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Item 2 — Management's Discussion and Analysis
Packaging Corp of America · 10-Q · Q2 FY2026 · Period ended Jun 30, 2026
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This management’s discussion and analysis includes statements regarding our expectations with respect to our future performance, expected business conditions, liquidity, and capital resources. Such statements, along with any other statements that are not historical in nature, are forward-looking. These forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the risks and uncertainties described in our 2025 Annual Report on Form 10-K, as well as those factors listed in other documents we file with the Securities and Exchange Commission (“SEC”). We do not assume any obligation to update any forward-looking statement. Our actual results may differ materially from those contained in or implied by any of the forward-looking statements in this Form 10-Q. Please see “Forward Looking Statements” elsewhere in this Item 2.
Overview
PCA is the third largest producer of containerboard products and a leading producer of UFS paper in North America. We operate ten mills and 90 corrugated products manufacturing plants. Our containerboard mills produce linerboard and corrugating medium, which are papers primarily used in the production of corrugated products. Our corrugated products manufacturing plants produce a wide variety of corrugated packaging products, including conventional shipping containers used to protect and transport manufactured goods, multi-color boxes and displays with strong visual appeal that help to merchandise the packaged product in retail locations, and honeycomb protective packaging. In addition, we are a large producer of packaging for meat, fresh fruit and vegetables, processed food, beverages, and other industrial and consumer products. We also manufacture and sell UFS papers, including both commodity and specialty papers, which may have custom or specialized features such as colors, coatings, high brightness, and recycled content. We are headquartered in Lake Forest, Illinois and operate in the United States.
On September 2, 2025, we completed the acquisition of the containerboard business of Greif, Inc. (“Greif”) for $1.8 billion in cash (the “Greif Acquisition”). The Greif containerboard business includes two containerboard mills with approximately 800,000 tons of production capacity and eight sheet feeder and corrugated plants located across the United States. The operating results of the Greif Acquisition are included in PCA’s results in the Packaging segment after the date of acquisition.
Included in this Item 2 are various non-GAAP financial measures, including earnings per diluted share excluding special items, net income excluding special items, earnings before non-operating pension income, interest, income taxes, and depreciation, amortization, and depletion (“EBITDA”), segment EBITDA, EBITDA excluding special items, and segment EBITDA excluding special items. We provide important disclosures regarding our presentation of non-GAAP financial measures and reconciliations of presented non-GAAP financial measures to the most comparable measures presented in accordance with GAAP later in this section under the caption “Non-GAAP Financial Measures.”
This Item 2 is intended to supplement, and should be read in conjunction with, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our 2025 Annual Report on Form 10-K.
Executive Summary
Second quarter net sales were $2.49 billion in 2026 and $2.17 billion in 2025. We reported $192 million of net income, or $2.15 per diluted share, during the second quarter of 2026, compared to $242 million, or $2.67 per diluted share, during the same period in 2025. Net income included $18 million of expense for special items in the second quarter of 2026, primarily related to facility closure costs, Wallula mill restructuring activities, and acquisition and integration-related costs, compared to $17 million of income for special items in 2025. Please see “Non-GAAP Financial Measures” elsewhere in this Item 2 for a description of special items. Excluding special items, net income was $210 million, or $2.35 per diluted share, during the second quarter of 2026, compared to $224 million, or $2.48 per diluted share, in the second quarter of 2025.1 The decrease was driven by lower earnings in the legacy business of ($0.27) per share, partially offset by $0.14 per share of earnings from the acquired Greif containerboard business. The decrease in the earnings of the legacy PCA business was driven primarily by higher freight costs, higher corporate and other expenses due to higher deferred compensation benefit costs and stock compensation expenses, unfavorable price and mix in the Packaging segment, higher labor and operating costs, higher depreciation and amortization expense, higher fiber costs, higher tax rate, and higher interest expense, excluding Greif acquisition indebtedness. These items were partially offset by higher production and sales volume in the Packaging segment, lower maintenance outage expense, and higher production and sales volume and prices and mix in the Paper segment. For additional detail on special items included in reported GAAP results and other non-GAAP measures, see “Item 2. Non-GAAP Financial Measures.”
