accounts payable	(17.2)		—		(17.2)
Short-term borrowings	(26.2)		—		(26.2)
Other current liabilities	(13.2)		0.1		(13.1)
Operating lease liabilities	(14.2)		(3.3)		(17.5)
Finance lease liabilities	(10.0)		(0.5)		(10.5)
Long-term deferred tax liability	(62.1)		(1.5)		(63.6)
Other long-term liabilities	(5.3)		(2.5)		(7.8)
Total liabilities assumed	(148.2)		(7.7)		(155.9)
Total identifiable net assets	$	306.3	(5.2)		301.1
Goodwill	$	275.8	$	5.2	$	281.0

The Company recognized goodwill related to this acquisition of $281.0 million. The goodwill recognized in this acquisition was attributable to the acquired assembled workforce, expected synergies and economies of scale, none of which qualify for recognition as a separate intangible asset. Ipackchem is reported within the Customized Polymer Solutions segment to which the goodwill was assigned. The goodwill is not deductible for tax purposes.

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The cost approach was used to determine the fair value for land, building, improvements and equipment. The cost approach measures the value by estimating the cost to acquire, or construct, comparable assets and adjusts for age and condition. The Company assigned to land use rights, building and improvements a useful life ranging from 1 year to 21 years and equipment a useful life ranging from 1 year to 10 years. Acquired property, plant and equipment are being depreciated over their estimated remaining useful lives on a straight-line basis.

The fair value for acquired customer relationship intangibles was determined as of the acquisition date based on estimates and judgments regarding expectations for the future after-tax cash flows arising from the revenue from customer relationships that existed on the acquisition date over their estimated lives, including the probability of expected future contract renewals and revenue, less a contributory assets charge, all of which is discounted to present value. The fair value for acquired developed technology was determined as of the acquisition date based on estimates and judgments regarding expectations for the future after-tax cash flows arising from the revenue from developed technology that existed on the acquisition date over their estimated lives. The fair values of the trademark intangible assets were determined utilizing the relief from royalty method, which is a form of the income approach. Under this method, a royalty rate based on observed market royalties is applied to projected revenue supporting the trademarks and discounted to present value using an appropriate discount rate.

Acquired intangible assets are being amortized over the estimated useful lives on a straight-line basis. The following table summarizes the final purchase price allocation and weighted average remaining useful lives for identifiable intangible assets acquired as of the acquisition date:

(in millions)	Purchase Price Allocation		Weighted Average Estimated Useful Life
Customer relationships	$	183.8	13.5
Developed technology	39.0		8.0
Trademarks	10.3		5.0
Total intangible assets	$	233.1

Pro Forma Results

The following unaudited supplemental pro forma data presents consolidated information as if the Ipackchem Acquisition had been completed on November 1, 2022. These amounts were calculated after adjusting Ipackchem’s results to reflect interest expense incurred on the debt to finance the acquisition, additional depreciation and amortization that would have been charged assuming the fair value of property, plant and equipment and intangible assets had been applied from November 1, 2022, the adjusted income tax expense, and related transaction costs.

	Three Months EndedJuly 31,		Nine Months EndedJuly 31,
(in millions, except per share amounts)	2024		2024
Pro forma net sales	$	1,454.2	$	4,120.0
Pro forma net income attributable to Greif, Inc.	87.1		224.3
Basic earnings per share attributable to Greif, Inc. common shareholders:
Class A common stock	$	1.51	$	3.89
Class B common stock	$	2.26	$	5.83
Diluted earnings per share attributable to Greif, Inc. common shareholders:
Class A common stock	$	1.50	$	3.88
Class B common stock	$	2.26	$	5.83

The pro forma data should not be considered indicative of the results that would have occurred if the acquisition and related financing had been consummated on the assumed completion dates, nor are they indicative of future results.

NOTE 3 — GOODWILL

InAs ~~December~~previously ~~2024~~discussed, ~~the Company announced changes to its reporting structure,~~ effective ~~November~~October 1, ~~2024~~2025, ~~moving to a material solution-based structure. This internal re-alignment has resulted in a change in~~ the Company’s ~~reportable~~changed ~~segments~~the ~~from~~name ~~three:~~of ~~Global~~its ~~Industrial~~Integrated ~~Packaging;~~Solutions ~~Paper~~reportable ~~Packaging~~segment ~~& Services; and Land Management;~~ to ~~four:~~Innovative ~~Customized~~Closure ~~Polymer~~ Solutions~~; Durable Metal Solutions; Sustainable Fiber Solutions; and Integrated Solutions~~.

15The Company is involved in the purchase and sale of recycled fiber and the production and sale of adhesives used in the Company’s paperboard products. Both of these products were previously reported under the Integrated Solutions reportable segment (now the Innovative Closure Solutions reportable segment), and effective October 1, 2025, these products are reported under the Sustainable Fiber Solutions reportable segment. The Company is also involved in the production and sale of complimentary packaging products and services such as paints, linings and filling that are related to the Company’s steel products. Both of these products and services were previously reported under the Integrated Solutions reportable segment (now the Innovative Closure Solutions reportable segment), and effective October 1, 2025, these products and services are now reported under the Durable Metal Solutions reportable segment. As a result of this segment realignment, the Company allocated goodwill to the recycled business, adhesives business, paints and linings business and filling business that moved between reportable segments on a relative fair value basis as of the first quarter of 2026.

~~Table~~The following table summarizes the changes in the carrying amount of ~~Content~~goodwill by segment for the three months ended December 31, 2025:

Changes to the Company’s operating segments resulted in a change to the Company’s reporting units: Customized Polymer Solutions – Small Plastics/Jerrycans; Customized Polymer Solutions – Large/Medium Plastics; Customized Polymer Solutions – Intermediate Bulk Containers; Durable Metal Solutions; Sustainable Fiber Solutions – Boxboard & Converted; Sustainable Fiber Solutions – Land Management; and Integrated Solutions. As a result of this segment realignment, the Company allocated goodwill to the reporting units existing under the new organizational structure on a relative fair value basis as of the first quarter of 2025.


(in millions)	Customized Polymer Solutions		Durable Metal Solutions		Sustainable Fiber Solutions		Innovative Closure Solutions		Total
Balance at September 30, 2025	$	622.4	$	418.7	$	475.9	$	179.5	$	1,696.5
Segment recast	—		31.3		52.4		(83.7)		—




Currency translation	2.4		1.5		0.1		0.4		4.4
Balance at December 31, 2025	$	624.8	$	451.5	$	528.4	$	96.2	$	1,700.9

In conjunction with the goodwill allocation described above, the Company tested its reporting units for potential impairment immediately before and after the segment realignment and concluded that the estimated fair value of each reporting unit exceeded its respective carrying value.

The following table summarizes the changes in the carrying amount of goodwill by segment for the nine months ended July 31, 2025:

(in millions)	Global IndustrialPackaging		PaperPackaging & Services		Customized Polymer Solutions		Durable Metal Solutions		Sustainable Fiber Solutions		Integrated Solutions		Total
Balance at October 31, 2024	$	1,148.3	$	507.2	$	—	$	—	$	—	$	—	$	1,655.5
Segment recast	(1,148.3)		(507.2)		607.9		401.8		475.9		169.9		—
Goodwill acquired / Measurement period adjustment	—		—		(10.0)		—		—		—		(10.0)
Currency translation	—		—		28.2		14.3		—		7.8		50.3
Balance at July 31, 2025	$	—	$	—	$	626.1	$	416.1	$	475.9	$	177.7	$	1,695.8

NOTE 4 — RESTRUCTURING CHARGES

The following is a reconciliation of the beginning and ending restructuring reserve balances for the ~~nine~~three months ended ~~July~~December 31, 2025:

(in millions)	EmployeeSeparationCosts		OtherCosts		Total
Balance at October 31, 2024	$	4.8	$	0.1	$	4.9
Balance at September 30, 2025	$	21.3	$	0.4	$	21.7
Costs incurred and charged to expense	174.65		93.07		268.62
Costs paid or otherwise settled	(87.12)		(83.95)		(1710.07)
Balance at July 31, 2025	$	14.3	$	0.2	$	14.5
Balance at December 31, 2025	$	18.6	$	0.6	$	19.2

The focus for restructuring activities in ~~2025~~2026 is to ~~optimize~~continue optimizing operations to manage a historical period of industrial activity contraction while simultaneously transforming the Company’s internal processes and portfolio mix for optimal alignment to long-term profitable earnings growth.

During the three months ended ~~July~~December 31, 2025, the Company recorded restructuring charges of $128.72 million, as compared to $23.73 million of restructuring charges recorded during the three months ended ~~July~~December 31, 2024. The restructuring activity for the three months ended ~~July~~December 31, 2025 consisted of $74.05 million in employee separation costs and $53.7 million in other ~~restructuring costs, primarily consisting of costs associated with site closures, professional fees and other fees associated with restructuring activities.~~

During the nine months ended July 31, 2025, the Company recorded restructuring charges of $26.6 million, as compared to $1.6 million of restructuring charges recorded during the nine months ended July 31, 2024. The restructuring activity for the nine months ended July 31, 2025 consisted of $17.6 million in employee separation costs and $9.0 million in other restructuring costs, primarily consisting of costs associated with site closures, professional fees and other fees associated with restructuring activities.12

Table of Conten t

~~The~~restructuring ~~following~~costs, isprimarily aconsisting ~~reconciliation~~ of ~~the~~costs ~~total~~associated ~~amounts~~with ~~expected~~site toclosures, beprofessional ~~incurred~~fees ~~from open restructuring plans or plans that are being formulated~~ and ~~have~~other ~~not~~fees ~~been~~associated ~~announced~~with asrestructuring ~~of the filing date of this Form 10-Q~~activities. ~~Remaining amounts expected to be incurred were $30.3 million as of July 31, 2025:~~

(in millions)	Total AmountsExpected tobe Incurred		Amounts Incurred During the Nine Months Ended July 31, 2025		AmountsRemainingto be Incurred
Customized Polymer Solutions
Employee separation costs	$	2.5	$	1.7	$	0.8
Other restructuring costs	0.4		0.3		0.1
	2.9		2.0		0.9
Durable Metal Solutions
Employee separation costs	5.8		3.7		$	2.1
Other restructuring costs	8.1		0.3		7.8
	13.9		4.0		9.9
Sustainable Fiber Solutions
Employee separation costs	13.2		11.7		$	1.5
Other restructuring costs	25.2		8.2		17.0
	38.4		19.9		18.5
Integrated Solutions
Employee separation costs	1.0		0.5		0.5
Other restructuring costs	0.7		0.2		0.5
	1.7		0.7		1.0
	$	56.9	$	26.6	$	30.3

The following is a reconciliation of the total amounts expected to be incurred from open restructuring plans or plans that are being formulated and have not been announced as of the filing date of this Form 10-Q. Remaining amounts expected to be incurred were $26.6 million as of December 31, 2025:


(in millions)	Total Amounts Expected to be Incurred		Amounts Incurred During the Three Months Ended December 31, 2025		Amounts Remaining to be Incurred
Customized Polymer Solutions
Employee separation costs	$	0.5	$	0.4	$	0.1
Other restructuring costs	0.2		—		0.2
	0.7		0.4		0.3
Durable Metal Solutions
Employee separation costs	3.9		1.0		$	2.9
Other restructuring costs	7.8		1.0		6.8
	11.7		2.0		9.7
Sustainable Fiber Solutions
Employee separation costs	4.0		3.1		$	0.9
Other restructuring costs	18.3		2.7		15.6
	22.3		5.8		16.5
Innovative Closure Solutions
Employee separation costs	0.1		—		0.1
Other restructuring costs	—		—		—
	0.1		—		0.1
	$	34.8	$	8.2	$	26.6

NOTE 5 — DEBT

Long-Term Debt

Long-term debt is summarized as follows:

(in millions)	~~July~~December 31, 2025		~~October~~September 3130, ~~2024~~2025
2022 Credit Agreement - Term Loans	$	~~1,641~~400.3	$	~~1,707~~784.41
2023 Credit Agreement - Term Loan	~~283~~69.1		~~288~~135.83
Accounts receivable credit facilities	—		357.9
2022 Credit Agreement - Revolving Credit Facility	189.6		—
2022 Credit Agreement - Revolving Credit Facility	395.7		373.7
	659.0		919.4
Other debt	—		1.3
Less: deferred financing costs	3.9		4.6
	2,320.1		2,729.1
Long-term debt, net	$	655.1	$	914.8
Less: current portion	95.8		95.8
Less: deferred financing costs	5.0		7.1
Long-term debt, net	$	2,219.3	$	2,626.2

Credit Agreements

The Company and certain of its subsidiaries are parties to a senior secured credit agreement (the “2022 Credit Agreement”) with a syndicate of financial institutions.

1713

Table of Conten t

~~continue through January 31, 2027, with any outstanding principal balance of such term loan A-2 being due and payable on~~ maturity on March 1, 2027, and (d) as further described below, a $300.0 million incremental secured term loan A-4 facility with quarterly principal installments that commenced on April 30, 2024 and continue through January 31, 2027, with any outstanding principal balance of such term loan A-4 being due and payable on maturity on March 1, 2027. Subject to the terms of the 2022 Credit Agreement, the Company has an option to borrow additional funds under the 2022 Credit Agreement with the agreement of the lenders.

On March 25, 2024, the Company and certain of its subsidiaries entered into an incremental term loan agreement (the “Incremental Term Loan A-4 Agreement”) with a syndicate of financial institutions. The Incremental Term Loan A-4 Agreement is an amendment to the 2022 Credit Agreement. The Incremental Term Loan A-4 Agreement provided for a loan in the aggregate principal amount of $300.0 million that was made available in a single draw on March 25, 2024 (the “Incremental Term Loan A-4”). Amounts repaid or prepaid in respect of the Incremental Term Loan A-4 may not be reborrowed. The Incremental Term Loan A-4 amortizes at 2.50% per annum in equal quarterly principal installments, with the remaining outstanding principal balance due on March 1, 2027. The terms and provisions of the Incremental Term Loan A-4 are identical in all material respects to the terms and provisions of the other term loans made under the 2022 Credit Agreement. The Company’s obligations with respect to the Incremental Term Loan A-4 are secured and guaranteed with the other obligations under the 2022 Credit Agreement on a pari passu basis. The Company used the proceeds from the Incremental Term Loan A-4 to repay funds drawn on the revolving credit facility under the 2022 Credit Agreement for the purchase of Ipackchem on March 26, 2024.

On May 17, 2023, the Company and Greif Packaging LLC, a direct wholly owned subsidiary of Greif, Inc. (“Greif Packaging”), entered into a $300.0 million senior secured credit agreement (the “2023 Credit Agreement” and, together with the 2022 Credit Agreement, the “2022 and 2023 Credit Agreements”) with a syndicate of financial institutions, of which CoBank, ACB (“CoBank”) acted as a lender and as the lead administrative agent. The 2023 Credit Agreement is permitted incremental equivalent debt under the terms of the 2022 Credit Agreement. The 2023 Credit Agreement provides for a $300.0 million secured term loan facility on a pari passu basis with the 2022 Credit Agreement, with quarterly principal installments that commenced on July 31, 2023 and will continue through January 31, 2028, with any outstanding principal balance of such term loan being due and payable on maturity on May 17, 2028. The Company used the borrowings under the 2023 Credit Agreement to repay and refinance a portion of the outstanding borrowings under the 2022 Credit Agreement.

Interest accruing under the 2023 Credit Agreement is based on SOFR plus a credit spread adjustment or a base rate that resets periodically plus, in each case, a calculated margin amount that is based on the Company’s leverage ratio.

As of ~~July~~December 31, 2025, $~~2,320~~659.10 million was outstanding under the 2022 and 2023 Credit Agreements., ~~The~~which ~~current portion~~ was ~~$95.8~~all ~~million,~~classified ~~and~~as ~~the~~ long-term ~~portion was $2,224~~.3 ~~million.~~ The weighted average interest rate for borrowings under the 2022 and 2023 Credit Agreements was 5.8625% for the ~~nine~~three months ended ~~July~~December 31, 2025. The actual interest rate for borrowings under the 2022 and 2023 Credit Agreements was 64.0794% as of ~~July~~December 31, 2025. The deferred financing costs associated with the term loan portion of the 2022 and 2023 Credit Agreements totaled $53.09 million as of ~~July~~December 31, 2025 and are recorded as a reduction of long-term debt on the interim condensed consolidated balance sheets. The deferred financing costs associated with the revolving portion of the 2022 Credit Agreement totaled $1.72 million as of ~~July~~December 31, 2025 and are recorded within other long-term assets on the interim condensed consolidated balance sheets.

Short-Term Debt

Short-term debt is summarized as follows:

(in millions)	~~July~~December 31, 2025	~~October~~September 3130, ~~2024~~2025
Accounts receivable credit facilities	386.6	—
U.S. accounts receivable credit facilities	174.4	179.7
Other debt	15.3	18.6
European accounts receivable credit facilities	93.6	95.3
	401.9	18.6
Other debt	20.9	12.7
	288.9	287.7

1814

Table of Conten t

Accounts Receivable Credit Facilities

Greif Receivables Funding LLC (“Greif Funding”), Greif Packaging, and certain other U.S. subsidiaries of the Company are parties to an amended and restated U.S. Receivables Financing Facility Agreement (the “U.S. RFA”). Onwith ~~May~~a ~~16, 2025, the~~ maturity date of ~~the U.S. RFA was extended to~~ May 15, 2026. The U.S. RFA provides an accounts receivable financing facility of $~~290~~200.0 million. As of ~~July~~December 31, 2025, there was a $~~284~~174.34 million ($~~273~~179.7 million as of ~~October~~September 3130, ~~2024~~2025) outstanding under the U.S. RFA. The weighted average interest rate for borrowings under the U.S. RFA was 5.4800% for the ~~nine~~three months ended ~~July~~December 31, 2025. The deferred financing costs associated with the U.S. RFA totaled $0.1 million as of July 31, 2025 and are recorded as a reduction of short-term debt on the interim condensed consolidated balance sheets.

