GREIF, INC. AND SUBSIDIARY COMPANIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
Three Months Ended June 30, Nine Months Ended June 30,
(in millions, except per share amounts) 2026 2025 2026 2025
Net sales $ 1,165.6 $ 1,125.9 $ 3,233.2 $ 3,221.0
Cost of products sold 893.0 869.9 2,511.0 2,517.1
Gross profit 272.6 256.0 722.2 703.9
Selling, general and administrative expenses 149.5 168.3 487.3 488.4
Acquisition and integration related costs 1.5 2.0 3.6 6.1
Restructuring and other charges 12.1 18.0 42.0 30.4
Non-cash asset impairment charges 1.4 7.2 6.1 24.7
Loss (gain) on disposal of properties, plants and equipment, net 0.2 (3.5) (217.2) (5.8)
Loss on disposal of businesses, net — 0.3 0.5 1.6
Operating profit 107.9 63.7 399.9 158.5
Interest expense, net 7.7 15.8 27.4 47.2
Non-cash pension settlement charges 0.3 — 1.9 —
Debt extinguishment charges — — 2.5 —
Other expense, net — 1.4 4.8 2.5
Income from continuing operations before income tax expense and equity earnings of unconsolidated affiliates, net 99.9 46.5 363.3 108.8
Income tax expense 17.9 10.0 82.7 36.8
Equity earnings of unconsolidated affiliates, net of tax (0.6) (0.4) (1.2) (1.3)
Net income from continuing operations 82.6 36.9 281.8 73.3
Net income (loss) from discontinued operations, net of tax (1.0) 24.1 (3.0) 60.8
Net income 81.6 61.0 278.8 134.1
Net income attributable to noncontrolling interests (3.8) (6.2) (13.8) (17.4)
Net income attributable to Greif, Inc. $ 77.8 $ 54.8 $ 265.0 $ 116.7
Basic earnings per share attributable to Greif, Inc. common shareholders:
Class A common stock (continued operations) - basic $ 1.39 $ 0.53 $ 4.70 $ 0.96
Class A common stock (discontinued operations) - basic $ (0.02) $ 0.41 $ (0.05) $ 1.05
Earnings per Class A common stock - basic $ 1.37 $ 0.94 $ 4.65 $ 2.01
Class B common stock (continued operations) - basic $ 2.08 $ 0.80 $ 7.04 $ 1.44
Class B common stock (discontinued operations) - basic $ (0.03) $ 0.62 $ (0.08) $ 1.57
Earnings per Class B common stock - basic $ 2.05 $ 1.42 $ 6.96 $ 3.01
Diluted earnings per share attributable to Greif, Inc. common shareholders:
Class A common stock (continued operations) - diluted $ 1.37 $ 0.53 $ 4.64 $ 0.96
Class A common stock (discontinued operations) - diluted $ (0.02) $ 0.41 $ (0.05) $ 1.05
Earnings per Class A common stock - diluted $ 1.35 $ 0.94 $ 4.59 $ 2.01
Class B common stock (continued operations) - diluted $ 2.08 $ 0.80 $ 7.04 $ 1.44
Class B common stock (discontinued operations) - diluted $ (0.03) $ 0.62 $ (0.08) $ 1.57
Earnings per Class B common stock - diluted $ 2.05 $ 1.42 $ 6.96 $ 3.01
Weighted-average number of Class A common shares outstanding:
Basic 24.8 26.1 25.1 26.0
Diluted 25.5 26.1 25.6 26.0
Weighted-average number of Class B common shares outstanding:
Basic 21.4 21.3 21.4 21.3
Diluted 21.4 21.3 21.4 21.3
Cash dividends declared per common share:
Class A common stock $ 0.62 $ 0.54 $ 1.74 $ 1.62
Class B common stock $ 0.93 $ 0.81 $ 2.60 $ 2.42
See accompanying Notes to Condensed Consolidated Financial Statements
3
Table of Contents
GREIF, INC. AND SUBSIDIARY COMPANIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
Three Months Ended June 30, Nine Months Ended June 30,
(in millions) 2026 2025 2026 2025
Net income $ 81.6 $ 61.0 $ 278.8 $ 134.1
Other comprehensive income (loss), net of tax:
Foreign currency translation 13.0 92.4 7.9 59.2
Derivative financial instruments 1.3 (21.7) 0.4 8.6
Minimum pension liabilities 0.8 (3.4) 2.9 (1.3)
Other comprehensive income (loss), net of tax 15.1 67.3 11.2 66.5
Comprehensive income 96.7 128.3 290.0 200.6
Comprehensive income attributable to noncontrolling interests 3.9 6.6 13.4 17.5
Comprehensive income attributable to Greif, Inc. $ 92.8 $ 121.7 $ 276.6 $ 183.1
See accompanying Notes to Condensed Consolidated Financial Statements
4
Table of Contents
GREIF, INC. AND SUBSIDIARY COMPANIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in millions) June 30, 2026 September 30, 2025
ASSETS
Current assets
Cash and cash equivalents $ 288.5 $ 256.7
Trade accounts receivable, net of allowance 747.0 655.3
Inventories:
Raw materials 279.1 244.7
Work-in-process 0.1 —
Finished goods 100.4 92.1
Current assets held for sale 19.4 21.8
Prepaid expenses 62.8 55.6
Other current assets 137.7 104.2
1,635.0 1,430.4
Long-term assets
Goodwill 1,719.0 1,696.5
Other intangible assets, net of amortization 794.2 840.9
Deferred tax assets 32.2 26.5
Pension assets 69.0 64.1
Noncurrent assets held for sale — 233.5
Operating lease right-of-use assets 175.2 186.5
Finance lease right-of-use assets 25.0 34.1
Other long-term assets 103.3 119.1
2,917.9 3,201.2
Properties, plants and equipment
Land 121.0 124.7
Buildings 511.3 497.4
Machinery and equipment 1,805.1 1,736.0
Capital projects in progress 182.2 151.2
2,619.6 2,509.3
Accumulated depreciation (1,468.3) (1,374.1)
1,151.3 1,135.2
Total assets $ 5,704.2 $ 5,766.8
See accompanying Notes to Condensed Consolidated Financial Statements
5
Table of Contents
GREIF, INC. AND SUBSIDIARY COMPANIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in millions) June 30, 2026 September 30, 2025
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable $ 497.3 $ 429.6
Accrued payroll and employee benefits 120.4 137.9
Restructuring reserves 10.7 21.7
Current portion of long-term debt 12.5 —
Short-term borrowings 330.5 287.7
Current liabilities held for sale — 2.1
Current portion of operating lease liabilities 41.6 43.9
Current portion of finance lease liabilities 4.4 5.5
Dividends payable 27.2 25.3
Other current liabilities 223.8 175.9
1,268.4 1,129.6
Long-term liabilities
Long-term debt 687.4 914.8
Operating lease liabilities 134.2 143.9
Finance lease liabilities 23.0 29.3
Deferred tax liabilities 224.7 250.2
Pension liabilities 58.0 59.2
Postretirement benefit obligations 5.3 5.4