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Packaging segment operating income was $313 million in the second quarter of 2026, compared to $346 million in the second quarter of 2025. Packaging segment EBITDA excluding special items was $489 million in the second quarter of 2026 compared to $453 million in the second quarter of 2025.1 The increase in EBITDA excluding special items was driven by contribution from the acquired business and higher sales and production volume in the legacy business, partially offset by higher freight and logistics expenses, lower price and mix, higher fixed and other expenses, higher maintenance outage expense, and higher operating and converting costs. Prices and mix began to improve in the second quarter and are expected to further improve in the third and fourth quarters due to two containerboard and corrugated products price increases that we notified to customers during the first half of the year and the increase in reported containerboard prices described below under “Industry and Business Conditions.” PCA’s agreements with corrugated products customers generally include price change provisions based upon the change in reported containerboard prices at negotiated amounts and times. PCA expects to realize the majority of the price and mix improvement from the first price increase during the third quarter and expects that the price and mix improvement from the second price increase will be divided between the third and fourth quarters. Freight rates increased significantly during the second quarter primarily as a result of higher diesel fuel prices and recycled fiber prices have increased throughout the first half of the year.
Corrugated product shipments were up 24.3% per day and in total compared to the second quarter of 2025. Shipments from the legacy PCA business were up 4.1% per day and in total compared to the second quarter of 2025. Containerboard production in the second quarter of 2026 was approximately 1,415,000 tons, and containerboard inventory was down (5.3%) compared to the first quarter, and up 9.9% compared to the second quarter of 2025, primarily due to the acquisition.
Paper segment operating income was $34 million in the second quarter of 2026, compared to $26 million in the second quarter of 2025. Paper segment EBITDA excluding special items was $39 million in the second quarter of 2026, compared to $30 million in the second quarter of 2025.1 The increase in EBITDA excluding special items was primarily due to lower maintenance outage expense in 2026 due to the timing of annual maintenance outages, higher sales and production volume, and higher prices and mix, partially offset by higher freight and operating costs, with freight rates rising significantly during the quarter.
Packaging segment operating income was $574 million in the first six months of 2026, compared to $624 million in the same period in 2025. Packaging segment EBITDA excluding special items was $970 million in the first six months of 2026 compared to $862 million in the first six months of 2025.1 The increase in EBITDA excluding special items was driven by contribution from the acquired business and higher sales and production volume in the legacy business, lower fiber costs, higher prices and mix, and lower maintenance outage expense, partially offset by higher freight and logistics expense, higher fixed and other costs, and higher operating and converting costs with the addition of the acquired business.
Paper segment operating income was $67 million in the first six months of 2026, compared to $61 million in the first six months of 2025. Paper segment EBITDA excluding special items was $77 million in the first six months of 2026, compared to $71 million in the first six months of 2025.1 The increase in EBITDA excluding special items was due to lower maintenance outage expense, higher sales and production volume, and higher prices and mix, partially offset by higher operating costs and higher freight and logistics expense.
Industry and Business Conditions
Trade publications reported North American industry-wide corrugated products shipments were up 0.9% in total and per workday during the second quarter of 2026 compared to the same quarter of 2025. Reported industry containerboard production decreased (2.3%) compared to the second quarter of 2025. Reported industry containerboard inventories at the end of the second quarter of 2026 were approximately 2.40 million tons, down (12.5%) compared to the same period in 2025. Reported containerboard export shipments were down (27.3%) compared to the second quarter of 2025. Reported containerboard prices increased a net $20 per ton for linerboard and for corrugating medium during the first quarter of 2026, an additional $30 per ton in April 2026 and an additional $50 per ton in June 2026.
The market for communication papers competes heavily with electronic data transmission and document storage alternatives. Increasing shifts to these alternatives have reduced usage of traditional print media and communication papers. Trade publications reported North American UFS paper shipments were down (9.1%) in the first six months of 2026, compared to the same period of 2025. Average prices reported by a trade publication for cut size office papers were higher by $87 per ton, or 5.8%, in the second quarter of 2026, compared to the first quarter of 2026, and higher by $107 per ton, or 7.2%, compared to the second quarter of 2025. Reported index prices increased $60 per ton in March 2026, $40 per ton in April 2026 and $20 per ton in June 2026 for cut size office papers and for offset printing papers.
1 Net income excluding special items, earnings per diluted share excluding special items, and segment EBITDA excluding special items are non-GAAP financial measures. See “Non-GAAP Financial Measures” later in this Item 2.