On August 28, 2025, the U.S. RFA was amended to provide an accounts receivable financing facility of $200.0 million.

Greif Funding is a direct subsidiary of Greif Packaging and is included in the Company’s consolidated financial statements. However, because Greif Funding is a separate and distinct legal entity from the Company, the assets of Greif Funding are not available to satisfy the liabilities and obligations of the Company, Greif Packaging or other subsidiaries of the Company, and the liabilities of Greif Funding are not the liabilities or obligations of the Company or its other subsidiaries.

Cooperage Receivables Finance B.V. and Greif Services Belgium BV, an indirect wholly owned subsidiary of Greif, Inc., are parties to an amended and restated Nieuw Amsterdam Receivables Financing Agreement (the “European RFA”) with affiliates of a major international bank. Onwith ~~April~~a ~~1, 2025, the~~ maturity date of ~~the European RFA was extended to~~ April 21, 2026. The European RFA provides an accounts receivable financing facility of up to €100.0 million ($~~115~~117.57 million as of ~~July~~December 31, 2025) secured by certain European accounts receivable. As of ~~July~~December 31, 2025, $~~102~~93.36 million ($8495.23 million as of ~~October~~September 3130, ~~2024~~2025) was outstanding under the European RFA. The weighted average interest rate for borrowings under the European RFA was 32.7396% for the ~~nine~~three months ended ~~July~~December 31, 2025.

NOTE 6 — FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS

Recurring Fair Value Measurements

The following table presents the fair value for those assets and (liabilities) measured on a recurring basis as of ~~July~~December 31, 2025 and ~~October~~September 3130, ~~2024~~2025:

	July 31, 2025
	December 31, 2025
	Assets								Liabilities
(in millions)	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Interest rate derivatives	$	—	$	2917.4	$	—	$	2917.4	$	—	$	~~(7.2)~~—	$	—	$	~~(7.2)~~—
Foreign exchange hedges	—		1.0.4		—		1.0.4		—		(01.82)		—		(01.82)
Insurance annuity	—		—		20.25		20.25		—		—		—		—
Cross currency swap	—		5.89		—		5.89		—		(4753.05)		—		(4753.05)
	October 31, 2024
	September 30, 2025
	Assets								Liabilities
(in millions)	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Interest rate derivatives	$	—	$	4022.41	$	—	$	4022.41	$	—	$	~~(5.6)~~—	$	—	$	~~(5.6)~~—
Foreign exchange hedges	—		0.25		—		0.25		—		(0.16)		—		(0.16)
Insurance annuity	—		—		1820.93		1820.93		—		—		—		—
Cross currency swap	—		175.69		—		175.69		—		(651.40)		—		(651.40)

The carrying amounts of cash and cash equivalents, trade accounts receivable, accounts payable, current liabilities and short-term borrowings as of ~~July~~December 31, 2025 and ~~October~~September 3130, ~~2024~~2025 approximate their fair values because of the short-term nature of these items and are not included in this table.

Interest Rate Derivatives

As of ~~July~~December 31, 2025, the Company has various interest rate swaps with a total notional amount of $~~1,362~~275.50 million ($~~1,400~~562.05 million as of ~~October~~September 3130, ~~2024~~2025), maturing between March 1, 2027 and July 16, 2029. The Company will receive variable rate interest payments based upon one-month U.S. dollar SOFR, and in return the Company will be obligated to pay interest at a weighted average fixed interest rate of 1.16%. This effectively converted the borrowing rate on an amount of debt equal to the notional amount of the interest rate swaps from a variable rate to a fixed rate.

19These derivatives are designated as cash flow hedges for accounting purposes. Accordingly, the gain or loss on these derivative instruments is reported as a component of other comprehensive income (loss) and reclassified into earnings in the same line item associated with the forecasted transaction and in the same period during which the hedged transaction affects earnings. See

Table of Conten t

~~weighted~~Note ~~average~~11 ~~fixed~~to ~~interest~~the ~~rate~~interim ofcondensed ~~2.99%.~~consolidated ~~This~~financial ~~effectively~~statements ~~converted~~for additional disclosures of the ~~borrowing~~aggregate ~~rate~~gain onor anloss ~~amount~~included ofwithin ~~debt~~other ~~equal~~comprehensive toincome ~~the~~(loss). ~~notional~~The ~~amount~~assumptions used in measuring fair value of ~~the~~these interest rate ~~swaps~~derivatives ~~from~~are aconsidered ~~variable~~level ~~rate~~2 toinputs, which are based upon observable market rates, including SOFR and interest paid based upon a designated fixed rate over the life of the swap agreements.

~~These~~Gains derivatives are designated as cash flow hedges for accounting purposes. Accordingly, the gain or loss on these derivative instruments is reported as a component of other comprehensive income (loss) and reclassified ~~into~~to earnings inunder ~~the~~these ~~same~~contracts ~~line~~were ~~item~~$2.0 ~~associated~~million ~~with the forecasted transaction~~ and ~~in the same period during which the hedged transaction affects earnings~~$6.2 ~~See~~million ~~Note 12 to the interim condensed consolidated financial statements~~ for ~~additional disclosures of~~ the ~~aggregate~~three ~~gain~~months orended ~~loss~~December 31, ~~included~~2025, ~~within~~and ~~other~~2024, ~~comprehensive income (loss)~~respectively. ~~The~~A ~~assumptions~~derivative ~~used~~gain ~~in measuring fair value~~ of ~~these~~$7.5 ~~interest rate derivatives are considered level 2 inputs~~million, ~~which are~~ based upon ~~observable~~interest ~~market~~ rates, ~~including~~at ~~SOFR~~December 31, ~~and~~2025, ~~interest~~is ~~paid~~expected ~~based~~to ~~upon~~be areclassified ~~designated~~from ~~fixed~~accumulated ~~rate~~other ~~over~~comprehensive ~~the~~income ~~life~~to ofearnings in the ~~swap~~next ~~agreements~~twelve months.

Gains reclassified to earnings under these contracts were $4.6 million and $8.4 million for the three months ended July 31, 2025, and 2024, respectively. Gains reclassified to earnings under these contracts were $14.8 million and $27.0 million for the nine months ended July 31, 2025, and 2024, respectively. A derivative gain of $14.0 million, based upon interest rates at July 31, 2025, is expected to be reclassified from accumulated other comprehensive income to earnings in the next twelve months.

Foreign Exchange Hedges

The Company conducts business in various international currencies and is subject to risks associated with changing foreign exchange rates. The Company’s objective is to reduce volatility associated with foreign exchange rate changes. Accordingly, the Company enters into various contracts that change in value as foreign exchange rates change to protect the value of certain existing foreign currency assets and liabilities, commitments and anticipated foreign currency cash flows. As of ~~July~~December 31, 2025, and ~~October~~September 3130, ~~2024~~2025, the Company had outstanding foreign currency forward contracts in the notional amount of $~~219~~118.62 million and $74165.10 million, respectively.

Adjustments to fair value are recognized in earnings, offsetting the impact of the hedged profits. The assumptions used in measuring fair value of foreign exchange hedges are considered level 2 inputs, which are based on observable market pricing for similar instruments, principally foreign exchange futures contracts.

For the three months ended ~~July~~December 31, 2025, and 2024, the Company recorded realized gains (losses) of $0.13 million and $0(1.89) million, respectively, under fair value contracts in other expense, net. ~~For the nine months ended July 31, 2025, and 2024, the Company recorded realized gains of $0.8 million and $2.1 million, respectively, under fair value contracts in other expense, net.~~

For the three months ended ~~July~~December 31, 2025, and 2024, the Company recorded unrealized net ~~gains~~ (losses) gains of $~~0.9 million and $~~(0.18) million, ~~respectively, in other expense, net. For the nine months ended July 31, 2025,~~ and ~~2024, the Company recorded unrealized net gains (losses) of~~ $0.21 million ~~and $(0.5) million~~, respectively, in other expense, net.

Cross Currency Swap

The Company has operations and investments in various international locations and is subject to risks associated with changing foreign exchange rates. As of ~~July~~December 31, 2025 and September 30, 2025, the Company has various cross currency interest rate swaps that synthetically swap $534.9 million ~~($447.6 million as~~ of ~~October 31, 2024) of~~ U.S. fixed rate debt to Euro denominated fixed rate debt. The Company receives a weighted average rate of 1.64% on these swaps. These agreements are designated as either net investment hedges or cash flow hedges for accounting purposes and will mature between October 5, 2026 and November 3, 2028.

The gain or loss on these net investment hedge derivative instruments is included in the foreign currency translation component of other comprehensive income (loss) until the net investment is sold, diluted, or liquidated. See Note 1211 to the interim condensed consolidated financial statements for additional disclosures of the aggregate gain or loss included within other comprehensive income (loss). The gain or loss on the cash flow hedge derivative instruments is included in the unrealized foreign exchange component of other expense, offset by the underlying gain or loss on the underlying cash flows that are being hedged. Interest payments received for the cross currency swap are excluded from the net investment hedge effectiveness assessment and are recorded in interest expense, net on the consolidated statements of income. The assumptions used in measuring fair value of the cross currency swap are considered level 2 inputs, which are based upon the Euro to United States dollar exchange rate market.

For the three months ended ~~July~~December 31, 2025 and 2024, gains recorded in interest expense, net under the cross currency swap agreements were $2.2 million and $1.5 million, respectively. ~~For the nine months ended July 31, 2025 and 2024, gains recorded in interest expense, net under the cross currency swap agreements were $5.5 million and $5.0 million, respectively.~~

Table of Content

During the first quarter of 2025, the Company executed a cash settlement of certain cross-currency swap contracts and simultaneously entered into new cross-currency swaps at prevailing market rates. The net cash settlement from restriking these swaps resulted in a cash receipt of $22.5 million of which $11.5 million related to cross-currency swap contracts designated as net investment hedges and $11.0 million related to cross-currency swap contracts designated as cash flow hedges.

The net investment hedges that were settled resulted in a final gain of $11.3 million, which is included in the foreign currency translation component of other comprehensive income (“OCI”) and the final OCI balance on these transactions is maintained on the balance sheet until the underlying hedged subsidiary is either sold or substantially liquidated. For the cash flow hedges that were settled, the gain will be recognized to income, through interest expense, over time through an amortization of the remaining OCI balance at termination. This OCI balance amounted to $1.8 million and will be recognized on a straight-line basis to the income statement through the transaction’s original maturity date of October 5, 2026.

Other Financial Instruments

The fair values of the Company’s 2022 Credit Agreement, the 2023 Credit Agreement, the U.S. RFA, and the European RFA do not materially differ from carrying value as the Company’s cost of borrowing is variable and approximates current borrowing rates. The fair values of the Company’s long-term obligations are estimated based on either the quoted market prices for the same or similar issues or the current interest rates offered for the debt of the same remaining maturities, which are considered level 2 inputs in accordance with Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures.”

~~Non-Recurring Fair Value Measurements~~16

The following table presents quantitative information about the significant unobservable inputs used to determine the fair value of the impairment of long-lived assets held and used and net assets held for sale for the nine months ended July 31, 2025 and 2024:

Quantitative Information about Level 3Fair Value Measurements

(in millions)

Impairment Amount

ValuationTechnique

UnobservableInput

Range ofInputValues

July 31, 2025

Net Assets Held for Sale

4.7

Indicative Bids

N/A

Long Lived Assets

23.1

Discounted Cash Flows; Indicative Bids

N/A

Total

27.8

July 31, 2024

Long Lived Assets

1.9

Discounted Cash Flows; Indicative Bids

N/A

Total

1.9

For nine months ended July 31, 2025, the Company wrote down long-lived assets with a carrying value of $47.9 million to a fair value of $24.8 million, resulting in recognized asset impairment charges of $23.1 million. These charges include $0.7 million related to properties, plants and equipment, net, in the Customized Polymer Solutions reportable segment, $2.2 million related to properties, plants and equipment, net, in the Durable Metal Solutions reportable segment, $17.3 million related to properties, plants and equipment, net, in the Sustainable Fiber Solutions reportable segment, $0.3 million related to properties, plants and equipment, net in the Integrated Solutions reportable segment, $2.4 million related to definite-lived intangibles in the Customized Polymer Solutions reportable segment and $0.2 million related to definite-lived intangibles in the Integrated Solutions reportable segment. For nine months ended July 31, 2025, the Company also recognized impairment charges of $4.7 million related to net assets held for sale in the Sustainable Fiber Solutions reportable segment.

For nine months ended July 31, 2024, the Company wrote down long-lived assets with a carrying value of $4.2 million to a fair value of $2.3 million, resulting in recognized asset impairment charges of $1.9 million. These charges include $0.4 million related to properties, plants and equipment, net, in the Durable Metal Solutions reportable segment, $1.3 million related to

Table of Conten t

~~properties,~~Non-Recurring ~~plants~~Fair ~~and~~Value ~~equipment, net, in the Sustainable Fiber Solutions reportable segment and $0.2 million related to properties, plants and equipment, net, in the Integrated Solutions reportable segment.~~Measurements

Quantitative Information about Level 3
Fair Value Measurements

(in millions)

Impairment Amount

Valuation
Technique

Unobservable
Input

Range of
Input
Values

December 31, 2025

Long Lived Assets

0.2

Discounted Cash Flows; Indicative Bids

N/A

Total

0.2

December 31, 2024

Long Lived Assets

0.3

Discounted Cash Flows; Indicative Bids

N/A

Total

0.3

For three months ended December 31, 2025, the Company wrote down long-lived assets with a carrying value of $0.7 million to a fair value of $0.5 million, resulting in recognized asset impairment charges of $0.2 million. These charges include $0.2 million related to properties, plants and equipment, net, in the Sustainable Fiber Solutions reportable segment.

For three months ended December 31, 2024, the Company wrote down long-lived assets with a carrying value of $0.3 million to a fair value of $0.0 million, resulting in recognized asset impairment charges of $0.3 million. These charges include $0.3 million related to properties, plants and equipment, net, in the Customized Polymer Solutions reportable segment.

The assumptions used in measuring fair value of long-lived assets are considered level 3 inputs, which include bids received from third parties, recent purchase offers, market comparable information, and discounted cash flows based on assumptions that market participants would use.

NOTE 7 – STOCK-BASED COMPENSATION

Long-Term Incentive Plan

The Company granted ~~123~~131,~~800~~518 restricted stock units (“RSUs”) on ~~December~~November 133, ~~2024~~2025, for the performance period commencing on ~~November~~October 1, ~~2024~~2025 and ending September 30, ~~2027~~2028. The weighted average fair value of the RSUs granted on that date was $6656.6175.

~~During~~Subsequent to December 31, 2025, the Company issued 4955,~~269~~654 shares of Class A Common Stock, which excludes shares withheld for the payment of taxes owed by recipients for RSUs vested, for the performance period commenced on November 1, ~~2021~~2022 and ended ~~October~~September 3130, ~~2024~~2025.

The Company granted 215,~~953~~586 performance stock units (“PSUs”) on ~~December~~November 133, ~~2024~~2025, for the performance period commencing on ~~November~~October 1, ~~2024~~2025 and ending September 30, ~~2027~~2028. If earned, the PSUs are to be awarded in shares of Class A Common Stock. The weighted average fair value of the PSUs granted on that date was $6153.1971.

~~During~~Subsequent to December 31, 2025, the Company issued ~~161~~170,~~641~~210 shares of Class A Common Stock, which excludes shares withheld for the payment of taxes owed by recipients for PSUs vested, for the performance period commenced on November 1, ~~2021~~2022 and ended ~~October~~September 3130, ~~2024~~2025.

NOTE 8 — INCOME TAXES

Income tax expense for the quarter and year-to-date was calculated according to ASC 740-270, “Income Taxes - Interim Reporting.” This method uses forecasted annual earnings and other amounts, such as uncertain tax positions and withholding taxes, to estimate annual tax expense. Losses from jurisdictions with a valuation allowance are excluded from the annual ~~estimated tax rate. Each quarter’s income tax expense is based on the year-to-date annual estimated tax rate, adjusted for discrete taxable events during the interim period.~~

For the nine months ended July 31, 2025 and 2024, income tax expense was $38.0 million and $16.0 million, respectively. The $22.0 million increase was primarily attributable to a one-time discrete tax benefit of $48.1 million recognized in 2024 related to the onshoring of certain intangible property and $1.2 million related to other miscellaneous discrete items. This was partially offset by a gain of $17.3 million from the Delta Divestiture in 2024 and a $10.0 million increase in tax expense in 2024 driven by higher pre-tax earnings and changes in the geographic mix of earnings across tax jurisdictions.

As part of the Ipackchem Acquisition, a deferred tax liability of $63.6 million has been recorded through purchase accounting. This liability arises from the temporary differences between the fair value of the acquired assets and liabilities and their respective tax basis through the measurement period. The primary components of the deferred tax liability include intangible assets, property, plant and equipment, and inventory. The goodwill is not deductible for tax purposes.

Table of Conten t

~~NOTE~~estimated 9tax —rate. ~~POST~~Each ~~RETIREMENT~~quarter’s ~~BENEFIT~~income ~~PLANS~~tax expense is based on the year-to-date annual estimated tax rate, adjusted for discrete taxable events during the interim period.

For the three months ended December 31, 2025 and 2024, income tax expense was $58.9 million and $6.8 million, respectively. The ~~components~~$52.1 million increase was primarily attributable to a one-time discrete tax expense of ~~net~~$49.3 million ~~periodic~~recognized ~~pension~~in ~~cost~~the ~~include~~current fiscal year related to the ~~following:~~Soterra Divestiture.