Contingent liabilities and environmental reserves 16.8 17.3
Other long-term liabilities 156.2 172.4
1,305.6 1,592.5
Commitments and contingencies (Note 9)
Redeemable noncontrolling interests 92.4 92.3
Equity
Common stock, without par value 295.8 247.3
Treasury stock, at cost (417.7) (276.5)
Retained earnings 3,360.5 3,194.9
Accumulated other comprehensive loss, net of tax:
Foreign currency translation (192.8) (201.1)
Derivative financial instruments 8.5 8.1
Minimum pension liabilities (54.9) (57.8)
Total Greif, Inc. shareholders’ equity 2,999.4 2,914.9
Noncontrolling interests 38.4 37.5
Total shareholders’ equity 3,037.8 2,952.4
Total liabilities and shareholders’ equity $ 5,704.2 $ 5,766.8
See accompanying Notes to Condensed Consolidated Financial Statements
6
Table of Contents
GREIF, INC. AND SUBSIDIARY COMPANIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Nine Months Ended June 30,
(in millions) 2026 2025
Cash flows from operating activities:
Net income $ 278.8 134.1
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion and amortization 174.9 200.9
Non-cash asset impairment charges 6.1 24.7
Non-cash pension settlement charges 1.9 —
Gain on disposals of properties, plants and equipment, net (217.2) (5.6)
Loss on disposals of businesses, net 4.5 1.6
Unrealized foreign exchange (gain) loss (0.4) 0.2
Deferred income tax benefit (47.0) (86.1)
Debt extinguishment charges 0.7 —
Non-cash special charitable contribution 40.0 —
Non-cash lease expense 39.5 39.5
Other, net 1.2 1.3
Increase (decrease) in cash from changes in certain assets and liabilities, net of impacts from acquisitions:
Trade accounts receivable (83.3) (7.0)
Inventories (38.3) 3.9
Accounts payable 67.8 (28.7)
Restructuring reserves (11.0) 5.6
Operating leases (40.8) (39.2)
Pension and post-retirement benefit liabilities (6.8) (5.7)
Other, net (0.6) 46.6
Net cash provided by operating activities 170.0 286.1
Cash flows from investing activities:
Purchases of business, net of cash acquired (59.9) (1.2)
Receipts for collection of loans receivable 15.0 —
Purchases of properties, plants and equipment (118.5) (92.9)
Payments for deferred purchase price of acquisitions (0.6) (1.9)
Proceeds from the sale of properties, plants, equipment and other assets 464.0 26.4
Payments for the sale of businesses — (0.9)
Proceeds from hedging derivatives — 22.5
Other, net (0.3) (3.7)
Net cash provided by (used in) investing activities 299.7 (51.7)
Cash flows from financing activities:
Proceeds from issuance of long-term debt 2,175.0 1,548.6
Payments on long-term debt (2,389.8) (1,597.5)
Proceeds (payments) on short-term borrowings, net 3.8 (6.6)
Proceeds from trade accounts receivable credit facility 181.3 190.3
Payments on trade accounts receivable credit facility (139.5) (165.8)
Dividends paid to Greif, Inc. shareholders (97.0) (93.8)
Dividends paid to noncontrolling interests (11.9) (17.8)
Payments for debt extinguishment and issuance costs (2.8) —
Payments for share repurchases (150.1) —
Tax withholding payments for stock-based awards (9.8) (7.4)
Purchases of redeemable noncontrolling interest — (38.7)
Other, net (3.5) (5.4)
Net cash used in financing activities (444.3) (194.1)
Effects of exchange rates on cash 6.4 35.3
Net increase in cash and cash equivalents 31.8 75.6
Cash and cash equivalents at beginning of period 256.7 216.4
Cash and cash equivalents at end of period $ 288.5 $ 292.0
See accompanying Notes to Condensed Consolidated Financial Statements
7
Table of Contents
GREIF, INC. AND SUBSIDIARY COMPANIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (UNAUDITED)
Three Months Ended June 30, 2026
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 March 31, 2026 46,168 $ 294.0 30,674 $ (414.9) $ 3,317.3 $ (254.2) $ 2,942.2 $ 39.0 $ 2,981.2
Net income 77.8 77.8 3.8 81.6
Other comprehensive income (loss):
Foreign currency translation, net of $0.4 million of income tax benefit 12.9 12.9 0.1 13.0
Derivative financial instruments, net of $0.4 million of income tax benefit 1.3 1.3 1.3
Minimum pension liability adjustment, net of $0.3 million income tax benefit 0.8 0.8 0.8
Comprehensive income . 92.8 96.7
Current period mark to redemption value of redeemable noncontrolling interest and other 0.7 0.7 0.7
Net income allocated to redeemable noncontrolling interests — (1.7) (1.7)
Dividends declared to Greif, Inc. shareholders ($0.62 and $0.93 per Class A share and Class B share, respectively) (35.2) (35.2) (35.2)
Dividends paid to noncontrolling interests and other — (2.8) (2.8)
Dividends earned on RSU shares (0.1) (0.1) (0.1)
Colleague stock purchase plan — 0.3 — — 0.3 0.3
Share repurchases (32) — 32 (2.8) (2.8) (2.8)
Share based compensation — 1.5 — — 1.5 1.5
Restricted stock, directors — 0.1 — — 0.1 0.1
Deferrals of director shares in Rabbi Trust — (0.1) — — (0.1) (0.1)
As of June 30, 2026 46,136 $ 295.8 30,706 $ (417.7) $ 3,360.5 $ (239.2) $ 2,999.4 $ 38.4 $ 3,037.8
Nine Months Ended June 30, 2026
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, 2025 47,501 $ 247.3 29,341 $ (276.5) $ 3,194.9 $ (250.8) $ 2,914.9 $ 37.5 $ 2,952.4
Net income 265.0 265.0 13.8 278.8
Other comprehensive income (loss):
Foreign currency translation, net of $2.6 million income tax benefit 8.3 8.3 (0.4) 7.9
Derivative financial instruments, net of $0.1 million of income tax benefit 0.4 0.4 0.4
Minimum pension liability adjustment, net of $0.2 million income tax benefit 2.9 2.9 2.9
Comprehensive income . 276.6 290.0
Current period mark to redemption value of redeemable noncontrolling interest and other (0.4) (0.4) (0.4)
Net income allocated to redeemable noncontrolling interests — (4.2) (4.2)
Dividends declared to Greif, Inc. shareholders ($1.74 and $2.60 per Class A share and Class B share, respectively) (98.8) (98.8) (98.8)