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Outlook
We expect continued strong demand in the Packaging segment and corrugated products volume to increase with one more shipping day in the third quarter of 2026 compared to the second quarter. We expect continued Packaging segment price and mix improvement in the third quarter as we complete the implementation of the first price increase and begin to implement the second price increase to corrugated products customers. Packaging mill production will be higher with one more operating day and lower impact to production from maintenance outages with fewer mills having annual outages as well as expected improved operating performance in our containerboard mill system. Mill maintenance outage expenses will be lower in total and in the Packaging segment and higher in the Paper segment with our single Paper segment mill having its maintenance outage in the third quarter. We expect lower volume and higher prices in the Paper segment as a result of the maintenance outage and the continued implementation of our previously announced paper price increases. We expect costs for freight to remain at or around the elevated levels we experienced later in the second quarter and higher on average for the third quarter. We expect prices for recycled fiber to continue to increase and higher mill production will drive increased usage and higher costs. Costs for chemicals and purchased electricity will be higher and will remain relatively flat for wood fiber and natural gas. We expect improvement in benefits costs due to second quarter unfavorability that is not expected to repeat in the third quarter. Considering these items, we expect third quarter earnings to be higher than the second quarter of 2026, excluding special items.
Results of Operations
Three Months Ended June 30, 2026, compared to Three Months Ended June 30, 2025
The historical results of operations of PCA for the three months ended June 30, 2026 and 2025 are set forth below (dollars in millions):
Three Months Ended
June 30,
2026 2025 Change
Packaging $ 2,311.3 $ 2,005.9 $ 305.4
Paper 157.3 145.8 11.5
Corporate and Other 62.9 58.4 4.5
Intersegment eliminations (41.6 ) (38.8 ) (2.8 )
Net sales $ 2,489.9 $ 2,171.3 $ 318.6
Packaging $ 313.2 $ 346.3 $ (33.1 )
Paper 34.3 25.8 8.5
Corporate and Other (56.3 ) (38.4 ) (17.9 )
Income from operations $ 291.2 $ 333.7 $ (42.5 )
Non-operating pension income 1.1 — 1.1
Interest expense, net (33.3 ) (13.1 ) (20.2 )
Income before taxes 259.0 320.6 (61.6 )
Income tax provision (66.9 ) (79.1 ) 12.2
Net income $ 192.1 $ 241.5 $ (49.4 )
Non-GAAP Measures (a)
Net income excluding special items $ 210.1 $ 224.2 $ (14.1 )
Consolidated EBITDA 467.5 474.4 (6.9 )
Consolidated EBITDA excluding special items 485.7 450.8 34.9
Packaging EBITDA 479.5 478.1 1.4
Packaging EBITDA excluding special items 488.6 452.9 35.7
Paper EBITDA 39.1 30.3 8.8
Paper EBITDA excluding special items 39.1 30.3 8.8
(a)See “Non-GAAP Financial Measures” included in this Item 2 for a reconciliation of non-GAAP measures to the most comparable GAAP measure.
Net Sales
Net sales increased $319 million, or 14.7%, to $2,490 million during the three months ended June 30, 2026, compared to $2,171 million during the same period in 2025.
Packaging. Net sales increased $305 million, or 15.2%, to $2,311 million, compared to $2,006 million in the second quarter of 2025 due to higher volume related to the acquired business ($258 million) and higher legacy volume ($58 million), partially offset by lower containerboard and corrugated products prices and mix ($11 million). In the second quarter of 2026, export and domestic containerboard outside shipments decreased (19.0%) compared to the second quarter of 2025, with more containerboard being integrated into PCA’s corrugated products system. Our total corrugated products shipments were up 24.3% per day and in total, compared to the same period in 2025. Shipments from the legacy PCA business were up 4.1% per day and in total. In the second quarter of 2026, our domestic containerboard prices were 3.2% higher, while export prices were 1.8% higher compared to the same period in 2025.
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Paper. Net sales increased $11 million, or 7.9%, to $157 million, compared to $146 million in the second quarter of 2025, due to higher volumes ($9 million) and higher prices and mix ($2 million).
Gross Profit
Gross profit increased $30 million during the three months ended June 30, 2026, compared to the same period in 2025. The increase was driven primarily by higher volumes in the Packaging and Paper segments, lower maintenance outage expense, and higher prices and mix in the Paper segment, partially offset by higher freight expense, lower prices and mix in the Packaging segment, higher operating costs, and higher fixed and other costs. In the three months ended June 30, 2026, gross profit included $5 million of special items expense related to corrugated products facility closures, compared to $1 million in the three months ended June 30, 2025 related to corrugated products facility closures.
Selling, General, and Administrative Expenses
Selling, general, and administrative expenses (“SG&A”) increased $26 million during the three months ended June 30, 2026, compared to the same period in 2025. The increase was primarily due to higher employee-related expenses, higher depreciation related to the acquired business, and higher information technology and outside service expenses.