	Three Months EndedJuly 31,				Nine Months EndedJuly 31,
(in millions)	2025		2024		2025		2024
Service cost	$	1.4	$	1.5	$	4.1	$	4.3
Interest cost	7.7		8.6		23.2		25.9
Expected return on plan assets	(9.6)		(10.8)		(28.7)		(32.3)
Amortization of prior service benefit	—		—		(0.1)		(0.2)
Recognized net actuarial loss (gain)	0.1		(0.2)		0.4		(0.7)
Net periodic pension cost (benefit)	$	(0.4)	$	(0.9)	$	(1.1)	$	(3.0)

On July 4, 2025, H.R. 1, commonly known as the One Big Beautiful Bill Act (“OBBBA”), was enacted into law. The OBBBA permanently extends several major provisions of the Tax Cuts and Jobs Act of 2017, including 100% bonus depreciation, domestic research cost expensing, enhanced business interest deductibility, and modifications to the international tax framework. The Company has evaluated the impact of the OBBBA as part of its fiscal year 2026 forecast, and the effects of the legislation are reflected in the Company’s income tax provision for the first quarter of 2026. The Company will continue to assess the application of the OBBBA and any related regulatory guidance as it becomes available.

~~The~~NOTE ~~Company expects to make employer contributions of $5.~~9 ~~million,~~— ~~including~~CONTINGENT ~~benefits~~LIABILITIES ~~paid~~AND ~~directly~~ENVIRONMENTAL ~~by the Company, during 2025.~~RESERVES

The components of net periodic pension cost and net periodic post-retirement benefit, other than the service cost components, are included in the line item “Other expense, net” in the interim condensed consolidated statements of income.

NOTE 10 — CONTINGENT LIABILITIES AND ENVIRONMENTAL RESERVES

Litigation-related Liabilities

The Company may become involved from time-to-time in litigation and regulatory matters incidental to its business, including governmental investigations, enforcement actions, personal injury claims, product liability, employment health and safety matters, commercial disputes, intellectual property matters, disputes regarding environmental clean-up costs, litigation in connection with acquisitions and divestitures, and other matters arising out of the normal conduct of its business. The Company intends to vigorously defend itself in such litigation. The Company does not believe that the outcome of any pending litigation will have a material adverse effect on its interim condensed consolidated financial statements.

The Company may accrue for contingencies related to litigation and regulatory matters if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Because litigation is inherently unpredictable and unfavorable resolutions can occur, assessing contingencies is highly subjective and requires judgments about future events. The Company regularly reviews contingencies to determine whether its accruals are adequate. The amount of ultimate loss may differ from these estimates.

Environmental Reserves

As of ~~July~~December 31, 2025, and ~~October~~September 3130, ~~2024~~2025, the Company’s environmental reserves were $17.10 million and $1617.53 million, respectively (including $9.8 million for the Diamond Alkali Superfund Site in ~~the~~ New Jersey). These reserves are principally based on environmental studies and cost estimates provided by third parties, but also take into account management estimates. The estimated liabilities are reduced to reflect the anticipated participation of other potentially responsible parties in those instances where it is probable that such parties are legally responsible and financially capable of paying their respective shares of relevant costs. For sites that involve formal actions subject to joint and several liabilities, these actions have formal agreements in place to apportion the liability. It is possible that there could be resolution of uncertainties in the future that would require the Company to record charges that could be material to future earnings.

The Company’s exposure to adverse developments with respect to any individual site is not expected to be material. Although environmental remediation could have a material effect on results of operations if a series of adverse developments occur in a particular quarter or year, the Company believes that the chance of a series of adverse developments occurring in the same quarter or year is remote. Future information and developments will require the Company to continually reassess the expected impact of these environmental matters. The Company is not a party to any pending legal proceedings that are material to its business or interim condensed consolidated financial statements.

NOTE 1110 — EARNINGS PER SHARE

The Company has two classes of common stock and, as such, applies the “two-class method” of computing earnings per share (“EPS”) as prescribed in ASC 260, “Earnings Per Share.” In accordance with this guidance, earnings are allocated in the same fashion as dividends would be distributed. Under the Company’s certificate of incorporation, any distribution of dividends in any year must be made in proportion of one cent a share for Class A Common Stock to one and one-half cents a share for Class B Common Stock, which results in a 40% to 60% split to Class A and B shareholders, respectively. In accordance with this, earnings are allocated first to Class A and Class B Common Stock to the extent that dividends are actually paid and the remainder is allocated assuming all of the earnings for the period have been distributed in the form of dividends.

2318

Table of Conten t

any year must be made in proportion of one cent a share for Class A Common Stock to one and one-half cents a share for Class B Common Stock, which results in a 40% to 60% split to Class A and B shareholders, respectively. In accordance with this, earnings are allocated first to Class A and Class B Common Stock to the extent that dividends are actually paid and the remainder is allocated assuming all of the earnings for the period have been distributed in the form of dividends.

The Company calculates EPS as follows:

Basic Class A EPS

40% * Average Class A Shares Outstanding

Undistributed Net Income

Class A Dividends Per Share

40% * Average Class A Shares Outstanding + 60% * Average Class B Shares Outstanding

Average Class A Shares Outstanding

Diluted Class A EPS

40% * Average Class A Shares Outstanding

Undistributed Net Income

Class A Dividends Per Share

40% * Average Class A Shares Outstanding + 60% * Average Class B Shares Outstanding

Average Diluted Class A Shares Outstanding

Basic Class B EPS

60% * Average Class B Shares Outstanding

Undistributed Net Income

Class B Dividends Per Share

40% * Average Class A Shares Outstanding + 60% * Average Class B Shares Outstanding

Average Class B Shares Outstanding

*Diluted Class B EPS calculation is identical to Basic Class B calculation

The following table provides EPS information for each period, respectively:

	Three Months EndedJuly 31,				Nine Months EndedJuly 31,
	Three Months EndedDecember 31,
(in millions)	2025		2024		~~2025~~		~~2024~~
Numerator for basic and diluted EPS
Net income from continuing operations attributable to Greif, Inc.	$	39176.36	$	786.06	$	~~58.4~~	$	~~186.5~~
Net income from discontinued operations attributable to Greif, Inc.	24.7		9.1		61.5		12.2
Net (loss) income from discontinued operations attributable to Greif, Inc.	(2.0)		15.4
Net income attributable to Greif, Inc.	64174.06		8722.10		~~119.9~~		~~198.7~~
Cash dividends	(31.4)		(30.1)		(93.8)		(89.8)
Dividends declared	(31.7)		(31.0)
Undistributed earnings attributable to Greif, Inc.	$	32142.69	$	57(9.0)	$	~~26.1~~	$	~~108.9~~

The Class A Common Stock has no voting rights unless four quarterly cumulative dividends upon the Class A Common Stock are in arrears. The Class B Common Stock has full voting rights. There is no cumulative voting for the election of directors.

~~The following table summarizes the shares of the Company’s Class A and Class B~~ Common Stock ~~as of the specified dates:~~Repurchases

	AuthorizedShares	IssuedShares	OutstandingShares	TreasuryShares
July 31, 2025
Class A Common Stock	128,000,000	42,281,920	26,169,944	16,111,976
Class B Common Stock	69,120,000	34,560,000	21,331,127	13,228,873
October 31, 2024
Class A Common Stock	128,000,000	42,281,920	25,850,270	16,431,650
Class B Common Stock	69,120,000	34,560,000	21,331,127	13,228,873

In 2017, the Board of Directors authorized the Company to repurchase up to 4,000,000 shares of the Company’s Class A Common Stock or Class B Common Stock, or any combination of the foregoing (the “2017 Authorization”).

24In the first quarter of 2026, the Company entered into two agreements for open market repurchases that would nearly complete the repurchase of shares under the 2017 Authorization. One agreement provides for the repurchase of shares of Class A Common Stock up to an aggregate amount not to exceed $120.0 million in total repurchases, and the other agreement provides for the repurchase of shares of Class B Common Stock up to an aggregate amount not to exceed $30.0 million in total repurchases.

On December 9, 2025, the Board of Directors authorized the Company to repurchase shares of Class A Common Stock or Class B Common Stock, or any combination of the foregoing, up to an aggregate amount not to exceed $300.0 million in total purchases (the “2025 Authorization”). Repurchases of shares of Class A Common Stock or Class B Common Stock under the 2025 Authorization will not begin until after the completion of the repurchase of shares of Class A Common Stock or Class B Common Stock, as the case may be, under the 2017 Authorization.

For the three months ended December 31, 2025, 1,813,600 shares of Class A Common Stock and 110,088 of Class B Common Stock have been repurchased under the 2017 Authorization. As of December 31, 2025, the remaining number of shares that could be repurchased under the 2017 Authorization was 581,148 shares.

Table of Conten t

The following table summarizes the shares of the Company’s Class A and Class B Common Stock as of the specified dates:


	Authorized Shares	Issued Shares	Outstanding Shares	Treasury Shares
December 31, 2025
Class A Common Stock	128,000,000	42,281,920	24,356,344	17,925,576
Class B Common Stock	69,120,000	34,560,000	21,221,039	13,338,961

September 30, 2025
Class A Common Stock	128,000,000	42,281,920	26,169,944	16,111,976
Class B Common Stock	69,120,000	34,560,000	21,331,127	13,228,873

The following is a reconciliation of the shares used to calculate basic and diluted earnings per share:

Three Months EndedJuly 31,

Nine Months EndedJuly 31,

Three Months EndedDecember 31,

2025

2024

~~2025~~

~~2024~~

Class A Common Stock:

Basic shares

2625,~~143~~698,~~295~~863

25,~~821~~850,~~732~~270

~~26,055,141~~

~~25,718,597~~

Assumed conversion of restricted shares

~~134~~753,~~535~~244

~~277~~437,~~825~~017

~~108,378~~

~~162,996~~

Diluted shares

26,~~277~~452,~~830~~107

26,~~099~~287,~~557~~287

~~26,163,519~~

~~25,881,593~~

Class B Common Stock:

Basic and diluted shares

21,~~331~~315,~~127~~064

21,331,127

~~21,331,127~~

NOTE 1211 — COMPREHENSIVE INCOME (LOSS)

The following table provides the rollforward of accumulated other comprehensive income (loss) for the ~~nine~~three months ended ~~July~~December 31, 2025:

(in millions)	ForeignCurrencyTranslation		Derivative Financial Instruments		MinimumPensionLiabilityAdjustment		AccumulatedOtherComprehensiveIncome (Loss)
Balance as of October 31, 2024	$	(314.1)	$	33.9	$	(74.9)	$	(355.1)
Balance as of September 30, 2025	$	(201.1)	$	8.1	$	(57.8)	$	(250.8)
Other comprehensive income (loss)	9512.03		(210.48)		(10.5)4		7211.19
Balance as of July 31, 2025	$	(219.1)	$	12.5	$	(76.4)	$	(283.0)
Balance as of December 31, 2025	$	(188.8)	$	7.3	$	(57.4)	$	(238.9)

The following table provides the rollforward of accumulated other comprehensive income (loss) for the ~~nine~~three months ended ~~July~~December 31, 2024:

(in millions)	Foreign CurrencyTranslation		DerivativeFinancialInstruments		Minimum PensionLiability Adjustment		Accumulated OtherComprehensiveIncome (Loss)
Balance as of October 31, 2023	$	(317.7)	$	71.7	$	(70.5)	$	(316.5)
Balance as of September 30, 2024	$	(265.9)	$	(5.0)	$	(76.7)	$	(347.6)
Other comprehensive income (loss)	14(93.82)		~~(35~~51.5)		~~(4.~~3).5		(2538.02)
Balance as of July 31, 2024	$	(302.9)	$	36.2	$	(74.8)	$	(341.5)
Balance as of December 31, 2024	$	(359.1)	$	46.5	$	(73.2)	$	(385.8)

The components of accumulated other comprehensive income (loss) above are presented net of tax, as applicable.

NOTE 1312 — BUSINESS SEGMENT INFORMATION

As previously ~~described~~discussed, effective ~~November~~October 1, ~~2024~~2025, the Company ~~implemented~~changed ~~changes~~the toname ~~its~~of ~~reporting structure, moving to a material solution-based structure. The Company realigned~~ its ~~organizational~~Integrated ~~structure~~Solutions ~~to four operating segments and four~~ reportable ~~business~~segment ~~segments:~~to ~~Customized~~Innovative ~~Polymer~~Closure Solutions~~; Durable Metal Solutions; Sustainable Fiber Solutions; and Integrated Solutions~~.

~~The Company’s reportable business segments offer different products and services. The products and services included in each of these reportable segments are as follows:~~20

•Customized Polymer Solutions: Operations in the Customized Polymer Solutions reportable segment involve the production and sale of a comprehensive line of polymer based packaging products, such as plastic drums, rigid intermediate bulk containers and small plastics. The polymer-based packaging products and services are sold on a global basis to customers in industries such as chemicals, food and beverage, agricultural, pharmaceutical and mineral products, among others.

•Durable Metal Solutions: Operations in the Durable Metal Solutions reportable segment involve the production and sale of metal-based packaging products, including a wide variety of steel drums. The metal-based packaging products are sold on a global basis to customers in industries such as chemicals, petroleum, agriculture and paints and coatings, among others.

Table of Conten t

~~•Sustainable~~The ~~Fiber~~Company ~~Solutions:~~is ~~Operations~~involved in the purchase and sale of recycled fiber and the production and sale of adhesives used in the Company’s paperboard products. Both of these products were previously reported under the Integrated Solutions reportable segment (now the Innovative Closure Solutions reportable segment), and effective October 1, 2025, these products are reported under the Sustainable Fiber Solutions reportable segment. ~~involve~~The Company is also involved in the production and sale of ~~fiber-based~~complimentary packaging products, ~~including~~and ~~fibre~~services ~~drums,~~such ~~uncoated~~as ~~recycled board~~paints, ~~coated~~linings ~~recycled~~and ~~board,~~filling ~~tubes~~that ~~and~~are ~~cores~~related ~~and~~to ~~specialty~~the ~~partitions~~Company’s ~~made~~steel ~~from~~products. ~~containerboard,~~Both ~~uncoated~~of ~~recycled~~these ~~board~~products and ~~coated~~services ~~recycled~~were ~~board.~~previously ~~The~~reported ~~fiber-based~~under ~~packaging~~the ~~products~~Integrated ~~are~~Solutions ~~sold~~reportable insegment ~~North~~(now ~~America~~the inInnovative ~~industries~~Closure ~~such~~Solutions asreportable ~~packaging~~segment), ~~automotive~~and effective October 1, ~~construction~~2025, ~~food~~these products and ~~beverage~~services ~~and~~are ~~building~~reported ~~products.~~under Inthe ~~addition,~~Durable ~~this~~Metal Solutions reportable segment. isThese ~~involved~~adjustments position each business within its respective place in the ~~management~~integrated ~~and~~value ~~sale~~chain ofand ~~timber,~~reinforce ~~timberland~~a ~~and~~clear ~~special~~emphasis ~~use~~on ~~properties~~closure insystems within the ~~southeastern~~Innovative ~~United~~Closure ~~States~~Solutions reportable segment.

~~•Integrated~~The ~~Solutions:~~Company ~~Operations~~has infour ~~the~~operating ~~Integrated~~segments ~~Solutions reportable segment involve the production~~ and ~~sale~~four ~~of complimentary packaging products, such as paints, linings and closure systems for industrial packaging products and related services. In addition, this~~ reportable ~~segment~~segments: isCustomized ~~involved~~Polymer inSolutions; ~~the~~Durable ~~purchase~~Metal ~~and~~Solutions; ~~sale~~Sustainable ofFiber ~~recycled~~Solutions; ~~fiber~~ and ~~the~~Innovative ~~production~~Closure ~~and sale of adhesives, which can be used in containerboard and paperboard products~~Solutions. ~~These products and services are used internally by the Company and are also sold to external customers.~~

The Company’s ~~Chief~~reportable ~~Operating~~business ~~Decision~~segments ~~Maker~~offer ~~(“CODM”)~~different isproducts ~~the~~and ~~Chief Executive Officer~~services. The ~~Company’s~~accounting ~~CODM~~policies ~~reviews~~of ~~financial~~the ~~information~~reportable ~~presented~~business ~~on material solution-based operating~~ segments ~~for~~are ~~purposes~~substantially ofthe ~~making~~same ~~operating~~as ~~decisions~~those ~~and~~described ~~assessing~~in ~~financial~~the ~~performance.~~“Basis ~~Intercompany~~of ~~balances~~Presentation ~~were~~and ~~eliminated~~Summary inof ~~consolidation~~Significant ~~and~~Accounting ~~are~~Policies” ~~not~~note ~~reviewed~~in ~~when~~the ~~evaluating~~2025 ~~segment~~Form ~~performance~~10-KT.

AsThe ~~disclosed above, the~~ Company’s ~~entered~~Chief ~~into~~Operating aDecision ~~definitive~~Maker ~~agreement~~(“CODM”) tois ~~sell~~ the ~~Containerboard~~Chief ~~Business~~Executive Officer. The ~~Containerboard~~Company’s ~~Business~~CODM ~~was~~reviews ~~previously~~financial ~~reported~~information ~~under~~presented ~~the~~on ~~Company’s~~material ~~Sustainable~~solution-based ~~Fiber~~operating ~~Solutions~~segments ~~segment.~~for ~~The~~purposes ~~intended~~of ~~Containerboard~~making ~~Business~~operating ~~divestiture~~decisions ~~qualifies~~and asassessing ~~discontinued~~financial ~~operations~~performance. The ~~Company’s~~primary ~~allocation~~measurement ofused ~~corporate~~by ~~expenses~~the CODM to ~~each~~measure ~~reportable~~the financial performance of each segment ~~was~~is ~~updated~~operating toprofit. ~~reflect~~The ~~how~~CODM ~~management~~uses ~~measures~~operating ~~performance~~profit ~~and~~for ~~allocates~~each ~~resources~~segment ~~with~~in the ~~Containerboard~~strategic ~~Business~~planning, ~~being~~budgeting ~~excluded~~and ~~from~~forecasting ~~continuing~~process ~~operations.~~along ~~The~~with ~~Company~~reviewing ~~has~~operating ~~recast~~profit ~~data~~quarterly ~~from~~for ~~prior~~evaluating ~~periods~~results relative to ~~reflect~~employee ~~this~~compensation ~~change~~targets toand ~~conform~~making todecisions ~~the~~about ~~current~~allocating ~~year~~capital ~~presentation~~and other resources. Intercompany balances were eliminated in consolidation and are not reviewed when evaluating segment performance.