Dividends paid to noncontrolling interests and other — (8.3) (8.3)
Dividends earned on RSU shares (0.2) (0.2) (0.2)
Colleague stock purchase plan 33 2.2 (33) 0.5 2.7 2.7
Share repurchases (2,185) 0.5 2,185 (151.9) (151.4) (151.4)
Long-term incentive shares issued 231 7.6 (231) 3.2 10.8 10.8
Share based compensation — 3.7 — — 3.7 3.7
Share donation 537 33.3 (537) 6.7 40.0 40.0
Restricted stock, directors 19 0.4 (19) 0.3 0.7 0.7
Deferrals of director shares in Rabbi Trust — 0.8 — — 0.8 0.8
As of June 30, 2026 46,136 $ 295.8 30,706 $ (417.7) $ 3,360.5 $ (239.2) $ 2,999.4 $ 38.4 $ 3,037.8
8
Table of Contents
Three Months Ended June 30, 2025
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 March 31, 2025 47,461 $ 242.6 29,381 $ (276.8) $ 2,481.1 $ (348.1) $ 2,098.8 $ 41.5 $ 2,140.3
Net income 54.8 54.8 6.2 61.0
Other comprehensive income (loss):
Foreign currency translation, net of $1.6 million income tax benefit 92.0 92.0 0.4 92.4
Derivative financial instruments, net of $10.4 million income tax expense (21.7) (21.7) (21.7)
Minimum pension liability adjustment, net of $0.0 million income tax benefit (3.4) (3.4) (3.4)
Comprehensive income 121.7 128.3
Current period mark to redemption value of redeemable noncontrolling interest (1.0) (1.0) (1.0)
Net income allocated to redeemable noncontrolling interests — (1.8) (1.8)
Dividends declared 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 paid to noncontrolling interests and other — (3.0) (3.0)
Dividends earned on RSU shares (0.1) (0.1) (0.1)
Colleague stock purchase plan — 0.2 — — 0.2 0.2
Share based compensation — 1.6 — — 1.6 1.6
Restricted stock, directors — (5.8) — — (5.8) (5.8)
Deferrals of director shares in Rabbi Trust — 5.8 — — 5.8 5.8
As of June 30, 2025 47,461 $ 244.4 29,381 $ (276.8) $ 2,503.4 $ (281.2) $ 2,189.8 $ 43.3 $ 2,233.1
Nine Months Ended June 30, 2025
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 116.7 116.7 17.4 134.1
Other comprehensive income (loss):
Foreign currency translation, net of $1.6 million income tax benefit 59.1 59.1 0.1 59.2
Derivative financial instruments, net of $12.5 million income tax expense 8.6 8.6 8.6
Minimum pension liability adjustment, net of $0.0 million income tax benefit (1.3) (1.3) (1.3)
Comprehensive income . 183.1 200.6
Current period mark to redemption value of redeemable noncontrolling interest and other (4.5) (4.5) (4.5)
Net income allocated to redeemable noncontrolling interests — (5.7) (5.7)
Dividends declared 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 — (14.5) (14.5)
Dividends earned on RSU shares (0.2) (0.2) (0.2)
Colleague stock purchase plan 45 2.6 (45) 0.3 2.9 2.9
Long-term incentive shares issued 211 6.7 (211) 1.7 8.4 8.4
Share based compensation — 4.1 — — 4.1 4.1
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 June 30, 2025 47,461 $ 244.4 29,381 $ (276.8) $ 2,503.4 $ (281.2) $ 2,189.8 $ 43.3 $ 2,233.1
See accompanying Notes to Condensed Consolidated Financial Statements
9
Table of Contents
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 fiscal year of Greif, Inc. and its subsidiaries (the “Company”) begins on October 1 and end on September 30 of the following year. Any references to years relates to the fiscal year ended in that year, unless otherwise stated.
The information filed herein reflects all normal and recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the interim condensed consolidated balance sheet as of June 30, 2026 and the condensed consolidated balance sheet as of September 30, 2025, the interim condensed consolidated statements of income, comprehensive income and changes in shareholders’ equity for the three and nine months ended June 30, 2026 and 2025 and the interim condensed consolidated statements of cash flows for the nine months ended June 30, 2026 and 2025 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 Transition Report on Form 10-KT for its fiscal year ended September 30, 2025 (the “2025 Form 10-KT”).
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 was completed effective as of August 31, 2025 (the “Containerboard Divestiture”). 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. 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 Income for all periods presented. 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 statements relates only to continuing operations.
Recast of Certain Prior Period Information
Effective October 1, 2025, the Company changed the name of its Integrated Solutions reportable segment to Innovative Closure Solutions.
The 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 complementary 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
10
Table of Contents
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. This internal re-alignment has resulted in prior period segment information being recast for the 2025 fiscal year.
Effective October 1, 2025, the Company’s fiscal year was changed to begin on October 1 (rather than November 1), and end on September 30 (rather than October 31) of the following year, and each fiscal quarter end was changed to align with the fiscal year end change with the first fiscal quarter ended December 31, 2025. This fiscal quarter re-alignment has resulted in prior period quarterly information being recast for the 2025 fiscal year. The prior reported 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
In November 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“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 Company adopted this ASU on November 1, 2024. The adoption of this guidance did not have a material impact on the Company's financial position, results of operations, comprehensive income, cash flows or 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 adopted this ASU on October 1, 2025 and is preparing the required disclosures for the annual report.