Other Income (Expense), Net
Other income (expense), net, for the three months ended June 30, 2026 and 2025 are set forth below (dollars in millions):
Three Months Ended
June 30,
2026 2025
Asset disposals and write-offs $ (11.0 ) $ (10.5 )
Facilities closure and other (costs) income (8.8 ) 25.3
Acquisition and integration-related costs (3.3 ) (1.6 )
Wallula mill restructuring (6.3 ) —
Other (12.6 ) (9.3 )
Total $ (42.0 ) $ 3.9
We discuss these items in more detail in Note 6, Other Income (Expense), Net, of the Condensed Notes to Unaudited Quarterly Consolidated Financial Statements in “Part I, Item 1. Financial Statements” of this Form 10-Q.
Income from Operations
Income from operations decreased $43 million, or (12.7%), during the three months ended June 30, 2026 compared to the same period in 2025. The second quarter of 2026 included $24 million of special items expense related to corrugated facility closures, Wallula mill restructuring, and recent acquisitions, compared to $23 million of special items income related to gains on sales of corrugated products facilities, partially offset by corrugated products facility closure costs and costs related to the Greif acquisition in the second quarter of 2025.
Packaging. Packaging segment operating income decreased $33 million to $313 million, compared to $346 million during the three months ended June 30, 2025. The decrease related primarily to $15 million of special items expense related to the Wallula mill restructuring and corrugated facility closures, compared to $25 million of special items income primarily related to gains on sales of corrugated products facilities, partially offset by corrugated products facility closure costs in the second quarter of 2025. Excluding special items, operating income increased $6 million compared to the same period last year. The increase was driven primarily by the impact of newly acquired Greif operations ($36 million) and higher sales and production volume ($31 million), partially offset by higher freight expenses ($28 million), lower containerboard and corrugated products prices and mix ($14 million), higher fixed and other expenses ($8 million), higher maintenance outage expenses ($5 million), higher depreciation expense ($2 million), higher fiber costs ($2 million), and higher labor and operating costs ($1 million).
Paper. Paper segment operating income increased $8 million to $34 million, compared to $26 million during the three months ended June 30, 2025. The increase primarily related to lower maintenance outage expenses ($9 million), higher sales and production volume ($3 million), and higher prices and mix ($2 million), partially offset by higher freight expenses ($3 million), and higher operating costs ($2 million). There were no significant special items in the second quarter of 2026 or 2025.
Non-Operating Pension Income, Interest Expense, Net and Income Taxes
Non-operating pension income increased $1 million during the three months ended June 30, 2026, compared to the same period in 2025. The increase in non-operating pension income was related to favorable 2025 asset performance and favorable assumption changes.
Interest expense, net for the three months ended June 30, 2026 increased $20 million when compared to the same period in 2025. The increase in interest expense, net was primarily due to higher interest expense in 2026 as a result of the Company’s financing for the Greif Acquisition and lower interest income as a result of lower interest rates on lower cash balances.
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During the three months ended June 30, 2026, we recorded $67 million of income tax expense, compared to $79 million of expense during the three months ended June 30, 2025. The effective tax rate for the three months ended June 30, 2026 and 2025 was 25.8% and 24.7%, respectively. The increase in our effective tax rate for the three months ended June 30, 2026 compared to the same period in 2025 was primarily due to lower excess tax benefits associated with employee restricted stock and performance unit vests and higher non-deductible employee remuneration paid to covered employees partially offset by favorable state law changes.
Six Months Ended June 30, 2026, compared to Six Months Ended June 30, 2025
The historical results of operations of PCA for the six months ended June 30, 2026 and 2025 are set forth below (dollars in millions):
Six Months Ended
June 30,
2026 2025 Change
Packaging $ 4,499.8 $ 3,976.3 $ 523.5
Paper 317.2 300.0 17.2
Corporate and Other 120.9 114.8 6.1
Intersegment eliminations (80.3 ) (78.8 ) (1.5 )
Net sales $ 4,857.6 $ 4,312.3 $ 545.3
Packaging $ 573.5 $ 624.4 $ (50.9 )
Paper 67.2 61.4 5.8
Corporate and Other (98.2 ) (71.8 ) (26.4 )
Income from operations $ 542.5 $ 614.0 $ (71.5 )
Non-operating pension income 2.2 — 2.2
Interest expense, net (66.0 ) (26.0 ) (40.0 )
Income before taxes 478.7 588.0 (109.3 )
Income tax provision (115.7 ) (142.7 ) 27.0
Net income $ 363.0 $ 445.3 $ (82.3 )
Non-GAAP Measures (a)
Net income excluding special items $ 425.3 $ 432.4 $ (7.1 )
Consolidated EBITDA 944.0 892.6 51.4
Consolidated EBITDA excluding special items 971.2 871.8 99.4
Packaging EBITDA 955.7 884.5 71.2
Packaging EBITDA excluding special items 970.4 862.1 108.3
Paper EBITDA 76.8 70.5 6.3
Paper EBITDA excluding special items 76.8 70.5 6.3
(a)See “Non-GAAP Financial Measures” included in this Item 2 for a reconciliation of non-GAAP measures to the most comparable GAAP measure.