~~The~~As ~~accounting~~disclosed ~~policies~~above, ofthe Company completed the ~~reportable~~Containerboard ~~business~~Divestiture ~~segments~~in ~~are~~the ~~substantially~~fourth quarter of 2025. The Containerboard Business was previously reported under the ~~same~~Company’s Sustainable Fiber Solutions segment. The Containerboard Divestiture qualifies as ~~those~~discontinued ~~described~~operations. inThe ~~the~~Company’s ~~“Basis~~allocation of ~~Presentation~~corporate expenses to each reportable segment was updated to reflect how management measures performance and ~~Summary~~allocates ofresources ~~Significant~~with ~~Accounting~~the ~~Policies”~~Containerboard ~~note~~Business inbeing excluded from continuing operations. The Company has recast data from prior periods to reflect this change to conform to the ~~2024~~current ~~Form 10-K~~year presentation.

The ~~following~~accounting ~~tables~~policies ~~present~~of ~~net~~the ~~sales~~reportable ~~disaggregated~~business bysegments ~~geographic~~are ~~area~~substantially ~~for~~the ~~each~~same ~~reportable~~as ~~segment~~those ~~for~~described in the ~~three~~“Basis of Presentation and ~~nine~~Summary ~~months~~of ~~ended~~Significant ~~July 31,~~Accounting Policies” note in the 2025: Form 10-KT.

	Three Months Ended July 31, 2025
(in millions)	United States		Europe, Middle East and Africa		Asia Pacific and Other Americas		Total
Customized Polymer Solutions	$	139.4	$	139.2	$	61.2	$	339.8
Durable Metal Solutions	71.6		238.0		90.2		399.8
Sustainable Fiber Solutions	294.3		0.2		13.5		308.0
Integrated Solutions	65.2		12.9		9.0		87.1
Total net sales	$	570.5	$	390.3	$	173.9	$	1,134.7
	Nine Months Ended July 31, 2025
(in millions)	United States		Europe, Middle East and Africa		Asia Pacific and Other Americas		Total
Customized Polymer Solutions	$	408.6	$	390.3	$	165.3	$	964.2
Durable Metal Solutions	206.8		655.6		258.5		1,120.9
Sustainable Fiber Solutions	863.8		0.6		35.9		900.3
Integrated Solutions	187.4		34.6		24.4		246.4
Total net sales	$	1,666.6	$	1,081.1	$	484.1	$	3,231.8

The following table presents reportable segment information for the three months ended December 31, 2025:


	Three Months Ended December 31, 2025
(in millions)	Customized Polymer Solutions		Durable Metal Solutions		Sustainable Fiber Solutions		Innovative Closure Solutions		Consolidated
Net sales by geographic area:
United States*	$	124.8	$	62.5	$	300.4	$	6.1	$	493.8
Europe, Middle East and Africa	127.7		209.4		0.2		9.6		346.9
Asia Pacific and Other Americas	52.6		82.9		11.3		7.3		154.1
Net sales	305.1		354.8		311.9		23.0		994.8
Costs of products sold	247.3		284.1		246.7		14.1		792.2

Selling, general and administrative expenses	51.8		34.1		54.1		6.1		146.1
Acquisition and integration related costs	0.7		—		—		—		0.7
Restructuring and other charges	2.3		3.8		8.0		0.1		14.2

Non-cash asset impairment charges	—		—		0.2		—		0.2
Gain on disposal of properties, plants and equipment, net	—		(0.1)		(215.6)		—		(215.7)
Loss on disposal of businesses, net	0.5		—		—		—		0.5
Operating profit	2.5		32.9		218.5		2.7		256.6


















* The United States is the only country material to present individually. All other countries have been aggregated into regions.

Table of Conten t

The following ~~tables~~table ~~present~~presents ~~net sales disaggregated by geographic area for each~~ reportable segment information for the three ~~and nine~~ months ended ~~July~~December 31, 2024:

	Three Months Ended July 31, 2024
	Three Months Ended December 31, 2024
(in millions)	~~United~~Customized ~~States~~Polymer Solutions		~~Europe,~~Durable ~~Middle~~Metal ~~East and Africa~~Solutions		~~Asia~~Sustainable ~~Pacific~~Fiber ~~and Other Americas~~Solutions		~~Total~~Innovative Closure Solutions		Consolidated
Customized Polymer Solutions	$	128.7	$	127.2	$	58.8	$	314.7
Net sales by geographic area:
Durable Metal Solutions	84.2		242.8		97.1		424.1
United States*	$	122.2	$	64.0	$	331.4	$	6.2	$	523.8
Sustainable Fiber Solutions	311.1		0.2		14.3		325.6
Europe, Middle East and Africa	115.9		202.7		0.2		10.4		329.2
Integrated Solutions	81.9		11.1		7.5		100.5
Asia Pacific and Other Americas	56.3		89.2		12.4		5.8		163.7
Total net sales	$	605.9	$	381.3	$	177.7	$	1,164.9
Net sales	294.4		355.9		344.0		22.4		1,016.7
	Nine Months Ended July 31, 2024
Costs of products sold	235.8		286.9		279.7		14.9		817.3
(in millions)	United States		Europe, Middle East and Africa		Asia Pacific and Other Americas		Total
Selling, general and administrative expenses	53.2		39.5		61.5		6.0		160.2
Customized Polymer Solutions	$	376.9	$	320.9	$	130.5	$	828.3
Acquisition and integration related costs	2.8		—		—		—		2.8
Durable Metal Solutions	240.7		677.8		289.8		1,208.3
Restructuring and other charges	1.1		0.7		1.4		0.1		3.3
Sustainable Fiber Solutions	884.5		0.5		39.2		924.2
Non-cash asset impairment charges	0.3		—		—		—		0.3
Integrated Solutions	231.3		32.2		23.6		287.1
Loss (gain) on disposal of properties, plants and equipment, net	0.1		(2.8)		0.3		—		(2.4)
Total net sales	$	1,733.4	$	1,031.4	$	483.1	$	3,247.9
Loss on disposal of businesses, net	—		1.1		—		—		1.1
Operating profit	1.1		30.5		1.1		1.4		34.1
* The United States is the only country material to present individually. All other countries have been aggregated into regions.

The following ~~segment~~table ~~information~~presents isadditional ~~presented~~reportable ~~for~~segment ~~the periods indicated~~information:

	Three Months EndedJuly 31,				Nine Months EndedJuly 31,
	Three Months EndedDecember 31,
(in millions)	2025		2024		~~2025~~		~~2024~~
Operating profit:
Customized Polymer Solutions	$	8.8	$	9.6	$	28.8	$	26.9
Durable Metal Solutions	37.6		36.2		95.1		99.8
Sustainable Fiber Solutions	23.2		35.9		30.3		61.8
Integrated Solutions	3.5		55.0		8.4		72.0
Total operating profit	$	73.1	$	136.7	$	162.6	$	260.5
Depreciation, depletion and amortization expense:
Customized Polymer Solutions	$	2327.79	$	2723.20	$	~~69.7~~	$	~~56.7~~
Durable Metal Solutions	7.36		7.32		~~21.2~~		~~21.8~~
Sustainable Fiber Solutions	2523.4		2126.06		~~75.1~~		~~80.2~~
Integrated Solutions	2.4		3.5		7.5		9.9
Innovative Closure Solutions	1.4		1.7
Total depreciation, depletion and amortization expense	$	5860.83	$	5958.05	$	~~173.5~~	$	~~168.6~~
Capital expenditures:
Customized Polymer Solutions	$	11.2	$	9.9
Durable Metal Solutions	6.9		6.8
Sustainable Fiber Solutions	10.4		11.4
Innovative Closure Solutions	3.5		0.5
Total segments	32.0		28.6
Corporate and other	3.2		2.1
Total capital expenditures	$	35.2	$	30.7

2722

Table of Conten t

The following table presents total assets by segment and total properties, plants and equipment, net by geographic area:

(in millions)	~~July~~December 31,2025		~~October~~September 3130,~~2024~~2025
Assets:
Customized Polymer Solutions	$	1,~~947~~872.82	$	1,~~818~~872.79
Durable Metal Solutions	1,~~045~~213.85		1,~~183~~196.8
Sustainable Fiber Solutions	21,~~904~~705.70		21,~~788~~917.81
Integrated Solutions	311.0		403.1
Innovative Closure Solutions	213.2		321.7
Total segments	65,~~209~~003.39		65,~~194~~308.45
Corporate and other	525.8		453.2
Corporate and other*	498.6		458.3
Total assets	$	65,~~735~~502.15	$	65,~~647~~766.68
*Corporate and other assets held at corporate level or used by corporate functions that are not directly attributable to reportable segments.
Property, plant and equipment, net and lease right-of-use assets:
United States	$	827.9	$	1,119.9
United States*	$	799.9	$	814.7
Europe, Middle East and Africa	~~382~~389.35		~~373~~392.72
Asia Pacific and other Americas	~~144~~146.65		~~146~~148.09
Total long-lived assets, net	$	1,~~354~~335.89	$	1,~~639~~355.68
*The United States is the only country material to present individually. All other countries have been aggregated into regions.

~~NOTE 14 — REDEEMABLE NONCONTROLLING INTERESTS~~23

Redeemable noncontrolling interests related to joint ventures are held by the respective noncontrolling interest owners. The holders of these interests share in the profits and losses of these entities on a pro-rata basis with the Company. However, the noncontrolling interest owners have the right to put all or a portion of those noncontrolling interests to the Company at a formulaic price after a set period of time, specific to each agreement.

On May 30, 2025, the Company redeemed the remaining 20% ownership interest in one of its noncontrolling interests, increasing ownership from 80% to 100% in an all-cash transaction for $38.7 million.

Redeemable noncontrolling interests are reflected in the interim condensed consolidated balance sheets at redemption value. The following table summarizes the change in redeemable noncontrolling interest for the nine months ended July 31, 2025:

(in millions)	Redeemable Noncontrolling Interest
Balance as of October 31, 2024	129.9
Current period mark to redemption value	4.9
Repurchase of redeemable shareholder interest	(40.9)
Redeemable noncontrolling interest share of income	5.2
Dividends to redeemable noncontrolling interest and other	(7.7)
Balance as of July 31, 2025	$	91.4

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

GENERAL

The terms “Greif,” “our Company,” “we,” “us” and “our” as used in this discussion refer to Greif, Inc. and its subsidiaries. Our fiscal year begins on October 1 and ends on September 30 of the following year. Any references in unaudited interim condensed consolidated financial statements included in this Quarterly Report on Form 10-Q (this “Form 10-Q”) to the years relates to the fiscal year ended in that year, unless otherwise stated. Our 2025 fiscal year began on November 1, 2024 and ended on September 30, 2025 (11-month period). Effective October 1, 2025, our fiscal year was changed to the 12-month period described above. Each fiscal quarter end was changed to align with the fiscal year end change, with the first fiscal quarter ended December 31, 2025.

~~Our~~The ~~2024~~discussion ~~fiscal~~and ~~year~~analysis ~~began~~presented onbelow ~~November~~relates 1,to ~~2023~~the ~~and~~material ~~ended~~changes onin ~~October~~financial ~~31,~~condition ~~2024.~~and ~~Any~~results ~~references~~of inoperations ~~unaudited~~for the interim condensed consolidated ~~financial~~balance ~~statements~~sheet ~~included~~as inof ~~this~~December 31, ~~Quarterly~~2025 ~~Report~~and onthe ~~Form~~condensed ~~10-Q~~consolidated ~~(this~~balance ~~“Form~~sheet ~~10-Q”)~~as toof ~~the~~September 30, ~~2024~~2025, ~~fiscal~~and ~~year~~for orthe tointerim ~~any~~condensed ~~quarter~~consolidated statements of ~~that~~income ~~year,~~for ~~relates to~~ the ~~fiscal~~three ~~year~~months orended ~~quarter~~December 31, as2025 ~~the~~and ~~case~~2024. ~~may~~This ~~be,~~discussion ~~ended~~and ~~October~~analysis ~~31,~~should ~~2024,~~be ~~unless~~read ~~otherwise~~in ~~stated.~~conjunction Wewith ~~are~~the ~~changing~~interim ~~our~~condensed ~~fiscal~~consolidated ~~year,~~financial ~~effective~~statements ~~for~~that ~~the~~appear ~~2025~~elsewhere ~~fiscal~~in ~~year.~~this ~~The~~Form 10-Q ~~2025~~and ~~fiscal~~“Management’s ~~year~~Discussion ~~began~~and onAnalysis ~~November~~of 1,Financial ~~2024~~Condition and ~~will~~Results ~~end~~of onOperations” ~~September~~included ~~30,~~in ~~2025,~~our ~~and~~Transition ~~accordingly,~~Report ~~will~~on ~~consist~~Form 10-KT offor ~~eleven~~the ~~months.~~fiscal ~~Our~~year ~~fourth~~ended ~~fiscal~~September 30, ~~quarter~~2025 of(the “2025 ~~will~~Form 10-KT”). beReaders ~~the~~are ~~two-month~~encouraged ~~period~~to ~~ending~~review ~~September~~the ~~30,~~entire 2025. ~~Thereafter~~Form 10-KT, ~~Our~~as ~~fiscal~~it ~~year~~includes ~~will~~information ~~begin~~regarding onGreif ~~October~~not 1discussed ~~and~~in ~~end~~this onForm 10-Q. ~~September~~This 30information will assist in your understanding of the ~~following~~discussion ~~year~~of our current period financial results.

The discussion and analysis presented below relates to the material changes in financial condition and results of operations for the interim condensed consolidated balance sheet as of July 31, 2025 and the condensed consolidated balance sheet as of October 31, 2024, and for the interim condensed consolidated statements of income for the three and nine months ended July 31, 2025 and 2024. This discussion and analysis should be read in conjunction with the interim condensed consolidated financial statements that appear elsewhere in this Form 10-Q and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the fiscal year ended October 31, 2024 (the “2024 Form 10-K”). Readers are encouraged to review the entire 2024 Form 10-K, as it includes information regarding Greif not discussed in this Form 10-Q. This information will assist in your understanding of the discussion of our current period financial results.

All statements, other than statements of historical facts, included in this Form 10-Q, including without limitation, statements regarding our future financial position, business strategy, budgets, projected costs, goals, trends, and plans and objectives of management for future operations, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “aspiration,” “objective,” “project,” “believe,” “continue,” “on track” or “target” or the negative thereof or variations thereon or similar terminology. All forward-looking statements made in this Form 10-Q are based on assumptions, expectations, and other information currently available to management. Although we believe that the expectations reflected in forward-looking statements have a reasonable basis, we can give no assurance that these expectations will prove to be correct.

Forward-looking statements are subject to risks and uncertainties that could cause our actual results to differ materially from those forecasted, projected or anticipated, whether expressed in or implied by the statements. Such risks and uncertainties that might cause a difference include, but are not limited to, the following: (i) historically, our business has been sensitive to changes in general economic or business conditions, (ii) our global operations subject us to political risks, instability and currency exchange that could adversely affect our results of operations, (iii) the current and future challenging global economy and disruption and volatility of the financial and credit markets may adversely affect our business and our access to financing and could delay or otherwise disrupt our share repurchase plan, (iv) the continuing consolidation of our customer base and suppliers may intensify pricing pressure, (v) we operate in highly competitive industries, (vi) our business is sensitive to changes in industry demands and customer preferences, (vii) raw material shortages, price fluctuations, global supply chain disruptions and high inflation may adversely impact our results of operations, (viii) energy and transportation price fluctuations and shortages may adversely impact our manufacturing operations and costs, (ix) we may encounter difficulties or liabilities arising from acquisitions or divestitures, (x) we may incur additional rationalization costs and product dispositions and there is no guarantee that our efforts to reduce costs will be successful, (xi) several operations are conducted by joint ventures that we cannot operate solely for our benefit, (xii) certain of the agreements that govern our joint ventures provide our partners with put or call options, (xiii) our ability to attract, develop and retain talented and qualified employees, managers and executives is critical to our success, (xiv) our business may be adversely impacted by work stoppages and other labor relations matters, (xv) we may be subject to losses that might not be covered in whole or in part by existing insurance reserves or insurance coverage and general insurance premium and deductible increases, (xvi) our business depends on the uninterrupted operations of our facilities, systems and business functions, including our information technology and other business systems, (xvii) a cyber-attack, security breach of customer, employee, supplier or our information and data privacy risks and costs of compliance with new regulations may have a material adverse effect on our business, financial condition, results of operations and cash flows, (xviii) we have in the past been and in the future could be subject to changes toin our tax rates, the adoption of new U.S. or foreign tax legislation or exposure to additional tax liabilities, (xix) we have a significant amount of goodwill and long-lived assets which, if impaired in the future, would adversely impact our results of operations, (xx) changing climate, global climate change regulations and greenhouse gas effects may adversely affect our operations and financial performance, (xxi) we may be ~~unable to achieve our~~

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unable to achieve our greenhouse gas emission reduction target by 2030, (xxii) legislation/regulation related to environmental and health and safety matters could negatively impact our operations and financial performance, (xxiii) product liability claims and other legal proceedings could adversely affect our operations and financial performance, and (xxiv) we may incur fines or penalties, damage to our reputation or other adverse consequences if our employees, agents or business partners violate, or are alleged to have violated, anti-bribery, competition or other laws.