Recently Issued Accounting Standards
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.
NOTE 2 — ACQUISITIONS AND DIVESTITURES
Acquisitions
Envaplast Acquisition
The Company acquired Envaplast, S.L. (“Envaplast”) on June 2, 2026 (the “Envaplast Acquisition”). Envaplast is a premium small polymer container business located near Valencia, Spain. The total consideration transferred for the acquisition, net of cash acquired, was $61.7 million, consisting of cash paid at closing, a deferred purchase price, and the fair value of contingent consideration. The contingent consideration relates to an earn-out arrangement and was measured at fair value as of the acquisition date.
11
Table of Contents
The following table summarizes the consideration transferred to acquire Envaplast and the preliminary valuation of identifiable assets acquired and liabilities assumed at the acquisition date:
(in millions) Amounts Recognized as of the Acquisition Date
Fair value of consideration transferred
Cash paid at closing, net of cash acquired $ 54.6
Deferred purchase price 1.3
Fair value of contingent consideration 5.8
61.7
Recognized amounts of identifiable assets acquired and liabilities assumed
Accounts receivable $ 7.7
Inventories 3.7
Intangibles 24.1
Other long-term assets 0.4
Properties, plants and equipment 11.0
Total assets acquired 46.9
Accounts payable (3.4)
Other current liabilities (1.2)
Long-term deferred tax liability (7.6)
Total liabilities assumed (12.2)
Total identifiable net assets $ 34.7
Goodwill $ 27.0
The Company recognized goodwill related to this acquisition of $27.0 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. Envaplast is reported within the Customized Polymer Solutions segment to which the goodwill was assigned. The goodwill is not deductible for tax purposes.
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 building and improvements a useful life ranging from 1 year to 20 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.
Acquired intangible assets are being amortized over the estimated useful lives on a straight-line basis. The following table summarizes the preliminary purchase price allocation and weighted average estimated 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 $ 24.1 10.0
Total intangible assets $ 24.1
12
Table of Contents
The purchase price allocation is preliminary. The Company has not yet finalized the valuation of certain assets acquired and liabilities assumed. Preliminary amounts may be adjusted during the measurement period as additional information becomes available about facts and circumstances that existed as of the acquisition date. The Company expects to finalize the purchase price allocation within one year of the acquisition date.
Pro Forma Results
The following unaudited supplemental pro forma data presents consolidated information as if the Envaplast Acquisition had been completed on October 1, 2024. These amounts were calculated after adjusting Envaplast’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 October 1, 2024, the adjusted income tax expense, and related transaction costs.
Three Months Ended June 30, Nine Months Ended June 30,
(in millions, except per share amounts) 2026 2025 2026 2025
Pro forma net sales (continued operations) $ 1,170.8 $ 1,133.1 $ 3,251.2 $ 3,241.3
Pro forma net income attributable to Greif, Inc. (continued operations) 80.1 31.9 269.5 56.3
Basic earnings per share attributable to Greif, Inc. common shareholders:
Class A common stock (continued operations) $ 1.41 $ 0.55 $ 4.72 $ 0.97
Class B common stock (continued operations) $ 2.12 $ 0.83 $ 7.08 $ 1.45
Diluted earnings per share attributable to Greif, Inc. common shareholders:
Class A common stock (continued operations) $ 1.39 $ 0.55 $ 4.67 $ 0.97
Class B common stock (continued operations) $ 2.12 $ 0.83 $ 7.08 $ 1.45
The unaudited supplemental pro forma financial information is based on the Company’s preliminary assignment of purchase price and therefore subject to adjustment upon finalizing the purchase price assignment. 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.
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 were 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.
13
Table of Contents
The following table presents results of operations of the Containerboard Business from discontinued operations:
Three Months Ended June 30, Nine Months Ended June 30,
(in millions) 2026 2025 2026 2025
Net sales $ — $ 309.7 $ — $ 872.0
Cost of products sold — 247.5 — 698.2
Gross profit — 62.2 — 173.8
Selling, general and administrative expenses — 11.7 — 33.4
Loss on disposal of properties, plants and equipment, net — — — 0.2
Loss on disposal of businesses, net 1.4 — 4.0 —
Operating (loss) profit (1.4) 50.5 (4.0) 140.2
Interest expense, net — 20.3 — 61.7
Income (loss) from discontinued operations before income tax expense and equity earnings of unconsolidated affiliates, net (1.4) 30.2 (4.0) 78.5
Income tax expense (benefit) (0.4) 6.1 (1.0) 17.7
Net income (loss) from discontinued operations (1.0) 24.1 (3.0) 60.8
Net income (loss) from discontinued operations attributable to Greif, Inc. $ (1.0) $ 24.1 $ (3.0) $ 60.8
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, $6.6 million and $20.9 million for the three and nine months ended June 30, 2025 are now reflected on a gross basis as a component of net sales and costs of sales from continuing operations for all periods presented.
The following table presents depreciation, amortization, and capital expenditures of the Containerboard Business from discontinued operations:
Three Months Ended June 30, Nine Months Ended June 30,
(in millions) 2025 2025
Depreciation and amortization $ 9.0 $ 27.3
Capital expenditures 9.4 20.5
The Company had no other material noncash operating and investing activities related to the discontinued operations.
NOTE 3 — GOODWILL
As previously discussed, effective October 1, 2025, the Company changed the name of its Integrated Solutions reportable segment to Innovative Closure Solutions.
The 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 complementary 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.