Net Sales
Net sales increased $546 million, or 12.7%, to $4,858 million during the six months ended June 30, 2026, compared to $4,312 million during the same period in 2025.
Packaging. Net sales increased $524 million, or 13.2%, to $4,500 million, compared to $3,976 million in the six months ended June 30, 2025, due to higher volume related to the acquired business ($483 million), higher legacy volumes ($34 million), and higher containerboard and corrugated products prices and mix ($7 million). In the first six months of 2026, export and domestic containerboard outside shipments decreased (17.3%) compared to the first six months of 2025, with more containerboard being integrated into PCA’s corrugated products system. Our total corrugated products shipments were up 23.1% per day and 22.1% in total, compared to the same period in 2025. Shipments from the legacy PCA business were up 3.5% per day and up 2.7% in total. In the first six months of 2026, our domestic containerboard prices were 3.0% higher, while export prices were 0.5% higher compared to the same period in 2025.
Paper. Net sales during the six months ended June 30, 2026 increased $17 million, or 5.7%, to $317 million, compared to $300 million in the six months ended June 30, 2025, due to higher volume ($13 million) and higher prices and mix ($4 million).
Gross Profit
Gross profit increased $28 million during the six months ended June 30, 2026, compared to the same period in 2025. The increase was driven primarily by higher volumes and higher prices and mix in the Packaging and Paper segments, lower maintenance outage expense and lower fiber costs, partially offset by higher freight expense, higher operating costs, and higher fixed and other costs. In the six months ended June 30, 2026, gross
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profit included $56 million of special items expense related to Wallula mill restructuring and corrugated products facility closures. In the six months ended June 30, 2025, gross profit included $4 million of special items expense related to corrugated products facility closures.
Selling, General, and Administrative Expenses
Selling, general, and administrative expenses (“SG&A”) increased $45 million during the six months ended June 30, 2026, compared to the same period in 2025. The increase was primarily due to higher depreciation related to the acquired business and higher employee-related expenses.
Other Income (Expense), Net
Other income (expense), net, for the six months ended June 30, 2026 and 2025 are set forth below (dollars in millions):
Six Months Ended
June 30,
2026 2025
Asset disposals and write-offs $ (17.0 ) $ (18.8 )
Facilities closure and other (costs) income (11.7 ) 23.0
Acquisition and integration-related costs (6.7 ) (1.6 )
Wallula mill restructuring (9.0 ) —
Other (18.8 ) (11.8 )
Total $ (63.2 ) $ (9.2 )
We discuss these items in more detail in Note 6, Other Income (Expense), Net, of the Condensed Notes to Unaudited Quarterly Consolidated Financial Statements in “Part I, Item 1. Financial Statements” of this Form 10-Q.
Income from Operations
Income from operations decreased $72 million, or (11.6%), during the six months ended June 30, 2026 compared to the same period in 2025. The first six months of 2026 included $83 million of special items expense related to Wallula mill restructuring, corrugated products facility closures, and recent acquisitions, compared to $17 million of special items income primarily related to gains on sales of corrugated products facilities, partially offset by corrugated products facility closure costs and costs related to the Greif acquisition in the same period in 2025.
Packaging. Packaging segment operating income decreased $51 million to $574 million during the six months ended June 30, 2026, compared to the same period in 2025. The decrease related primarily to $71 million of special items expense related to the Wallula mill restructuring and corrugated products facility closures, compared to $19 million of special items income primarily related to gains on sales of corrugated products facilities, partially offset by corrugated products facility closure costs in the same period in 2025. Excluding special items, operating income increased $39 million compared to the same period last year. The increase was driven primarily by the impact of newly acquired Greif operations ($48 million), higher containerboard and corrugated products prices and mix ($18 million), lower fiber costs ($11 million), lower labor and operating costs ($8 million), higher sales and production volume ($7 million), and lower maintenance outage expenses ($5 million), partially offset by higher freight expenses ($42 million), higher depreciation expense ($8 million) and higher fixed and other expenses ($7 million).