Forward looking statements are subject to risks and uncertainties that could cause our actual results to differ materially from those forecasted or anticipated, whether expressed in or implied by the statements. For a detailed discussion of the most significant risks and uncertainties that could cause our actual results to differ materially from those forecasted, projected, or anticipated, see “Risk Factors” in Part I, Item 1A of our ~~2024~~2025 Form 10-KKT and our other filings with the United States Securities and Exchange Commission (“SEC”).

All forward-looking statements made in this Form 10-Q are expressly qualified in their entirety by reference to such risk factors. Except to the limited extent required by applicable law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

On June 30, 2025, we entered into a definitive agreement to sell our containerboard business, including our CorrChoice sheet feeder system (the “Containerboard Business”), and the equity interests in our subsidiaries that directly owned the Containerboard Business on the date of closing, for a purchase price of $~~1,800~~1804.07 million~~, subject to certain adjustments~~. The transaction iswas ~~expected~~completed ~~to close~~ effective as of August 31, 2025, ~~subject~~(the to“Containerboard ~~customary~~Divestiture”). ~~closing~~The ~~conditions~~Containerboard Business was previously reported under the Sustainable Fiber Solutions segment. The Containerboard Divestiture qualifies as discontinued operations because it represents a strategic shift that will have a major impact on our operations and financial results. As a result, the Containerboard Business iswas presented as discontinued operations beginning in the third quarter of 2025. Our allocation of corporate expenses was updated to reflect how management measures performance and allocates resources with the Containerboard Business being excluded from continuing operations. We have recast data from prior periods to reflect this change to conform to the current year presentation. Unless otherwise noted, the discussion below relates only to our continuing operations.

On August 5, 2025, we entered into a definitive agreement to sell our Soterra land management ~~business~~assets, ~~including~~consisting primarily of approximately 173,000 acres of timberland (the “Soterra ~~Business~~Assets”), for a purchase price of ~~approximately~~ $462.0 million~~, subject to certain adjustments~~. The transaction iswas ~~expected~~completed toas ~~close~~of October 1, 2025, ~~subject~~(the to“Soterra ~~customary~~Divestiture”). ~~closing~~The ~~conditions~~Soterra Assets was reported under the Sustainable Fiber Solutions segment. The ~~intended~~ Soterra ~~Business~~Divestiture ~~divestiture~~ does not qualify as discontinued operations.

BUSINESS SEGMENTS

As previously ~~announced~~discussed, effective ~~November~~October 1, ~~2024~~2025, we ~~implemented~~changed ~~changes~~the toname ~~our~~of ~~reporting structure, moving to a material solution-based structure. We realigned~~ our ~~organizational~~Integrated ~~structure~~Solutions ~~to operate in four~~ reportable ~~business~~segment ~~segments:~~to ~~Customized~~Innovative ~~Polymer~~Closure Solutions~~; Durable Metal Solutions; Sustainable Fiber Solutions; and Integrated Solutions~~.

We are involved in the purchase and sale of recycled fiber and the production and sale of adhesives used in our paperboard products. Both of these products were previously reported under the Integrated Solutions reportable segment (now the Innovative Closure Solutions reportable segment), and effective October 1, 2025, these products are reported under the Sustainable Fiber Solutions reportable segment. We are also involved in the production and sale of complimentary packaging products and services such as paints, linings and filling that are related to our steel products. Both of these products and services were previously reported under the Integrated Solutions reportable segment (now the Innovative Closure Solutions reportable segment), and effective October 1, 2025, these products and services are reported under the Durable Metal Solutions reportable segment. These adjustments position each business within its respective place in the integrated value chain and reinforce a clear emphasis on closure systems within the Innovative Closure Solutions reportable segment.

We operate in four reportable business segments: Customized Polymer Solutions; Durable Metal Solutions; Sustainable Fiber Solutions; and Innovative Closure Solutions.

In the Customized Polymer Solutions reportable segment, we produce and sell a comprehensive line of polymer based packaging products, such as plastic drums, rigid intermediate bulk containers and small plastics. Our polymer-based packaging products and services are sold on a global basis to customers in industries such as chemicals, food and beverage, agricultural, pharmaceutical and mineral products, among others.

In the Durable Metal Solutions reportable segment, we produce and sell metal-based packaging products, including a wide variety of steel drums. We also produce and sell complimentary packaging products, such as paints and linings for industrial packaging products and related services. Our metal-based packaging products are sold on a global basis to customers in industries such as chemicals, petroleum, agriculture and paints and coatings, among others.

In the Sustainable Fiber Solutions reportable segment, we produce and sell fiber-based packaging products, including fibre drums, uncoated recycled board, coated recycled board, tubes and cores and specialty partitions made from containerboard, uncoated recycled board and coated recycled board. Our fiber-based packaging products are sold in North America in industries such as packaging, automotive, construction, food and beverage and building products. In addition, this reportable segment is involved in the management and sale of timber, timberland and special use properties in the southeastern United States.25

In the Integrated Solutions reportable segment, we produce and sell complimentary packaging products, such as paints, linings and closure systems for industrial packaging products and related services. In addition, this reportable segment is involved in the purchase and sale of recycled fiber and the production and sale of adhesives used in our containerboard and paperboard products. These products and services are used internally by us and are also sold to external customers.

CRITICAL ACCOUNTING POLICIES

The discussion and analysis of our financial condition and results of operations are based upon our interim condensed consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of these interim condensed consolidated financial statements, in accordance with these principles, requires us to make estimates and

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~~assumptions~~In ~~that~~the ~~affect~~Sustainable ~~the~~Fiber ~~reported~~Solutions ~~amount~~reportable ofsegment, ~~assets~~we produce and ~~liabilities~~sell fiber-based packaging products, ~~revenues~~including ~~and~~fibre ~~expenses~~drums, uncoated recycled board, coated recycled board, tubes and ~~related~~cores ~~disclosure~~and ofspecialty ~~contingent~~partitions ~~assets~~made from containerboard, uncoated recycled board and ~~liabilities~~coated recycled board. Our fiber-based packaging products are sold in North America in industries such as packaging, automotive, construction, food and beverage and building products. In addition, this reportable segment is involved in the purchase and sale of recycled fiber and the ~~date~~production and sale of ~~our~~adhesives ~~interim~~used ~~condensed~~in ~~consolidated~~our ~~financial~~paperboard ~~statements~~products.

~~Our~~In ~~critical~~the ~~accounting~~Innovative ~~policies~~Closure ~~are~~Solutions ~~discussed~~reportable ~~in Part II~~segment, ~~Item 7~~we –produce ~~Management’s Discussion~~ and ~~Analysis~~sell ofclosure ~~Financial~~systems ~~Condition~~for ~~and~~industrial ~~Results~~packaging ofproducts ~~Operations~~and ofrelated ~~the 2024 Form 10-K~~services. WeThese ~~believe~~products ~~that~~and ~~the~~services ~~consistent~~are ~~application~~used ofinternally ~~these~~by ~~policies enables~~ us ~~to provide readers of the interim condensed consolidated financial statements with useful~~ and ~~reliable~~are ~~information~~also ~~about~~sold ~~our results of operations and financial condition. There have been no material changes~~ to ~~our~~external ~~critical accounting policies from the disclosures contained in the 2024 Form 10-K~~customers.

~~Valuation~~CRITICAL ofACCOUNTING ~~Goodwill~~POLICIES

InThe ~~December~~discussion ~~2024,~~and weanalysis ~~announced~~of ~~changes~~our tofinancial condition and results of operations are based upon our ~~reporting~~interim ~~structure,~~condensed ~~effective~~consolidated ~~November~~financial 1statements, ~~2024,~~which ~~moving~~have tobeen aprepared ~~material~~in ~~solution-based~~accordance ~~structure~~with GAAP. ~~This~~The ~~internal~~preparation ~~re-alignment~~of ~~has~~these ~~resulted~~interim incondensed aconsolidated ~~change~~financial statements, in ~~our~~accordance ~~reportable~~with ~~segments~~these ~~from~~principles, ~~three:~~requires ~~Global~~us ~~Industrial~~to ~~Packaging;~~make ~~Paper~~estimates ~~Packaging~~and &assumptions ~~Services;~~that ~~and~~affect ~~Land~~the ~~Management;~~reported toamount ~~four:~~of ~~Customized~~assets ~~Polymer~~and ~~Solutions;~~liabilities, ~~Durable~~revenues ~~Metal~~and ~~Solutions;~~expenses, ~~Sustainable~~and ~~Fiber~~related ~~Solutions;~~disclosure of contingent assets and ~~Integrated~~liabilities ~~Solutions~~as of the date of our interim condensed consolidated financial statements.

~~Changes~~Our tocritical ~~the~~accounting ~~Company’s~~policies ~~operating~~are ~~segments~~discussed ~~resulted~~ in aPart II, ~~change~~Item 7 to– ~~the Company~~Management’s ~~reporting~~Discussion ~~units:~~and ~~Customized~~Analysis ~~Polymer~~of ~~Solutions~~Financial –Condition ~~Small~~and ~~Plastics/Jerrycans;~~Results ~~Customized~~of ~~Polymer~~Operations ~~Solutions~~of –the ~~Large/Medium~~2025 ~~Plastics;~~Form 10-KT. ~~Customized~~We ~~Polymer~~believe ~~Solutions~~that –the ~~Intermediate~~consistent ~~Bulk~~application ~~Containers;~~of ~~Durable~~these ~~Metal~~policies ~~Solutions;~~enables ~~Sustainable~~us ~~Fiber~~to ~~Solutions~~provide –readers ~~Boxboard~~of &the ~~Converted;~~interim ~~Sustainable~~condensed ~~Fiber~~consolidated ~~Solutions~~financial –statements ~~Containerboard~~with &useful ~~Corrugated;~~and ~~Sustainable~~reliable ~~Fiber~~information ~~Solutions~~about –our ~~Land~~results ~~Management;~~of operations and ~~Integrated~~financial ~~Solutions~~condition. AsThere ahave ~~result~~been ofno ~~this~~material ~~segment~~changes ~~realignment, the Company allocated goodwill~~ to ~~the~~our ~~reporting~~critical ~~units~~accounting ~~existing~~policies ~~under~~from the ~~new~~disclosures ~~organizational~~contained ~~structure on a relative fair value~~ in the ~~first~~2025 ~~quarter~~Form ~~of 2025~~10-KT.

In conjunction with the goodwill allocation described above, we tested our reporting units for potential impairment immediately before and after the segment realignment and concluded that the estimated fair value of each reporting unit exceeded its respective carrying value.

For the Customized Polymer Solutions – Small Plastics/Jerrycans reporting unit, the fair value of the reporting unit exceeded the carrying value by 2%, so no impairment was deemed to exist. The low headroom is due to various acquisitions related to this reporting unit in recent years. We expect the headroom of this reporting unit to grow after synergies from those acquisitions are realized and the acquired businesses are fully integrated into our network.

For all other reporting units with goodwill balances, the fair value exceeded the carrying value by at least 26%, so no impairment was deemed to exist.

As a result of its pending sale, the Containerboard Business is presented as discontinued operations and Sustainable Fiber Solutions – Containerboard & Corrugated is no longer an operating reporting unit beginning in the third quarter of 2025. Goodwill associated with the Sustainable Fiber Solutions – Containerboard & Corrugated reporting unit has been removed from continued operations presentation.

The following table summarizes the carrying amount of goodwill by reporting unit as of July 31, 2025 and October 31, 2024 (recasted from the 2024 10-K by allocating goodwill to reporting units under the new organizational structure on a relative fair value basis, with goodwill associated with discontinued operations removed from presentation):

	Goodwill Balance
(in millions)	July 31, 2025		October 31, 2024
Customized Polymer Solutions
Small Plastics/Jerrycans	$	369.0	$	357.7
Large/Medium Plastics	130.2		128.0
Intermediate Bulk Containers	126.9		122.2
Durable Metal Solutions	416.1		401.8
Sustainable Fiber Solutions
Boxboard & Converted	475.9		475.9
Integrated Solutions	177.7		169.9
Total	$	1,695.8	$	1,655.5

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Recently Issued and Newly Adopted Accounting Standards

See Note 1 to the interim condensed consolidated financial statements included in Item 1 of this Form 10-Q for a detailed description of recently issued and newly adopted accounting standards.

RESULTS OF OPERATIONS

The following comparative information is presented for the three ~~and nine~~ months ended ~~July~~December 31, 2025 and 2024. Historical revenues and earnings may or may not be representative of future operating results as a result of various economic and other factors.

Items that could have a significant impact on the financial statements include the risks and uncertainties listed in Part I, Item 1A — Risk Factors, of the ~~2024~~2025 Form 10-KKT. Actual results could differ materially using different estimates and assumptions, or if conditions are significantly different in the future.

The non-GAAP financial measure of Adjusted EBITDA is used throughout the following discussion of our results of operations, both for our consolidated and segment results. For our consolidated results, Adjusted EBITDA is defined as net income, plus interest expense, net, plus other (income) expense, net, plus income tax (benefit) expense, plus depreciation, depletion and amortization expense, plus acquisition and integration related costs, plus restructuring and other charges, plus non-cash asset impairment charges, plus (gain) loss on disposal of properties, plants and equipment, net, plus (gain) loss on disposal of businesses, net, plus other costs. Since we do not calculate net income by reportable segment, Adjusted EBITDA by reportable segment is reconciled to operating profit by reportable segment. In that case, Adjusted EBITDA is defined as operating profit by reportable segment, less equity earnings of unconsolidated affiliates, net of tax, plus depreciation, depletion and amortization expense, plus acquisition and integration related costs, plus restructuring and other charges, plus non-cash asset impairment charges, plus (gain) loss on disposal of properties, plants and equipment, net, plus (gain) loss on disposal of businesses, net, plus other costs, for that reportable segment.

We use Adjusted EBITDA as a financial measure to evaluate our historical and ongoing operations and believe that this non-GAAP financial measure is useful to enable investors to perform meaningful comparisons of our historical and current performance. The foregoing non-GAAP financial measures are intended to supplement and should be read together with our financial results. These non-GAAP financial measures should not be considered an alternative or substitute for, and should not be considered superior to, our reported financial results. Accordingly, users of this financial information should not place undue reliance on the non-GAAP financial measures.

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~~Third~~First Quarter Results

The following table sets forth the net sales, operating profit and Adjusted EBITDA for each of our business segments for the three months ended ~~July~~December 31, 2025 and 2024:

	Three Months EndedJuly 31,
	Three Months EndedDecember 31,
(in millions)	2025		2024
Net sales:
Customized Polymer Solutions	$	~~339~~305.81	$	~~314~~294.74
Durable Metal Solutions	~~399~~354.8		~~424~~355.19
Sustainable Fiber Solutions	~~308~~311.09		~~325~~344.60
Integrated Solutions	87.1		100.5
Innovative Closure Solutions	23.0		22.4
Total net sales	$	~~1,134~~994.78	$	1,~~164~~016.97
Operating profit:
Customized Polymer Solutions	$	82.85	$	91.61
Durable Metal Solutions	3732.69		3630.25
Sustainable Fiber Solutions	23218.25		351.91
Integrated Solutions	3.5		55.0
Innovative Closure Solutions	2.7		1.4
Total operating profit	$	73256.16	$	~~136~~34.71
Adjusted EBITDA:
Customized Polymer Solutions	$	3935.45	$	4028.5
Durable Metal Solutions	4745.78		4536.68
Sustainable Fiber Solutions	6536.56		5729.15
Integrated Solutions	8.1		13.8
Innovative Closure Solutions	4.6		4.0
Total Adjusted EBITDA	$	~~160~~122.75	$	~~157~~98.08

The following table sets forth Adjusted EBITDA, reconciled to net income and operating profit, for our consolidated results for the three months ended ~~July~~December 31, 2025 and 2024:

	Three Months EndedJuly 31,
	Three Months EndedDecember 31,
(in millions)	2025		2024
Net income from continuing operations	$	44.7	$	84.5
Net income	$	182.9	$	11.3
Plus: interest expense, net	149.57		1815.89
Plus: other expense, net	2.8		0.8
Plus: non-cash pension settlement charges	0.9		—
Plus: income tax expense	11.8		33.5
Plus: other expense, net	4.4		0.9
Plus: equity earnings of unconsolidated affiliates, net of tax	(0.7)		(0.9)
Plus: income tax expense	58.9		6.8
Operating profit	73.1		136.7
Plus: equity earnings of unconsolidated affiliates, net of tax	(0.2)		(0.8)
Less: equity earnings of unconsolidated affiliates, net of tax	(0.7)		(0.9)
Operating profit	256.6		34.1
Plus: depreciation, depletion and amortization expense	58.8		59.0
Less: equity earnings of unconsolidated affiliates, net of tax	(0.2)		(0.8)
Plus: acquisition and integration related costs	1.2		2.0
Plus: depreciation, depletion and amortization expense	60.3		58.5
Plus: restructuring and other charges	25.2		2.7
Plus: acquisition and integration related costs	0.7		2.8
Plus: non-cash asset impairment charges	3.4		0.2
Plus: restructuring and other charges	14.2		3.3
Plus: gain on disposal of properties, plants and equipment, net	(2.6)		(3.4)
Plus: non-cash asset impairment charges	0.2		0.3
Plus: gain on disposal of businesses, net	—		(46.1)
Plus: gain on disposal of properties, plants and equipment, net	(215.7)		(2.4)
Plus: other costs*	0.9		5.0
Plus: loss on disposal of businesses, net	0.5		1.1
Adjusted EBITDA	$	160.7	$	157.0
Plus: other costs*	5.5		0.3
Adjusted EBITDA	$	122.5	$	98.8
*includes fiscal year-end change costs and share-based compensation impact of disposals of businesses

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The following table sets forth Adjusted EBITDA for our business segments, reconciled to the operating profit for each segment, for the three months ended ~~July~~December 31, 2025 and 2024:

	Three Months Ended July 31, 2025
	Three Months Ended December 31, 2025
(in millions)	Customized Polymer Solutions		Durable Metal Solutions		Sustainable Fiber Solutions		~~Integrated~~Innovative Closure Solutions		Consolidated
Operating profit	$	82.85	$	3732.69	$	23218.25	$	32.57	$	73256.16
Less: equity earnings of unconsolidated affiliates, net of tax	—		—		—		(0.72)		(0.72)
Plus: depreciation and amortization expense	2327.79		7.36		2523.4		21.4		5860.83
Plus: acquisition and integration related costs	10.27		—		—		—		10.27
Plus: restructuring and other charges	32.3		53.28		158.60		10.1		2514.2
Plus: non-cash asset impairment charges	~~2.4~~—		—		0.92		~~0.1~~—		30.42
Plus: (gain) loss on disposal of properties, plants and equipment, net	(0.2)		(2.6)		—		0.2		(2.6)
Plus: gain on disposal of properties, plants and equipment, net	—		(0.1)		(215.6)		—		(215.7)
Plus: other costs*	0.2		0.2		0.4		0.1		0.9
Plus: loss on disposal of businesses, net	0.5		—		—		—		0.5
Adjusted EBITDA	$	39.4	$	47.7	$	65.5	$	8.1	$	160.7
Plus: other costs*	1.6		1.6		2.1		0.2		5.5
	Three Months Ended July 31, 2024
Adjusted EBITDA	$	35.5	$	45.8	$	36.6	$	4.6	$	122.5
(in millions)	Customized Polymer Solutions		Durable Metal Solutions		Sustainable Fiber Solutions		Integrated Solutions		Consolidated
	Three Months Ended December 31, 2024
Operating profit	$	9.6	$	36.2	$	35.9	$	55.0	$	136.7
(in millions)	Customized Polymer Solutions		Durable Metal Solutions		Sustainable Fiber Solutions		Innovative Closure Solutions		Consolidated
Less: equity earnings of unconsolidated affiliates, net of tax	—		—		—		(0.9)		(0.9)
Operating profit	$	1.1	$	30.5	$	1.1	$	1.4	$	34.1
Plus: depreciation and amortization expense	27.2		7.3		21.0		3.5		59.0
Less: equity earnings of unconsolidated affiliates, net of tax	—		—		—		(0.8)		(0.8)
Plus: acquisition and integration related costs	1.8		—		0.2		—		2.0
Plus: depreciation and amortization expense	23.0		7.2		26.6		1.7		58.5
Plus: restructuring and other charges	1.0		1.0		0.8		(0.1)		2.7
Plus: acquisition and integration related costs	2.8		—		—		—		2.8
Plus: non-cash asset impairment charges	—		—		—		0.2		0.2
Plus: restructuring and other charges	1.1		0.7		1.4		0.1		3.3
Plus: gain on disposal of properties, plants and equipment, net	(0.1)		(0.1)		(3.1)		(0.1)		(3.4)
Plus: non-cash asset impairment charges	0.3		—		—		—		0.3
Plus: gain on disposal of businesses, net	—		—		—		(46.1)		(46.1)
Plus: loss (gain) on disposal of properties, plants and equipment, net	0.1		(2.8)		0.3		—		(2.4)
Plus: other costs*	1.0		1.2		2.3		0.5		5.0
Plus: loss on disposal of businesses, net	—		1.1		—		—		1.1
Adjusted EBITDA	$	40.5	$	45.6	$	57.1	$	13.8	$	157.0
Plus: other costs*	0.1		0.1		0.1		—		0.3
Adjusted EBITDA	$	28.5	$	36.8	$	29.5	$	4.0	$	98.8
*includes fiscal year-end change costs and share-based compensation impact of disposals of businesses

Net Sales

Net sales were $~~1,134~~994.78 million for the ~~third~~first quarter of ~~2025~~2026 compared with $1,~~164~~016.97 million for the ~~third~~first quarter of ~~2024~~2025. The $3021.29 million decrease was primarily due to $4048.12 million attributable to lower volumes, partially offset by $37.2 million positive foreign currency translation impacts The remaining variance is attributed to the Soterra Divestiture. See the “Segment Review” below for additional information on net sales by segment.

Gross Profit

Gross profit was $~~257~~202.36 million for the ~~third~~first quarter of ~~2025~~2026 compared with $~~244~~199.94 million for the ~~third~~first quarter of ~~2024~~2025. The $123.42 million increase was primarily due to lower raw material costs, partially offset by the same factors that impacted net sales. See the “Segment Review” below for additional information on gross profit by segment. Gross profit margin was 2220.74 percent and 2119.06 percent for the ~~third~~first quarter of ~~2025~~2026 and ~~2024~~2025, respectively.

~~Selling, General and Administrative Expenses~~28

Selling, general and administrative (“SG&A”) expenses were $157.0 million for the third quarter of 2025 compared with $152.8 million for the third quarter of 2024. The $4.2 million increase was primarily due to higher compensation expenses. SG&A expenses were 13.8 percent and 13.1 percent of net sales for the third quarter of 2025 and 2024, respectively.

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Selling, General and Administrative Expenses

Selling, general and administrative (“SG&A”) expenses were $146.1 million for the first quarter of 2026 compared with $160.2 million for the first quarter of 2025. The $14.1 million decrease was primarily due to lower compensation expenses and professional fees. SG&A expenses were 14.7 percent and 15.8 percent of net sales for the first quarter of 2026 and 2025, respectively.

Financial Measures

Operating profit was $73256.16 million for the ~~third~~first quarter of ~~2025~~2026 compared with $~~136~~34.71 million for the ~~third~~first quarter of ~~2024~~2025. Net income was $44182.79 million for the ~~third~~first quarter of ~~2025~~2026 compared with $8411.53 million for the ~~third~~first quarter of ~~2024~~2025. The increase of net income was primarily due to the Soterra Divestiture during the first quarter of 2026. Adjusted EBITDA was $~~160~~122.75 million for the ~~third~~first quarter of ~~2025~~2026 compared with $~~157~~98.08 million for the ~~third~~first quarter of ~~2024~~2025. The reasons for the changes in operating profit, net income, and Adjusted EBITDA for each segment are described below in the “Segment Review.”

Trends

~~While~~We ~~volumes~~continue to see softness in ~~small~~the ~~plastics~~industrial economy and have ~~improved~~not ~~due~~identified toany ~~increased~~compelling customer demand ininflection ~~growth~~during ~~end~~the ~~markets~~remainder of the year, ~~overall~~although we ~~have~~do ~~not~~expect ~~identified,~~slightly ~~and~~higher dodemand ~~not~~for ~~anticipate,~~small ~~any~~plastics ~~compelling~~due ~~customer~~to ~~demand~~the ~~inflection~~seasonality ~~during~~of the ~~remainder~~businesses of ~~the~~our ~~year~~end use customers. We expect prices for steel and resin to be relatively stable for the remainder of the year, apart from any potential tariff impact. We also expect prices for old corrugated containers and other direct materials, as well as prices for transportation, labor and utilities, to remain relatively stable through the remainder of the year.

Segment Review

Key factors influencing profitability for our segments include:

•Selling prices, product mix, customer demand, and sales volumes;

•Raw material costs, primarily steel, resin, ~~containerboard,~~ old corrugated containers and used industrial packaging for reconditioning;

•Energy and transportation costs;

•Benefits from executing the Greif Business System 2.0;

•Restructuring charges;

•Acquisition and integration of businesses and facilities;

•Divestiture of businesses and facilities; and

•Impact of foreign currency translation.

As a result of the ~~pending~~Containerboard ~~sale~~Divestiture, the Containerboard Business, which was previously reported under the Sustainable Fiber Solutions segment, is presented as discontinued operations. Our allocation of corporate expenses to each continued reportable segment was updated to reflect how management measures performance and allocates resources with the Containerboard Business being excluded from continuing operations.

Customized Polymer Solutions

Our Customized Polymer Solutions segment ~~offers~~produces and sells a comprehensive line of polymer based packaging products, such as plastic drums, rigid intermediate bulk containers and small plastics.

Net sales were $~~339~~305.81 million for the ~~third~~first quarter of ~~2025~~2026 compared with $~~314~~294.74 million for the ~~third~~first quarter of ~~2024~~2025. The $2510.17 million increase was primarily due to $1013.53 million ~~from~~positive ~~higher~~foreign ~~average~~currency ~~selling~~translation ~~prices~~impacts, ~~and~~partially ~~$7.0 million~~offset ~~attributable~~by tolower ~~higher~~ volumes ~~and positive foreign currency translation impacts~~.

Gross profit was $7057.78 million for the ~~third~~first quarter of ~~2025~~2026 compared with $6058.6 million for the ~~third~~first quarter of ~~2024~~2025. The $100.18 million ~~increase~~decrease was primarily due to ~~the~~higher ~~same~~manufacturing ~~factors~~costs ~~that~~and ~~impacted~~higher ~~net~~depreciation ~~sales~~expense, partially offset by ~~higher~~the ~~raw~~same ~~material~~factors ~~costs~~that ~~and~~impacted ~~higher~~net ~~manufacturing costs~~sales. Gross profit margin was 2018.89 percent and 19.39 percent for the ~~third~~first quarter of ~~2025~~2026 and ~~2024~~2025, respectively.

Operating profit was $82.85 million for the ~~third~~first quarter of ~~2025~~2026 compared with $91.61 million for the ~~third~~first quarter of ~~2024~~2025. The $01.84 million ~~decrease~~increase was primarily due to ~~higher~~lower ~~SG&A~~integration ~~expenses~~costs ~~related~~from toprior ~~higher~~acquisitions ~~compensation expenses~~ and ~~higher~~lower ~~restructuring~~SG&A ~~and other charges~~expenses, partially offset by the same factors that impacted gross profit. Adjusted EBITDA was $3935.45 million for the ~~third~~first quarter of ~~2025~~2026 compared with ~~$40.5 million for the third quarter of 2024. The $1.1 million decrease was primarily due to the same factors that impacted operating profit.~~

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$28.5 million for the first quarter of 2025. The $7.0 million increase was primarily due to the same factors that impacted net sales and lower SG&A expenses, partially offset by higher manufacturing costs.

Durable Metal Solutions

Our Durable Metal Solutions segment produces and sells metal-based packaging products, including a wide variety of steel drums. In addition, this reportable segment produces and sells complimentary packaging products, such as paints and linings for industrial packaging products and related services.

Net sales were $~~399~~354.8 million for the ~~third~~first quarter of ~~2025~~2026 compared with $~~424~~355.19 million for the ~~third~~first quarter of ~~2024~~2025. The $241.31 million decrease was primarily due to $2418.6 million attributable to lower volumes, lower average selling prices and partially offset by $22.8 million positive foreign currency translation impacts.

Gross profit was $8670.47 million for the ~~third~~first quarter of ~~2025~~2026 compared with $8569.70 million for the ~~third~~first quarter of ~~2024~~2025. The $01.7 million increase was primarily due to lower raw material ~~costs~~purchases, partially offset by the same factors that impacted net sales. Gross profit margin was 2119.69 percent and 2019.24 percent for the ~~third~~first quarter of ~~2025~~2026 and ~~2024~~2025, respectively.

Operating profit was $3732.69 million for the ~~third~~first quarter of ~~2025~~2026 compared with $3630.25 million for the ~~third~~first quarter of ~~2024~~2025. The $12.4 million increase was primarily due to the same factors that impacted gross profit. Adjusted EBITDA was $4745.78 million for the ~~third~~first quarter of ~~2025~~2026 compared with $4536.68 million for the ~~third~~first quarter of ~~2024~~2025. The $29.10 million increase was primarily due to the same factors that impacted gross profit and lower SG&A expenses.

Sustainable Fiber Solutions

Our Sustainable Fiber Solutions segment produces and sells fiber-based packaging products, including fibre drums, uncoated recycled board, coated recycled board, tubes and cores and specialty partitions made from containerboard, uncoated recycled board and coated recycled board. In addition, this reportable segment isparticipates ~~involved~~ in the ~~management~~purchase and sale of ~~timber,~~recycled ~~timberland~~fiber and ~~special~~the ~~use~~production ~~properties~~and insale ~~the~~of ~~southeastern~~adhesives, ~~United~~which ~~States~~can be used in our paperboard products.

Net sales were $~~308~~311.09 million for the ~~third~~first quarter of ~~2025~~2026 compared with $~~325~~344.60 million for the ~~third~~first quarter of ~~2024~~2025. The $1732.61 million decrease was primarily due to $24.57 million attributable to lower volumes, ~~partially~~and ~~offset~~impacts ~~by $6.8 million~~ from ~~higher~~Soterra ~~published containerboard and boxboard prices~~Divestiture.

Gross profit was $7565.42 million for the ~~third~~first quarter of ~~2025~~2026 compared with $6764.93 million for the ~~third~~first quarter of ~~2024~~2025. The $70.59 million increase ~~in gross profit~~ was primarily due to lower raw material costs and ~~lower manufacturing costs~~purchases, partially offset by the same factors that impacted net sales. Gross profit margin was 2420.59 percent and 2018.97 percent for the ~~third~~first quarter of ~~2025~~2026 and ~~2024~~2025, respectively.

Operating profit was $23218.25 million for the ~~third~~first quarter of ~~2025~~2026 compared with $351.91 million for the ~~third~~first quarter of ~~2024~~2025. The $12217.74 million ~~decrease~~increase was primarily due to ~~higher~~a ~~restructuring~~$216.2 million ~~and~~gain ~~other~~from ~~charges~~the ~~related~~Soterra toDivestiture ~~plant~~during ~~closures, partially offset by~~ the ~~same~~first ~~factors~~quarter ~~that~~of ~~impacted gross profit~~2026. Adjusted EBITDA was $6536.56 million for the ~~third~~first quarter of ~~2025~~2026 compared with $5729.15 million for the ~~third~~first quarter of ~~2024~~2025. The $87.41 million increase was primarily due to lower SG&A expenses and the same factors that impacted gross profit.

~~Integrated~~Innovative Closure Solutions

Our ~~Integrated~~Innovative Closure Solutions segment produces and sells ~~complimentary packaging products, such as paints, linings and~~ closure systems for industrial packaging products and related services. ~~In addition, this reportable segment participates in the purchase and sale of recycled fiber and the production and sale of adhesives, which can be used in our containerboard and paperboard products.~~

Net sales were $8723.10 million for the ~~third~~first quarter of ~~2025~~2026 compared with $~~100~~22.54 million for the ~~third~~first quarter of ~~2024~~2025. The $130.46 million ~~decrease~~increase was primarily due to ahigher ~~$14.3 million~~average ~~impact~~selling ~~from~~prices ~~the~~and ~~divestiture~~positive offoreign ~~Delta~~currency ~~Petroleum~~translation ~~Company~~impact, ~~Inc.~~partially ~~(the~~offset ~~“Delta~~by ~~Divestiture”)~~lower ~~during the third quarter of 2024~~volumes.

Gross profit was $~~24.~~8.9 million for the ~~third~~first quarter of ~~2025~~2026 compared with $~~30.~~7.5 million for the ~~third~~first quarter of ~~2024~~2025. The $51.94 million ~~decrease~~increase ~~in gross profit~~ was primarily due to lower raw material purchases and the ~~Delta~~same ~~Divestiture~~factors that impacted net sales. The Innovative Closure Solutions reportable segment’s total sales including intersegment sales was $39.4 million and $39.9 million for the first quarter of 2026 and 2025, respectively. Gross profit margin as a percentage of total sales was 2822.56 percent and 3018.58 percent for the ~~third~~first quarter of ~~2025~~2026 and ~~2024~~2025, respectively.

Operating profit was $32.57 million for the ~~third~~first quarter of ~~2025~~2026 compared with $551.04 million for the ~~third~~first quarter of ~~2024~~2025. The $511.53 million ~~decrease~~increase was primarily due to ~~a $46.1 million gain from~~ the ~~Delta Divestiture during the third quarter of 2024 and the~~ same factors that impacted gross profit. Adjusted EBITDA was $84.16 million for the ~~third~~first quarter of ~~2025~~2026 compared with $134.80 million for the ~~third~~first quarter of ~~2024~~2025. The $50.76 million ~~decrease~~increase was primarily due to the same factors that impacted gross profit.

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Income Tax Expense

Income tax expense for the ~~third~~first quarter of ~~2025~~2026 was $1158.89 million compared with $336.58 million for the ~~third~~first quarter of ~~2024~~2025. The $2152.71 million ~~decrease~~increase was primarily due to the gain from the ~~Delta~~Soterra Divestiture ~~in 2024~~.

On July 4, 2025, H.R. 1, commonly known as the One Big Beautiful Bill Act (“OBBBA”), was enacted into law. The OBBBA permanently extends several major provisions of the Tax Cuts and Jobs Act of 2017, including 100% bonus depreciation, domestic research cost expensing, enhanced business interest deductibility, and modifications to the international tax framework. We have evaluated the impact of the OBBBA ~~and~~as ~~determined~~part ~~that~~of itour ~~does~~fiscal ~~not~~year ~~have~~2026 aforecast, ~~material~~and ~~effect~~the oneffects of the ~~current~~legislation ~~quarter’s~~are reflected in our income tax provision. ~~Most~~for ~~provisions of~~ the ~~OBBBA,~~first ~~except~~quarter ~~for~~of ~~bonus~~2026. ~~depreciation,~~We will ~~not~~continue ~~affect~~to usassess ~~until~~the application of the ~~2026~~OBBBA ~~fiscal~~and ~~year~~any related regulatory guidance as it becomes available.