14
Table of Contents
The following table summarizes the changes in the carrying amount of goodwill by segment for the nine months ended June 30, 2026:
(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) —
Goodwill acquired 29.2 — — — 29.2
Currency translation (1.1) (3.7) — (1.9) (6.7)
Balance at June 30, 2026 $ 650.5 $ 446.3 $ 528.3 $ 93.9 $ 1,719.0
NOTE 4 — RESTRUCTURING CHARGES
The following is a reconciliation of the beginning and ending restructuring reserve balances for the nine months ended June 30, 2026:
(in millions) Employee Separation Costs Other Costs Total
Balance at September 30, 2025 $ 21.3 $ 0.4 $ 21.7
Costs incurred and charged to expense 16.7 8.2 24.9
Costs paid or otherwise settled (27.4) (8.5) (35.9)
Balance at June 30, 2026 $ 10.6 $ 0.1 $ 10.7
The focus for restructuring activities in 2026 is to 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 June 30, 2026, the Company recorded restructuring charges of $5.9 million, as compared to $9.3 million of restructuring charges recorded during the three months ended June 30, 2025. The restructuring activity for the three months ended June 30, 2026 consisted of $4.4 million in employee separation costs and $1.5 million in other restructuring costs, primarily consisting of costs associated with site closures, professional and other fees associated with restructuring activities.
During the nine months ended June 30, 2026, the Company recorded restructuring charges of $24.9 million, as compared to $21.7 million of restructuring charges recorded during the nine months ended June 30, 2025. The restructuring activity for the nine months ended June 30, 2026 consisted of $16.7 million in employee separation costs and $8.2 million in other restructuring costs, primarily consisting of costs associated with site closures, professional and other fees associated with restructuring activities.
15
Table of Contents
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 $24.9 million as of June 30, 2026:
(in millions) Total Amounts Expected to be Incurred Amounts Incurred During the Nine Months Ended June 30, 2026 Amounts Remaining to be Incurred
Customized Polymer Solutions
Employee separation costs $ 4.4 $ 3.6 $ 0.8
Other restructuring costs 0.8 0.8 —
5.2 4.4 0.8
Durable Metal Solutions
Employee separation costs 7.4 5.0 2.4
Other restructuring costs 6.9 1.4 5.5
14.3 6.4 7.9
Sustainable Fiber Solutions
Employee separation costs 8.9 7.2 1.7
Other restructuring costs 20.1 6.0 14.1
29.0 13.2 15.8
Innovative Closure Solutions
Employee separation costs 1.3 0.9 0.4
Other restructuring costs — — —
1.3 0.9 0.4
$ 49.8 $ 24.9 $ 24.9
NOTE 5 — DEBT
Long-Term Debt
Long-term debt is summarized as follows:
(in millions) June 30, 2026 September 30, 2025
2026 Credit Agreements - Term Loans $ 496.9 $ —
2023 Credit Agreement - Term Loans — 135.3
2022 Credit Agreement - Term Loans — 784.1
2026 Credit Agreements - Revolving Credit Facility 206.9 —
703.8 919.4
Less: current portion 12.5 —
Less: deferred financing costs 3.9 4.6
Long-term debt, net $ 687.4 $ 914.8
2026 Credit Agreements
On February 27, 2026, the Company and certain of its subsidiaries entered into a third amended and restated senior secured credit agreement with a syndicate of financial institutions and an amended and restated senior secured credit agreement with CoBank, ACB and other farm credit lending institutions (collectively, the “2026 Credit Agreements”). The 2026 Credit Agreements amended, restated and replaced in their entirety the Company's previous credit agreements (collectively, the “2022 and 2023 Credit Agreements”). The Company used the borrowings under the 2026 Credit Agreements to repay and refinance all of the outstanding borrowings under the 2022 and 2023 Credit Agreements, and will use the borrowings thereunder to fund ongoing working capital and capital expenditure needs and for general corporate purposes, including acquisitions, and to pay related fees and expenses.
16
Table of Contents
The 2026 Credit Agreements provide 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 February 27, 2031, (b) a $100.0 million secured term loan A-1 facility with quarterly principal installments that commenced on June 30, 2026 and continue through December 31, 2030, with any outstanding principal balance of such term loan A-1 facility being due and payable on maturity on February 27, 2031, and (c) a $400.0 million secured term loan A-2 facility with quarterly principal installments that commenced on June 30, 2026 and continue through January 31, 2031, with any outstanding principal balance of such term loan A-2 being due and payable on maturity on February 27, 2031. Subject to the terms of the 2026 Credit Agreements, the Company has an option to borrow additional funds under the 2026 Credit Agreements with the agreement of the lenders.
Interest accruing under the 2026 Credit Agreements is based on the Secured Overnight Financing Rate (“SOFR”), Euro Interbank Offered Rate (“EURIBOR”) 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 June 30, 2026, $703.8 million was outstanding under the 2026 Credit Agreements, of which the current portion was $12.5 million and the long-term portion was $691.3 million. The weighted average interest rate for borrowings under the 2026 Credit Agreements was 4.69% for the nine months ended June 30, 2026. The actual interest rate for borrowings under the 2026 Credit Agreements was 4.88% as of June 30, 2026. The deferred financing costs associated with the term loan portion of the 2026 Credit Agreements totaled $3.9 million as of June 30, 2026 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 2026 Credit Agreements totaled $2.5 million as of June 30, 2026 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) June 30, 2026 September 30, 2025
U.S. accounts receivable credit facilities 200.0 179.7
European accounts receivable credit facilities 113.8 95.3
Other debt 16.7 12.7
330.5 287.7
Accounts Receivable Credit Facilities
Greif Receivables Funding LLC (“Greif Funding”), Greif Packaging, and certain other U.S. subsidiaries of the Company are parties to a U.S. Receivables Financing Facility Agreement (the “U.S. RFA”), which was amended and restated on May 11, 2026, and provides for an accounts receivable financing facility of $200.0 million with a maturity date of May 11, 2027. As of June 30, 2026, $200.0 million ($179.7 million as of September 30, 2025) was outstanding under the U.S. RFA. The weighted average interest rate for borrowings under the U.S. RFA was 4.73% for the nine months ended June 30, 2026.
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 with a maturity date of April 20, 2027. The European RFA provides an accounts receivable financing facility of up to €100.0 million ($113.8 million as of June 30, 2026) secured by certain European accounts receivable. As of June 30, 2026, $113.8 million ($95.3 million as of September 30, 2025) was outstanding under the European RFA. The weighted average interest rate for borrowings under the European RFA was 2.98% for the nine months ended June 30, 2026.
17
Table of Contents
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 June 30, 2026 and September 30, 2025:
June 30, 2026
Assets Liabilities
(in millions) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
Interest rate derivatives $ — $ 19.4 $ — $ 19.4 $ — $ — $ — $ —
Foreign exchange hedges — 0.6 — 0.6 — (0.9) — (0.9)
Insurance annuity — — 19.8 19.8 — — — —
Cross currency swap — 7.3 — 7.3 — (39.0) — (39.0)
September 30, 2025
Assets Liabilities
(in millions) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
Interest rate derivatives $ — $ 22.1 $ — $ 22.1 $ — $ — $ — $ —
Foreign exchange hedges — 0.5 — 0.5 — (0.6) — (0.6)
Insurance annuity — — 20.3 20.3 — — — —
Cross currency swap — 5.9 — 5.9 — (51.0) — (51.0)
The carrying amounts of cash and cash equivalents, trade accounts receivable, accounts payable, current liabilities and short-term borrowings as of June 30, 2026 and September 30, 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 June 30, 2026, the Company has various interest rate swaps with a total notional amount of $370.0 million ($562.5 million as of September 30, 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 1.99%. 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.
These 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 Note 11 to the interim condensed consolidated financial statements for additional disclosures of the aggregate gain or loss included within other comprehensive income (loss). The assumptions used in measuring fair value of these interest rate derivatives are considered level 2 inputs, 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.
Gains reclassified to earnings under these contracts were $1.6 million and $4.6 million for the three months ended June 30, 2026, and 2025, respectively. Gains reclassified to earnings under these contracts were $5.4 million and $15.6 million for the nine months ended June 30, 2026, and 2025, respectively. A derivative gain of $7.4 million, based upon interest rates at June 30, 2026, 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 June 30, 2026, the Company had outstanding foreign currency forward contracts in the notional amount of $93.6 million ($165.0 million as of September 30, 2025).
18
Table of Contents
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 June 30, 2026, and 2025, the Company recorded realized gains (losses) of $(0.8) million and $1.6 million, respectively, under fair value contracts in other expense, net. For the nine months ended June 30, 2026, and 2025, the Company recorded realized gains (losses) of $(0.7) million and $0.5 million, respectively, under fair value contracts in other expense, net.
For the three months ended June 30, 2026, and 2025, the Company recorded unrealized net losses of $0.2 million and $0.6 million, respectively, in other expense, net. For the nine months ended June 30, 2026, and 2025, the Company recorded unrealized net losses of $0.3 million and $0.8 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 June 30, 2026, the Company has cross currency interest rate swaps that synthetically swap $651.3 million ($534.9 million as of September 30, 2025) of U.S. fixed rate debt to Euro denominated fixed rate debt. The Company receives a weighted average rate of 1.56% 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 May 29, 2031.
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 11 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 June 30, 2026 and 2025, gains recorded in interest expense, net under the cross currency swap agreements were $2.3 million and $2.0 million, respectively. For the nine months ended June 30, 2026 and 2025, gains recorded in interest expense, net under the cross currency swap agreements were $6.7 million and $5.2 million, respectively.
Other Financial Instruments
The fair values of the Company’s 2026 Credit Agreements, 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.”
19
Table of Contents
Non-Recurring Fair Value Measurements
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 June 30, 2026 and 2025:
Quantitative Information about Level 3 Fair Value Measurements
(in millions) Impairment Amount Valuation Technique Unobservable Input Range of Input Values
June 30, 2026
Long Lived Assets $ 6.1 Discounted Cash Flows; Indicative Bids Discounted Cash Flows; Indicative Bids N/A
Total $ 6.1
June 30, 2025
Net Assets Held for Sale $ 4.7 Indicative Bids Indicative Bids N/A
Long Lived Assets $ 20.0 Discounted Cash Flows; Indicative Bids Discounted Cash Flows; Indicative Bids N/A
Total $ 24.7
For the nine months ended June 30, 2026, the Company wrote down long-lived assets with a carrying value of $9.0 million to a fair value of $2.9 million, resulting in recognized asset impairment charges of $6.1 million. These charges include $0.4 million related to properties, plants and equipment, net, in the Customized Polymer Solutions reportable segment, $0.4 million related to properties, plants and equipment, net, in the Durable Metal Solutions reportable segment, $5.2 million related to properties, plants and equipment, net, in the Sustainable Fiber Solutions reportable segment and $0.1 million related to properties, plants and equipment, net in the Innovative Closure Solutions reportable segment.
For the nine months ended June 30, 2025, the Company wrote down long-lived assets with a carrying value of $44.6 million to a fair value of $24.6 million, resulting in recognized asset impairment charges of $20.0 million. These charges include $1.0 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, $16.4 million related to properties, plants and equipment, net, in the Sustainable Fiber Solutions reportable segment, $0.2 million related to properties, plants and equipment, net in the Innovative Closure Solutions reportable segment and $0.2 million related to definite-lived intangibles in the Innovative Closure Solutions reportable segment. For the nine months ended June 30, 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.
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 131,518 restricted stock units (“RSUs”) on November 3, 2025, for the performance period commencing on October 1, 2025 and ending September 30, 2028. The weighted average fair value of the RSUs granted on that date was $56.75.
During 2026, the Company has issued 55,654 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, 2022 and ended September 30, 2025.
The Company granted 215,586 performance stock units (“PSUs”) on November 3, 2025, for the performance period commencing on October 1, 2025 and ending September 30, 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 $53.71.
20
Table of Contents
During 2026, the Company has issued 170,210 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, 2022 and ended September 30, 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 June 30, 2026 and 2025, income tax expense was $82.7 million and $36.8 million, respectively. The $45.9 million increase was primarily attributable to a one-time discrete tax expense of $49.3 million recognized in the current fiscal year related to the Soterra Divestiture and higher pre-tax earnings. This increase was partially offset by non-recurring discrete tax benefits recognized during the third quarter of fiscal year 2026, primarily related to changes in tax estimates associated with prior periods and the recognition of tax benefits from internal restructuring activities, as well as releases of uncertain tax positions resulting from the completion of a tax audit and the expiration of applicable statutes of limitations in certain jurisdictions.
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 nine months ended June 30, 2026. The Company will continue to assess the application of the OBBBA and any related regulatory guidance as it becomes available.
NOTE 9 — CONTINGENT LIABILITIES AND ENVIRONMENTAL RESERVES
Environmental Reserves
As of June 30, 2026, and September 30, 2025, the Company’s environmental reserves were $16.8 million and $17.3 million, respectively (including $9.8 million for the Diamond Alkali Superfund Site in 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 10 — 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.