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Year-to-Date Results

The following table sets forth the net sales, operating profit and Adjusted EBITDA for each of our business segments for the nine months ended July 31, 2025 and 2024:

	Nine Months EndedJuly 31,
(in millions)	2025		2024
Net sales:
Customized Polymer Solutions	$	964.2	$	828.3
Durable Metal Solutions	1,120.9		1,208.3
Sustainable Fiber Solutions	900.3		924.2
Integrated Solutions	246.4		287.1
Total net sales	$	3,231.8	$	3,247.9
Operating profit:
Customized Polymer Solutions	$	28.8	$	26.9
Durable Metal Solutions	95.1		99.8
Sustainable Fiber Solutions	30.3		61.8
Integrated Solutions	8.4		72.0
Total operating profit	$	162.6	$	260.5
Adjusted EBITDA:
Customized Polymer Solutions	$	112.7	$	100.5
Durable Metal Solutions	122.4		125.0
Sustainable Fiber Solutions	155.8		141.7
Integrated Solutions	21.5		36.6
Total Adjusted EBITDA	$	412.4	$	403.8

The following table sets forth Adjusted EBITDA, reconciled to net income and operating profit, for our consolidated results for the nine months ended July 31, 2025 and 2024:

	Nine Months EndedJuly 31,
(in millions)	2025		2024
Net income	$	76.8	$	207.7
Plus: interest expense, net	46.3		29.4
Plus: other expense, net	3.0		9.5
Plus: income tax expense	38.0		16.0
Plus: equity earnings of unconsolidated affiliates, net of tax	(1.5)		(2.1)
Operating profit	162.6		260.5
Less: equity earnings of unconsolidated affiliates, net of tax	(1.5)		(2.1)
Plus: depreciation, depletion and amortization expense	173.5		168.6
Plus: acquisition and integration related costs	5.4		16.1
Plus: restructuring and other charges	42.5		1.6
Plus: non-cash asset impairment charges	27.8		1.9
Plus: gain on disposal of properties, plants and equipment, net	(3.7)		(6.4)
Plus: loss (gain) on disposal of businesses, net	1.4		(46.1)
Plus: other costs*	1.4		5.5
Adjusted EBITDA	$	412.4	$	403.8
*includes fiscal year-end change costs and share-based compensation impact of disposals of businesses

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The following table sets forth Adjusted EBITDA for our business segments, reconciled to the operating profit for each segment, for the nine months ended July 31, 2025 and 2024:

	Nine Months Ended July 31, 2025
(in millions)	Customized Polymer Solutions		Durable Metal Solutions		Sustainable Fiber Solutions		Integrated Solutions		Consolidated
Operating profit	$	28.8	$	95.1	$	30.3	$	8.4	$	162.6
Less: equity earnings of unconsolidated affiliates, net of tax	—		—		—		(1.5)		(1.5)
Plus: depreciation and amortization expense	69.7		21.2		75.1		7.5		173.5
Plus: acquisition and integration related costs	5.4		—		—		—		5.4
Plus: restructuring and other charges	5.5		7.4		27.7		1.9		42.5
Plus: non-cash asset impairment charges	3.1		2.2		22.0		0.5		27.8
Plus: (gain) loss on disposal of properties, plants and equipment, net	(0.2)		(3.8)		0.1		0.2		(3.7)
Plus: loss on disposal of businesses, net	—		—		—		1.4		1.4
Plus: other costs*	0.4		0.3		0.6		0.1		1.4
Adjusted EBITDA	$	112.7	$	122.4	$	155.8	$	21.5	$	412.4
	Nine Months Ended July 31, 2024
(in millions)	Customized Polymer Solutions		Durable Metal Solutions		Sustainable Fiber Solutions		Integrated Solutions		Consolidated
Operating profit	$	26.9	$	99.8	$	61.8	$	72.0	$	260.5
Less: equity earnings of unconsolidated affiliates, net of tax	—		—		—		(2.1)		(2.1)
Plus: depreciation and amortization expense	56.7		21.8		80.2		9.9		168.6
Plus: acquisition and integration related costs	14.8		—		1.3		—		16.1
Plus: restructuring and other charges	1.4		1.7		(2.2)		0.7		1.6
Plus: non-cash asset impairment charges	—		0.4		1.3		0.2		1.9
Plus: gain on disposal of properties, plants and equipment, net	(0.4)		—		(3.3)		(2.7)		(6.4)
Plus: gain on disposal of businesses, net	—		—		—		(46.1)		(46.1)
Plus: other costs*	1.1		1.3		2.6		0.5		5.5
Adjusted EBITDA	$	100.5	$	125.0	$	141.7	$	36.6	$	403.8
*includes fiscal year-end change costs and share-based compensation impact of disposals of businesses

Net Sales

Net sales were $3,231.8 million for the first nine months of 2025 compared with $3,247.9 million for the first nine months of 2024. The $16.1 million decrease was primarily due to $57.1 million attributable to lower volumes, a $40.8 million impact from the Delta Divestiture and $11.3 million of negative foreign currency translation impacts, partially offset by $97.2 million contributions from recent acquisitions. See the “Segment Review” below for additional information on net sales by segment.

Gross Profit

Gross profit was $711.9 million for the first nine months of 2025 compared with $671.2 million for the first nine months of 2024. The $40.7 million increase was primarily due to lower raw material costs, partially offset by the same factors that impacted net sales. See “Segment Review” below for additional information on gross profit by segment. Gross profit margin was 22.0 percent and 20.7 percent for first nine months of 2025 and 2024, respectively.

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Selling, General and Administrative Expenses

SG&A expenses were $475.9 million for the first nine months of 2025 compared with $443.6 million for the first nine months of 2024. The $32.3 million increase was primarily related to higher compensation expenses and amortization expenses due to recent acquisitions. SG&A expenses were 14.7 percent and 13.7 percent of net sales for first nine months of 2025 and 2024, respectively.

Financial Measures

Operating profit was $162.6 million for the first nine months of 2025 compared with $260.5 million for the first nine months of 2024. Net income was $76.8 million for the first nine months of 2025 compared with $207.7 million for the first nine months of 2024. Adjusted EBITDA was $412.4 million for the first nine months of 2025 compared with $403.8 million for the first nine months of 2024. The reasons for the changes in operating profit, net income, and Adjusted EBITDA for each segment are described below in the “Segment Review.”

Segment Review

Customized Polymer Solutions

Net sales were $964.2 million for the first nine months of 2025 compared with $828.3 million for the first nine months of 2024. The $135.9 million increase was primarily due to $97.2 million of contributions from recent acquisitions, $19.7 million attributable to higher volumes and $17.9 million from higher average selling prices.

Gross profit was $208.0 million for the first nine months of 2025 compared with $160.3 million for the first nine months of 2024. The $47.7 million increase was primarily due to the same factors that impacted net sales, partially offset by higher raw material, transportation and manufacturing costs. Gross profit margin was 21.6 percent and 19.4 percent for the first nine months of 2025 and 2024, respectively.

Operating profit was $28.8 million for the first nine months of 2025 compared with $26.9 million for the first nine months of 2024. The $1.9 million increase was primarily due to the same factors that impacted gross profit and lower integration costs from recent acquisitions, partially offset by higher SG&A expenses related to higher compensation expenses and amortization expenses from recent acquisitions. Adjusted EBITDA was $112.7 million for the first nine months of 2025 compared with $100.5 million for the first nine months of 2024. The $12.2 million increase was primarily due to the same factors that impacted gross profit, partially offset by higher SG&A expenses related to higher compensation expenses and amortization expenses from recent acquisitions.

Durable Metal Solutions

Net sales were $1,120.9 million for the first nine months of 2025 compared with $1,208.3 million for the first nine months of 2024. The $87.4 million decrease was primarily due to $53.6 million attributable to lower volumes, $24.6 million from lower average selling prices and negative foreign currency translation impacts.

Gross profit was $232.4 million for the first nine months of 2025 compared with $240.8 million for the first nine months of 2024. The $8.4 million decrease was primarily due to the same factors that impacted net sales, partially offset by lower raw material costs. Gross profit margin was 20.7 percent and 19.9 percent for the first nine months of 2025 and 2024, respectively.

Operating profit was $95.1 million for the first nine months of 2025 compared with $99.8 million for the first nine months of 2024. The $4.7 million decrease was primarily due to the same factors that impacted gross profit and higher restructuring and other charges, partially offset by lower SG&A expenses related to lower incentive expenses due to performance. Adjusted EBITDA was $122.4 million for the first nine months of 2025 compared with $125.0 million for the first nine months of 2024. The $2.6 million decrease was primarily due to the same factors that impacted gross profit, excluding impacts from depreciation and amortization, partially offset by lower SG&A expenses related to lower incentive expenses due to performance.

Sustainable Fiber Solutions

Net sales were $900.3 million for the first nine months of 2025 compared with $924.2 million for the first nine months of 2024. The $23.9 million decrease was primarily due to $38.3 million from lower published containerboard and boxboard prices, partially offset by $15.6 million attributable to lower volumes.

Gross profit was $201.1 million for the first nine months of 2025 compared with $184.5 million for the first nine months of 2024. The $16.6 million increase was primarily due to lower raw material costs and lower manufacturing costs, partially offset

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by the same factor that impacted net sales. Gross profit margin was 22.3 percent and 20.0 percent for the first nine months of 2025 and 2024, respectively.

Operating profit was $30.3 million for the first nine months of 2025 compared with $61.8 million for the first nine months of 2024. The $31.5 million decrease was primarily due to higher restructuring and other charges and impairment charges related to plant closures, partially offset by the same factors that impacted gross profit. Adjusted EBITDA was $155.8 million for the first nine months of 2025 compared with $141.7 million for the first nine months of 2024. The $14.1 million increase was primarily due to the same factors that impacted gross profit.

Integrated Solutions

Net sales were $246.4 million for the first nine months of 2025 compared with $287.1 million for the first nine months of 2024. The $40.7 million decrease was primarily due to a $40.8 million impact from the Delta Divestiture.

Gross profit was $70.4 million for the first nine months of 2025 compared with $85.6 million for the first nine months of 2024. The $15.2 million decrease was primarily due to the Delta Divestiture. Gross profit margin was 28.6 percent and 29.8 percent for the first nine months of 2025 and 2024, respectively.

Operating profit was $8.4 million for the first nine months of 2025 compared with $72.0 million for the first nine months of 2024. The $63.6 million decrease was primarily due to a $46.1 million gain from the Delta Divestitures during the third quarter of 2024 and the same factors that impacted gross profit. Adjusted EBITDA was $21.5 million for the first nine months of 2025 compared with $36.6 million for the first nine months of 2024. The $15.1 million decrease was primarily due to the same factors that impacted gross profit.

Income tax expense

Income tax expense for the first nine months of 2025 was $38.0 million compared with $16.0 million for the first nine months of 2024, respectively. The $22.0 million increase was primarily attributable to a one-time discrete tax benefit of $48.1 million recognized in 2024 related to the onshoring of certain intangible property and $1.2 million related to other miscellaneous discrete items. This was partially offset by a gain of $17.3 million from the Delta Divestiture in 2024 and a $10.0 million increase in tax expense in 2024 driven by higher pre-tax earnings and changes in the geographic mix of earnings across tax jurisdictions.

LIQUIDITY AND CAPITAL RESOURCES

Our primary sources of liquidity are operating cash flows and borrowings under our senior secured credit facilities and proceeds from our trade accounts receivable credit facilities. We use these sources to fund our working capital needs, capital expenditures, cash dividends, debt repayment, and acquisitions. We anticipate continuing to fund these items in a like manner. We currently expect that operating cash flows, borrowings under our senior secured credit facilities, and proceeds from our trade accounts receivable credit facilities will be sufficient to fund our anticipated working capital, capital expenditures, cash dividends, debt repayment, potential acquisitions of businesses, and other liquidity needs for at least 12 months.

The cash flows related to the Containerboard Business have not been segregated and are included in our Condensed Consolidated Statements of Cash Flows for the ~~nine~~three months ended ~~July~~December 31, 2025 and 2024. The absence of the cash flows from the Containerboard business in future periods is not expected to materially impact our liquidity or capital resources.

As disclosed above, we have entered into definitive agreements to sell our Containerboard Business for $1,800.0 million and our Soterra Business for approximately $462.0 million, subject in each case to certain adjustments. The net cash proceeds from these sale transactions will be used for debt repayment.

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Cash Flow

Nine Months Ended July 31, (in millions)	2025		2024
Three Months Ended December 31, (in millions)	2025		2024
Net cash provided by operating activities	$	303.3	$	168.8
Net cash (used in) provided by operating activities	$	(24.4)	$	16.6
Net cash used in investing activities	(70.2)		(703.8)
Net cash provided by (used in) investing activities	427.3		(22.4)
Net cash (used in) provided by financing activities	(~~188~~429.37)		~~541~~6.73
Effects of exchange rates on cash	4213.76		6(32.61)
Net increase in cash and cash equivalents	87.5		13.3
Net decrease in cash and cash equivalents	(13.2)		(31.6)
Cash and cash equivalents at beginning of year	~~197~~256.7		~~180~~216.94
Cash and cash equivalents at end of period	$	~~285~~243.25	$	~~194~~184.28

Operating Activities

During the first ~~nine~~three months of ~~2025~~2026 and ~~2024~~2025, cash (used in) provided by change in accounts receivable was $~~(31~~56.8) million and $~~(82~~76.0)2 million, respectively. The ~~favorable~~unfavorable change in accounts receivable levels was primarily due to ~~increased~~timing of collections.

During the first ~~nine~~three months of ~~2025~~2026 and ~~2024~~2025, cash (used in) provided by change in inventories was $(1310.07) million and $(469.40) million, respectively. The ~~favorable~~unfavorable change in inventories was primarily due to ~~decreased~~decrease ~~raw~~in ~~material~~net ~~prices~~sales.

During the first ~~nine~~three months of ~~2025~~2026 and ~~2024~~2025, cash (used in) provided by change in accounts payable was $(1332.35) million and $26(60.10) million, respectively. The ~~unfavorable~~favorable change in accounts payable levels was primarily due to ~~increase~~decrease in purchases ~~primarily~~due ~~related~~ to ~~acquisitions~~decrease in net sales and timing of payments.

Investing Activities

During the first ~~nine~~three months of ~~2025~~2026 and ~~2024~~2025, we invested $~~106~~33.50 million and $~~141~~42.47 million, ~~respectively,~~ (of ~~cash~~which ~~in capital expenditures.~~ $214.06 million ~~and $37.1 million~~ relates to ~~cash~~the inContainerboard ~~capital~~Business), ~~expenditures~~respectively, ~~from~~of ~~the~~cash ~~Containerboard~~in ~~Business~~capital expenditures.

During the first ~~nine~~three months of ~~2025~~2026, we received $22460.59 million ~~proceeds~~of ~~from a~~ cash ~~settlement~~from sale of ~~certain cross-currency swap contracts~~properties, ofplants ~~which~~and ~~$11.5 million~~equipment ~~related to cross-currency swap contracts designated as net investment hedges~~ and ~~$11.0 million~~other ~~related~~assets, toprimarily ~~cross-currency~~from ~~swap~~the ~~contracts~~Soterra ~~designated as cash flow hedges~~Divestiture.

During the first nine months of 2024, we paid $567.6 million for purchases of businesses, net of cash acquired, primarily for our acquisition of Ipackchem Group SAS (“Ipackchem”) on March 26, 2024 (the “Ipackchem Acquisition”).31

Financing Activities

During the first nine months of 2025 and 2024, we paid cash dividends to our stockholders in the amount of $93.8 million and $89.8 million, respectively.

During the first nine months of 2025 and 2024, we (paid down) borrowed $(34.8) million and $661.2 million of debt, net of payments, respectively. The 2024 borrowing was primarily for the Ipackchem Acquisition.

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Financing Activities

During the first three months of 2026 and 2025, we paid cash dividends to our stockholders in the amount of $32.5 million and $31.2 million, respectively.

During the first three months of 2026 and 2025, we (paid down) borrowed $(259.9) million and $50.9 million of debt, net of payments, respectively. The 2026 repayment was primarily from proceeds from the Soterra Divestiture.

During the first three months of 2026, we paid $128.1 million for share repurchases.

Stock Repurchase Programs

In 2017, our Board of Directors authorized the repurchase of up to 4,000,000 shares of our Class A Common Stock or Class B Common Stock, or any combination of the foregoing (the “2017 Authorization”).

In the first quarter of 2026, we entered into two agreements for open market repurchases that would nearly complete the repurchase of shares under the 2017 Authorization. One agreement provides for the repurchase of shares of Class A Common Stock up to an aggregate amount not to exceed $120.0 million in total repurchases, and the other agreement provides for the repurchase of shares of Class B Common Stock up to an aggregate amount not to exceed $30.0 million in total repurchases.

On December 9, 2025, our Board of Directors authorized the repurchase of shares of Class A Common Stock or Class B Common Stock, or any combination of the foregoing, up to an aggregate amount not to exceed $300.0 million in total purchases (the “2025 Authorization”). Repurchases of shares of Class A Common Stock or Class B Common Stock under the 2025 Authorization will not begin until after the completion of the repurchase of shares of Class A Common Stock or Class B Common Stock, as the case may be, under the 2017 Authorization.

See Note 10 to the Condensed Consolidated Financial Statements included in Item 1 of Part I of this Form 10-Q for additional information regarding this program and the repurchase of shares of Class A and B Common Stock.

Financial Obligations

Long-Term Debt

Long-term debt is summarized as follows:

(in millions)	~~July~~December 31,2025		~~October~~September 3130,~~2024~~2025
2022 Credit Agreement - Term Loans	$	~~1,641~~400.3	$	~~1,707~~784.41
2023 Credit Agreement - Term Loan	~~283~~69.1		~~288~~135.83
Accounts receivable credit facilities	—		357.9
2022 Credit Agreement - Revolving Credit Facility	189.6		—
2022 Credit Agreement - Revolving Credit Facility	395.7		373.7
	659.0		919.4
Other debt	—		1.3
Less: deferred financing costs	3.9		4.6
	2,320.1		2,729.1
Long-term debt, net	$	655.1	$	914.8
Less: current portion	95.8		95.8
Less: deferred financing costs	5.0		7.1
Long-term debt, net	$	2,219.3	$	2,626.2

2022 Credit Agreement

We have a senior secured credit agreement (the “2022 Credit Agreement”) with a syndicate of financial institutions.