21
Table of Contents
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 Ended June 30, Nine Months Ended June 30,
(in millions) 2026 2025 2026 2025
Numerator for basic and diluted EPS
Net income from continuing operations attributable to Greif, Inc. $ 78.8 $ 30.7 $ 268.0 $ 55.9
Net income (loss) from discontinued operations attributable to Greif, Inc. (1.0) 24.1 (3.0) 60.8
Net income attributable to Greif, Inc. 77.8 54.8 265.0 116.7
Dividends declared (35.2) (31.4) (98.8) (93.8)
Undistributed earnings attributable to Greif, Inc. $ 42.6 $ 23.4 $ 166.2 $ 22.9
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.
Common Stock Repurchases
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”).
In the first quarter of 2026, the Company entered into two agreements for open market repurchases. One agreement provided 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 provided for the repurchase of shares of Class B Common Stock up to an aggregate amount not to exceed $30.0 million in total repurchases.
For the nine months ended June 30, 2026, 1,813,600 shares of Class A Common Stock and 371,449 shares of Class B Common Stock have been repurchased under the 2017 Authorization, which completed the two open market repurchase agreements. As of June 30, 2026, the remaining number of shares that could be repurchased under the 2017 Authorization was 319,787.
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.
22
Table of Contents
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
June 30, 2026
Class A Common Stock 128,000,000 42,281,920 24,776,629 17,505,291
Class B Common Stock 69,120,000 34,560,000 21,359,678 13,200,322
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 Ended June 30, Nine Months Ended June 30,
2026 2025 2026 2025
Class A Common Stock:
Basic shares 24,776,629 26,129,971 25,066,324 26,019,622
Assumed conversion of restricted shares 715,654 — 509,405 —
Diluted shares 25,492,283 26,129,971 25,575,729 26,019,622
Class B Common Stock:
Basic and diluted shares 21,362,305 21,331,127 21,387,478 21,331,127
NOTE 11 — COMPREHENSIVE INCOME (LOSS)
The following table provides the rollforward of accumulated other comprehensive income (loss) for the nine months ended June 30, 2026:
(in millions) Foreign Currency Translation Derivative Financial Instruments Minimum Pension Liability Adjustment Accumulated Other Comprehensive Income (Loss)
Balance as of September 30, 2025 $ (201.1) $ 8.1 $ (57.8) $ (250.8)
Other comprehensive income (loss) 8.3 0.4 2.9 11.6
Balance as of June 30, 2026 $ (192.8) $ 8.5 $ (54.9) $ (239.2)
The following table provides the rollforward of accumulated other comprehensive income (loss) for the nine months ended June 30, 2025:
(in millions) Foreign Currency Translation Derivative Financial Instruments Minimum Pension Liability Adjustment Accumulated Other Comprehensive Income (Loss)
Balance as of September 30, 2024 $ (265.9) $ (5.0) $ (76.7) $ (347.6)
Other comprehensive income (loss) 59.1 8.6 (1.3) 66.4
Balance as of June 30, 2025 $ (206.8) $ 3.6 $ (78.0) $ (281.2)
The components of accumulated other comprehensive income (loss) above are presented net of tax, as applicable.
NOTE 12 — BUSINESS SEGMENT INFORMATION
As previously discussed, effective October 1, 2025, the Company changed the name of its Integrated Solutions reportable segment to Innovative Closure Solutions.
23
Table of Contents
The 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 complementary 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 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.
The Company has four operating segments and four reportable segments: Customized Polymer Solutions; Durable Metal Solutions; Sustainable Fiber Solutions; and Innovative Closure Solutions.
The Company’s reportable business segments offer different products and services. The accounting policies of the reportable business segments are substantially the same as those described in the “Basis of Presentation and Summary of Significant Accounting Policies” note in the 2025 Form 10-KT.
The Company’s Chief Operating Decision Maker (“CODM”) is the Chief Executive Officer. The CODM reviews financial information presented on material solution-based operating segments for purposes of making operating decisions and assessing financial performance. The primary measurement used by the CODM to measure the financial performance of each segment is operating profit. The CODM uses operating profit for each segment in the strategic planning, budgeting and forecasting process along with reviewing operating profit quarterly for evaluating results relative to employee compensation targets and making decisions about allocating capital and other resources. Intercompany balances were eliminated in consolidation and are not reviewed when evaluating segment performance.
As disclosed above, the Company completed the Containerboard Divestiture in the fourth quarter of 2025. The Containerboard Business was previously reported under the Company’s Sustainable Fiber Solutions segment. The Containerboard Divestiture qualifies as discontinued operations. The Company’s allocation of corporate expenses to each reportable segment was updated to reflect how management measures performance and allocates resources with the Containerboard Business being excluded from continuing operations. The Company has recast data from prior periods to reflect this change to conform to the current year presentation.
The accounting policies of the reportable business segments are substantially the same as those described in the “Basis of Presentation and Summary of Significant Accounting Policies” note in the 2025 Form 10-KT.
24
Table of Contents
The following table presents reportable segment information for the three and nine months ended June 30, 2026:
Three Months Ended June 30, 2026
(in millions) Customized Polymer Solutions Durable Metal Solutions Sustainable Fiber Solutions Innovative Closure Solutions Consolidated
Net sales by geographic area:
United States* $ 160.2 $ 72.8 $ 333.4 $ 8.2 $ 574.6
Europe, Middle East and Africa 160.4 238.5 0.3 12.3 411.5
Asia Pacific and Other Americas 63.2 94.3 12.8 9.2 179.5
Net sales 383.8 405.6 346.5 29.7 1,165.6
Raw material costs 172.8 228.3 208.1 9.3 618.5
Manufacturing costs 119.9 86.4 65.3 2.9 274.5
Costs of products sold 292.7 314.7 273.4 12.2 893.0
Selling, general and administrative expenses 52.9 34.9 54.3 7.4 149.5
Acquisition and integration related costs 1.5 — — — 1.5
Restructuring and other charges 3.5 2.9 4.2 1.5 12.1
Non-cash asset impairment charges 0.4 0.4 0.5 0.1 1.4
Loss on disposal of properties, plants and equipment, net — — 0.2 — 0.2
Operating profit $ 32.8 $ 52.7 $ 13.9 $ 8.5 $ 107.9
Nine Months Ended June 30, 2026
(in millions) Customized Polymer Solutions Durable Metal Solutions Sustainable Fiber Solutions Innovative Closure Solutions Consolidated
Net sales by geographic area:
United States* $ 430.8 $ 203.1 $ 944.8 $ 20.8 $ 1,599.5
Europe, Middle East and Africa 435.4 671.2 0.8 33.9 1,141.3
Asia Pacific and Other Americas 167.5 266.5 34.6 23.8 492.4
Net sales 1,033.7 1,140.8 980.2 78.5 3,233.2
Raw material costs 461.6 639.5 565.4 20.3 1,686.8
Manufacturing costs 349.1 250.4 205.2 19.5 824.2
Costs of products sold 810.7 889.9 770.6 39.8 2,511.0
Selling, general and administrative expenses 171.3 117.1 178.0 20.9 487.3
Acquisition and integration related costs 2.9 — — 0.7 3.6
Restructuring and other charges 9.7 11.3 19.3 1.7 42.0
Non-cash asset impairment charges 0.4 0.4 5.2 0.1 6.1
Loss (gain) on disposal of properties, plants and equipment, net 0.4 (2.5) (215.1) — (217.2)
Loss on disposal of businesses, net 0.5 — — — 0.5
Operating profit $ 37.8 $ 124.6 $ 222.2 $ 15.3 $ 399.9
* The United States is the only country material to present individually. All other countries have been aggregated into regions.
25
Table of Contents
The following table presents reportable segment information for the three and nine months ended June 30, 2025:
Three Months Ended June 30, 2025
(in millions) Customized Polymer Solutions Durable Metal Solutions Sustainable Fiber Solutions Innovative Closure Solutions Consolidated
Net sales by geographic area:
United States* $ 144.9 $ 70.1 $ 357.6 $ 7.0 $ 579.6
Europe, Middle East and Africa 135.0 233.3 0.2 11.2 379.7
Asia Pacific and Other Americas 58.0 88.9 12.9 6.8 166.6
Net sales 337.9 392.3 370.7 25.0 1,125.9
Raw material costs 155.9 220.3 211.4 9.0 596.6
Manufacturing costs 111.1 83.9 74.2 4.1 273.3
Costs of products sold 267.0 304.2 285.6 13.1 869.9
Selling, general and administrative expenses 58.1 42.0 61.7 6.5 168.3
Acquisition and integration related costs 2.0 — — — 2.0
Restructuring and other charges 2.6 2.6 11.9 0.9 18.0
Non-cash asset impairment charges — 0.1 7.1 — 7.2
Gain on disposal of properties, plants and equipment, net (0.2) (2.7) (0.6) — (3.5)
Loss on disposal of businesses, net — 0.3 — — 0.3
Operating profit $ 8.4 $ 45.8 $ 5.0 $ 4.5 $ 63.7
Nine Months Ended June 30, 2025
(in millions) Customized Polymer Solutions Durable Metal Solutions Sustainable Fiber Solutions Innovative Closure Solutions Consolidated
Net sales by geographic area:
United States* $ 409.6 $ 206.8 $ 1,038.6 $ 19.7 $ 1,674.7
Europe, Middle East and Africa 382.2 651.4 0.6 31.5 1,065.7
Asia Pacific and Other Americas 163.0 262.9 36.2 18.5 480.6
Net sales 954.8 1,121.1 1,075.4 69.7 3,221.0
Raw material costs 461.5 693.2 605.4 28.7 1,788.8
Manufacturing costs 287.0 187.0 242.5 11.8 728.3
Costs of products sold 748.5 880.2 847.9 40.5 2,517.1
Selling, general and administrative expenses 167.6 122.3 180.8 17.7 488.4
Acquisition and integration related costs 6.1 — — — 6.1
Restructuring and other charges 4.3 4.0 20.9 1.2 30.4
Non-cash asset impairment charges 1.0 2.2 21.1 0.4 24.7
(Gain) loss on disposal of properties, plants and equipment, net — (6.6) 0.8 — (5.8)
Loss on disposal of businesses, net — 1.6 — — 1.6
Operating profit $ 27.3 $ 117.4 $ 3.9 $ 9.9 $ 158.5
* The United States is the only country material to present individually. All other countries have been aggregated into regions.
26
Table of Contents
The following table presents additional reportable segment information:
Three Months Ended June 30, Nine Months Ended June 30,
(in millions) 2026 2025 2026 2025
Depreciation, depletion and amortization expense:
Customized Polymer Solutions $ 24.9 $ 24.0 $ 77.8 $ 69.9
Durable Metal Solutions 7.5 7.3 22.7 21.5
Sustainable Fiber Solutions 23.3 25.0 70.0 77.3
Innovative Closure Solutions 1.7 1.7 4.4 4.9
Total depreciation, depletion and amortization expense $ 57.4 $ 58.0 $ 174.9 $ 173.6
Capital expenditures:
Customized Polymer Solutions $ 19.7 $ 6.8 $ 47.6 $ 23.7
Durable Metal Solutions 6.9 2.8 20.1 17.0
Sustainable Fiber Solutions 9.5 1.6 28.8 36.4
Innovative Closure Solutions 1.4 0.8 6.4 2.2
Total segments 37.5 12.0 102.9 79.3
Corporate and other 4.3 1.0 11.3 4.7
Total capital expenditures $ 41.8 $ 13.0 $ 114.2 $ 84.0
The following table presents total assets by segment and total properties, plants and equipment, net by geographic area:
(in millions) June 30, 2026 September 30, 2025
Assets:
Customized Polymer Solutions $ 1,995.6 $ 1,872.9
Durable Metal Solutions 1,259.9 1,196.8
Sustainable Fiber Solutions 1,700.7 1,917.1
Innovative Closure Solutions 226.1 321.7
Total segments 5,182.3 5,308.5
Corporate and other* 521.9 458.3
Total assets $ 5,704.2 $ 5,766.8
*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* $ 794.2 $ 814.7
Europe, Middle East and Africa 396.1 392.2
Asia Pacific and other Americas 161.2 148.9
Total long-lived assets, net $ 1,351.5 $ 1,355.8
*The United States is the only country material to present individually. All other countries have been aggregated into regions.
27
Table of Contents