The 2022 Credit Agreement provides for (a) an $800.0 million secured revolving credit facility, consisting of a $725.0 million multicurrency facility and a $75.0 million U.S. dollar facility, maturing on March 1, 2027, (b) a $1,100.0 million secured term loan A-1 facility with quarterly principal installments that continue through January 31, 2027, with any outstanding principal balance of such term loan A-1 facility being due and payable on maturity on March 1, 2027, (c) a $515.0 million secured term loan A-2 facility with quarterly principal installments that continue through January 31, 2027, with any outstanding principal balance of such term loan A-2 being due and payable on maturity on March 1, 2027, and (d) as further described below, a $300.0 million incremental secured term loan A-4 facility with quarterly principal installments that continue through January 31, 2027, with any outstanding principal balance of such term loan A-4 being due and payable on maturity on March 1, 2027. Subject to the terms of the 2022 Credit Agreement, the Company has an option to borrow additional funds under the 2022 Credit Agreement with the agreement of the lenders.

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31, 2027, with any outstanding principal balance of such term loan A-4 being due and payable on maturity on March 1, 2027. Subject to the terms of the 2022 Credit Agreement, the Company has an option to borrow additional funds under the 2022 Credit Agreement with the agreement of the lenders.

We have an incremental term loan agreement (the “Incremental Term Loan A-4 Agreement”) with a syndicate of financial institutions. The Incremental Term Loan A-4 Agreement is an amendment to the 2022 Credit Agreement. The Incremental Term Loan A-4 Agreement provided for a loan in the aggregate principal amount of $300.0 million that was made available in a single draw on March 25, 2024 (the “Incremental Term Loan A-4”). Amounts repaid or prepaid in respect of the Incremental Term Loan A-4 may not be reborrowed. The Incremental Term Loan A-4 amortizes at 2.50% per annum in equal quarterly principal installments, with the remaining outstanding principal balance due on March 1, 2027. The terms and provisions of the Incremental Term Loan A-4 are identical in all material respects to the terms and provisions of the other term loans made under the 2022 Credit Agreement. Our obligations with respect to the Incremental Term Loan A-4 are secured and guaranteed with the other obligations under the 2022 Credit Agreement on a pari passu basis. We used the proceeds from the Incremental Term Loan A-4 to repay funds drawn on the revolving credit facility under the 2022 Credit Agreement for the purchase of Ipackchem on March 26, 2024.

Interest accruing under the 2022 Credit Agreement is based on Secured Overnight Financing Rate (“SOFR”) plus a credit spread adjustment or a base rate that resets periodically plus, in each case, a calculated margin amount that is based on our leverage ratio. As of ~~July~~December 31, 2025, we had $~~404~~610.34 million of available borrowing capacity under the $800.0 million secured revolving credit facility.

The repayment of all borrowings under the 2022 Credit Agreement is secured by a security interest in certain of our personal property and certain of the personal property of certain of our U.S. subsidiaries, including equipment and inventory and certain intangible assets, as well as a pledge of the capital stock of substantially all of our U.S. subsidiaries, and is secured, in part, by the capital stock of the non-U.S. borrowers. However, in the event that we receive and maintain an investment grade rating from either Moody’s Investors Services, Inc. or Standard & Poor’s Financial Services LLC, we may request the release of such collateral.

43The 2022 Credit Agreement contains certain covenants, which include financial covenants that require us to maintain a certain leverage ratio and an interest coverage ratio. The leverage ratio generally requires that at the end of any fiscal quarter we will not permit the ratio of (a) our total consolidated indebtedness (less the aggregate amount of our unrestricted cash and cash equivalents), to (b) our consolidated net income plus depreciation, depletion and amortization, interest expense (including capitalized interest), income taxes, and minus certain extraordinary gains and non-recurring gains (or plus certain extraordinary losses and non-recurring losses), and plus or minus certain other items for the preceding twelve months (as used in this paragraph only “EBITDA”) to be greater than 4.50 to 1.00 through the quarter ending January 31, 2025, and thereafter 4.00 to 1.00; provided that such leverage ratio is subject to (i) a covenant step-up (as defined in the 2022 Credit Agreement) increase adjustment of 0.50 upon the consummation of, and the following three fiscal quarters after, certain specified acquisitions and (ii) a collateral release decrease adjustment of 0.25x during any collateral release period (as defined in the 2022 Credit Agreement). The interest coverage ratio generally requires that at the end of any fiscal quarter we will not permit the ratio of (a) our consolidated EBITDA, to (b) our consolidated interest expense to the extent paid or payable, to be less than 3.00 to 1.00, during the applicable preceding twelve-month period. As of December 31, 2025, we were in compliance with the covenants and other agreements in the 2022 Credit Agreement.

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The 2022 Credit Agreement contains certain covenants, which include financial covenants that require us to maintain a certain leverage ratio and an interest coverage ratio. The leverage ratio generally requires that at the end of any fiscal quarter we will not permit the ratio of (a) our total consolidated indebtedness (less the aggregate amount of our unrestricted cash and cash equivalents), to (b) our consolidated net income plus depreciation, depletion and amortization, interest expense (including capitalized interest), income taxes, and minus certain extraordinary gains and non-recurring gains (or plus certain extraordinary losses and non-recurring losses), and plus or minus certain other items for the preceding twelve months (as used in this paragraph only “EBITDA”) to be greater than 4.50 to 1.00 through the quarter ending January 31, 2025, and thereafter 4.00 to 1.00; provided that such leverage ratio is subject to (i) a covenant step-up (as defined in the 2022 Credit Agreement) increase adjustment of 0.50 upon the consummation of, and the following three fiscal quarters after, certain specified acquisitions and (ii) a collateral release decrease adjustment of 0.25x during any collateral release period (as defined in the 2022 Credit Agreement). The interest coverage ratio generally requires that at the end of any fiscal quarter we will not permit the ratio of (a) our consolidated EBITDA, to (b) our consolidated interest expense to the extent paid or payable, to be less than 3.00 to 1.00, during the applicable preceding twelve-month period. As of July 31, 2025, we were in compliance with the covenants and other agreements in the 2022 Credit Agreement.

2023 Credit Agreement

We have a $300.0 million senior secured credit agreement (the “2023 Credit Agreement”) with a syndicate of financial institutions. The 2023 Credit Agreement is permitted incremental equivalent debt under the terms of the 2022 Credit Agreement. The 2023 Credit Agreement provides for a $300.0 million secured term loan facility on a pari passu basis with the 2022 Credit Agreement, with quarterly principal installments that continue through January 31, 2028, with any outstanding principal balance being due and payable at maturity on May 17, 2028. We used the borrowings under the 2023 Credit Agreement to repay and refinance a portion of the outstanding borrowings under the 2022 Credit Agreement. Interest accruing under the 2023 Credit Agreement is based on SOFR plus a credit spread adjustment or a base rate that resets periodically plus, in each case, a calculated margin amount that is based on our leverage ratio.

The repayment of all borrowings under the 2023 Credit Agreement is secured by a security interest in certain of our personal property and certain of the personal property of certain of our U.S. subsidiaries, including equipment and inventory and certain intangible assets, as well as a pledge of the capital stock of substantially all of our U.S. subsidiaries. However, in the event that we receive and maintain an investment grade rating from either Moody’s Investors Services, Inc. or Standard & Poor’s Financial Services LLC, we may request the release of such collateral. Our obligations under the 2023 Credit Agreement are secured on a pari passu basis with the obligations arising under the 2022 Credit Agreement.

The 2023 Credit Agreement contains covenants, including financial covenants, substantially the same as the covenants in 2022 Credit Agreement, as described above, and a “most favored lender” provision related to the 2022 Credit Agreement. As of July 31, 2025, we were in compliance with the covenants and other agreements in the 2023 Credit Agreement.33

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The 2023 Credit Agreement contains covenants, including financial covenants, substantially the same as the covenants in 2022 Credit Agreement, as described above, and a “most favored lender” provision related to the 2022 Credit Agreement. As of December 31, 2025, we were in compliance with the covenants and other agreements in the 2023 Credit Agreement.

Short-Term Debt

Short-term debt is summarized as follows:

(in millions)	~~July~~December 31, 2025	~~October~~September 3130, ~~2024~~2025
Accounts receivable credit facilities	386.6	—
U.S. accounts receivable credit facilities	174.4	179.7
Other debt	15.3	18.6
European accounts receivable credit facilities	93.6	95.3
	401.9	18.6
Other debt	20.9	12.7
	288.9	287.7

Accounts Receivable Credit Facilities

We have a $~~290~~200.0 million U.S. Receivables Financing Facility Agreement (the “U.S. RFA”) that matures on May 15, 2026. As of ~~July~~December 31, 2025, there was a $~~284~~174.34 million ($~~273~~179.7 million as of ~~October~~September 3130, ~~2024~~2025) outstanding balance under the U.S. RFA. The U.S. RFA also contains events of default and covenants that are substantially the same as the covenants under the 2022 Credit Agreement. As of ~~July~~December 31, 2025, we were in compliance with these covenants. Proceeds of the U.S. RFA are available for working capital and general corporate purposes. ~~On August 28, 2025, the U.S. RFA was amended to provide an accounts receivable financing facility of $200.0 million.~~

We have a €100.0 million ($~~115~~117.57 million as of ~~July~~December 31, 2025) European Receivables Financing Agreement (the “European RFA”) that matures on April 21, 2026. As of ~~July~~December 31, 2025, $~~102~~93.36 million ($8495.23 million as of ~~October~~September 3130, ~~2024~~2025) was outstanding under the European RFA. As of December 31, 2025, we were in compliance with covenants contained in the European RFA. Proceeds of the European RFA are available for working capital and general corporate purposes.

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outstanding under the European RFA. As of July 31, 2025, we were in compliance with covenants contained in the European RFA. Proceeds of the European RFA are available for working capital and general corporate purposes.

See Note 5 to the interim condensed consolidated financial statements included in Item 1 of this Form 10-Q for additional disclosures regarding our financial obligations.

Financial Instruments

Interest Rate Derivatives

As of ~~July~~December 31, 2025, we had various interest rate swaps with a total notional amount of $~~1,362~~275.50 million ($~~1,400~~562.05 million as of ~~October~~September 3130, ~~2024~~2025) amortizing down over the term, in which we receive variable interest rate payments based on SOFR and in return are obligated to pay interest at a weighted average fixed interest rate of 21.9916%. These derivatives are designated as cash flow hedges for accounting purposes and will mature between March 1, 2027 and July 16, 2029.

Accordingly, the gain or loss on these derivative instruments is reported as a component of other comprehensive income (loss) and reclassified into earnings in the same line item associated with the forecasted transactions and in the same period during which the hedged transaction affects earnings.

Foreign Exchange Hedges

We conduct business in international currencies and are subject to risks associated with changing foreign exchange rates. Our objective is to reduce volatility associated with foreign exchange rate changes to allow management to focus its attention on business operations. Accordingly, we enter into various contracts that change in value as foreign exchange rates change to protect the value of certain existing foreign currency assets and liabilities, commitments, and anticipated foreign currency cash flows.

As of ~~July~~December 31, 2025, and ~~October~~September 3130, ~~2024~~2025, we had outstanding foreign currency forward contracts in the notional amount of $~~219~~118.62 million, and $74165.10 million, respectively.

Cross Currency Swap

We have operations and investments in various international locations and are subject to risks associated with changing foreign exchange rates. As of ~~July~~December 31, 2025, we have cross currency interest rate swaps that synthetically swap $534.9 million ($~~447~~534.69 million as of ~~October~~September 3130, ~~2024~~2025) of U.S. fixed rate debt to Euro denominated fixed rate debt. We receive a weighted ~~average rate of 1.64%. These agreements are designated either net investment hedges or cash flow hedges for accounting purposes and will mature between October 5, 2026 and November 3, 2028.~~

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average rate of 1.64%. These agreements are designated either net investment hedges or cash flow hedges for accounting purposes and will mature between October 5, 2026 and November 3, 2028.

Accordingly, the gain or loss on the net investment hedge derivative instruments is included in the foreign currency translation component of other comprehensive income (loss) until the net investment is sold, diluted, or liquidated. The gain or loss on the cash flow hedge derivative instruments is included in the unrealized foreign exchange component of other expense, offset by the underlying gain or loss on the underlying cash flows that are being hedged. Interest payments received from the cross currency swap are excluded from the net investment hedge effectiveness assessment and are recorded in interest expense, net on the consolidated statements of income.

During the first quarter of 2025, we executed a cash settlement of certain cross-currency swap contracts and simultaneously entered into new cross-currency swaps at prevailing market rates. The net cash settlement from restriking these swaps resulted in a cash receipt of $22.5 million of which $11.5 million related to cross-currency swap contracts designated as net investment hedges and $11.0 million related to cross-currency swap contracts designated as cash flow hedges.

See Note 6 to the interim condensed consolidated financial statements included in Item 1 of this Form 10-Q for additional disclosures regarding our financial instruments.

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ITEM 4. CONTROLS AND PROCEDURES

Changes in Internal Control Over Financial Reporting

There has been no change in our internal control over financial reporting that occurred during the most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Disclosure Controls and Procedures

With the participation of our principal executive officer and principal financial officer, our management has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act, as of the end of the period covered by this report. Based upon that evaluation, our principal executive officer and principal financial officer have concluded that, as of the end of the period covered by this report:

•Information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC;

•Information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure; and

•Our disclosure controls and procedures are effective.

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PART II. OTHER INFORMATION

ITEM 1A. RISK FACTORS

There have been no material changes in our risk factors from those disclosed in the ~~2024~~2025 Form 10-KKT under Part I, Item 1A –– Risk Factors.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

(c.) Purchases of Equity Securities by the Issuer

As announced on November 5, 2025, the Company entered into two agreements, each dated November 11, 2025, for open market repurchases that would nearly complete the repurchase of shares under the 2017 Authorization. One agreement provides for the repurchase of shares of Class A Common Stock up to an aggregate amount not to exceed $120.0 million in total repurchases, and the other agreement provides for the repurchase of shares of Class B Common Stock up to an aggregate amount not to exceed $30.0 million in total repurchases. The agreement for the repurchase of shares of Class B Common Stock was terminated on November 14, 2025. A new agreement for the repurchase of shares of Class B Common Stock was entered into on November 26, 2025. The new agreement is the same as the prior agreement, other than the new agreement provides that the Company will not repurchase shares during limited periods of time each quarter that are expected to correspond to a portion of the Company’s open trading window under its insider trading policy.

During the three months ended December 31, 2025, the Company repurchased the following shares of its Class A and Class B Common Stock:


Period	Total Number of Shares of Class A Common Stock Purchased	Average Price Paid per Share of Class A Common Stock*		Total Number of Shares of Class B Common Stock Purchased	Average Price Paid per Share of Class B Common Stock*		Total Number of Shares Purchased as Part of Publicly Announced Program	Approximate Dollar Value That May Yet be Purchased Under the Program
October 1, 2025 to October 31, 2025	—	$	—	—	$	—	—	$	—
November 1, 2025 to November 30, 2025	561,361	61.77		5,592	65.67		566,953	414,958,037
December 1, 2025 to December 31, 2025	1,252,239	68.14		104,496	74.51		1,356,735	321,847,267
Total	1,813,600			110,088			1,923,688

*Average price paid per share reflects the weighted average purchase price paid for shares.

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ITEM 6. EXHIBITS

(a.) Exhibits

Exhibit No.						Description of Exhibit
10.1						~~Amendment~~Employment ~~No.1, dated July 15, 2025 to the Purchase and~~ Agreement, dated June 301, ~~2025~~2022, ~~among~~between Greif ~~Packaging~~UK ~~LLC,~~Limited ~~Packaging Corporation of America~~ and ~~Greif,~~Patrick ~~Inc~~Mullaney.
10.2						~~Omnibus~~Settlement ~~Amendment and Amendment No. 8, dated August 28, 2025, to Third Amended and Restated Transfer and Administration~~ Agreement, dated September 2423, ~~2019~~2025, bybetween ~~and among~~ Greif ~~Receivables~~UK ~~Funding~~Limited ~~LLC, as seller, Container Life Cycle Management LLC, Lee Container, LLC,~~ and ~~Lee~~Patrick ~~Container Iowa, LLC, Greif Packaging LLC, American Flange & Manufacturing Co~~Mullaney. Inc., Caraustar Mill Group, Inc., Caraustar Industrial and Consumer Products Group, Inc., Caraustar Recovered Fiber Group, Inc., The Newark Group, Inc., Caraustar Consumer Products Group, LLC, and Cascade Paper Converters Co., as originators.
31.1						Certification of Chief Executive Officer Pursuant to Rule 13a — 14(a) of the Securities Exchange Act of 1934.
31.2						Certification of Chief Financial Officer Pursuant to Rule 13a — 14(a) of the Securities Exchange Act of 1934.
32.1						Certification of Chief Executive Officer required by Rule 13a —14(b) of the Securities Exchange Act of 1934 and Section 1350 of Chapter 63 of Title 18 of the United States Code.
32.2						Certification of Chief Financial Officer required by Rule 13a — 14(b) of the Securities Exchange Act of 1934 and Section 1350 of Chapter 63 of Title 18 of the United States Code.
101						The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended ~~July~~December 31, 2025, formatted in Inline XBRL (Extensible Business Reporting Language): (i) Condensed Consolidated Statements of Income (ii) Condensed Consolidated Statements of Comprehensive Income (Loss), (iii) Condensed Consolidated Balance Sheets, (iv) Condensed Consolidated Statements of Cash Flows (v) Condensed Consolidated Statements of Changes in Shareholders’ Equity and (vi) Notes to Condensed Consolidated Financial Statements.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereto duly authorized.

						GREIF, INC.
						(Registrant)
Date: August 28, 2025						/s/ LAWRENCE A. HILSHEIMER
Date: January 30, 2026						/s/ LAWRENCE A. HILSHEIMER
						Lawrence A. Hilsheimer
						Executive Vice President and Chief Financial Officer

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Filing Compare · GREIF, INC