Paper. Paper segment operating income increased $6 million to $67 million during the six months ended June 30, 2026, compared to the same period in 2025. The increase primarily related to lower maintenance outage expenses ($9 million), higher prices and mix ($4 million) and higher sales and production volume ($4 million), partially offset by higher operating costs ($6 million) and higher freight expenses ($4 million). There were no significant special items in the first six months of 2026 or 2025.
Non-Operating Pension Income, Interest Expense, and Income Taxes
Non-operating pension income increased $2 million during the six months ended June 30, 2026, compared to the same period in 2025. The increase in non-operating pension income was related to favorable 2025 asset performance and favorable assumption changes.
Interest expense, net for the six months ended June 30, 2026 increased $40 million when compared to the same period in 2025. The increase in interest expense, net was primarily due to higher interest expense in 2026 as a result of the Company’s financing for the Greif Acquisition and lower interest income as a result of lower interest rates on lower cash balances.
During the six months ended June 30, 2026, we recorded $116 million of income tax expense, compared to $143 million of expense during the six months ended June 30, 2025. The effective tax rate for the six months ended June 30, 2026 and 2025 was 24.2% and 24.3%, respectively. The decrease in our effective tax rate for the six months ended June 30, 2026 compared to the same period in 2025 was primarily due to higher excess tax benefits associated with employee restricted stock and performance unit vests and favorable state law changes partially offset by higher non-deductible employee remuneration paid to covered employees.
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Liquidity and Capital Resources
Sources and Uses of Cash
Our primary sources of liquidity are net cash provided by operating activities and available borrowing capacity under our revolving credit facility. At June 30, 2026, we had $443 million of cash and cash equivalents, $224 million of marketable debt securities and other, and $573 million of unused borrowing capacity under the revolving credit facility, net of letters of credit.
Currently, our primary uses of cash are for operations, capital expenditures, acquisitions, debt service, common stock dividends, and repurchases of common stock. We believe that net cash generated from operating activities, cash on hand, available borrowings under our revolving credit facility, and available capital through access to capital markets will be adequate to meet our liquidity and capital requirements, including payments of any declared common stock dividends, for the foreseeable future. As our debt or credit facilities become due, we will need to repay, extend, or replace such facilities. Our ability to do so will be subject to future economic conditions and financial, business, and other factors, many of which are beyond our control.
Below is a summary table of our cash flows, followed by a discussion of our sources and uses of cash through operating activities, investing activities, and financing activities (dollars in millions):
Six Months Ended
June 30,
2026 2025 Change
Net cash provided by (used for):
Operating activities $ 705.3 $ 638.7 $ 66.6
Investing activities (477.5 ) (287.0 ) (190.5 )
Financing activities (314.0 ) (248.8 ) (65.2 )
Net (decrease) increase in cash and cash equivalents $ (86.2 ) $ 102.9 $ (189.1 )
Operating Activities
Our operating cash flow is primarily driven by our earnings and changes in operating assets and liabilities, such as accounts receivable, inventories, accounts payable and other accrued liabilities, as well as factors described below. Cash requirements for operating activities are subject to PCA’s operating needs and the timing of collection of receivables and payments of payables and expenses.
During the six months ended June 30, 2026, net cash provided by operating activities was $705 million, compared to $639 million in the same period in 2025, an increase of $66 million. Cash from operations excluding changes in cash used for operating assets and liabilities increased $96 million due to higher net income adjusted for depreciation, depletion and amortization of intangibles and losses on asset disposals in 2026, and higher deferred income tax liabilities in 2026. Cash from operations decreased by $30 million when comparing the first six months of 2026 to the same period in 2025 due to changes in operating assets and liabilities primarily due to the following:
a)a net unfavorable change in accounts receivable due to a larger increase in accounts receivable levels during the first six months of 2026 compared to the same period in 2025 primarily due to higher sales volumes in 2026 when compared to 2025, and an increase in days sales outstanding arising out of the ordinary course of business; and
b)a net unfavorable change in prepaid expenses and other current assets during the first six months of 2026 compared to the same period in 2025 primarily related to the reduction of receivables against insurance carriers during 2025 related to the settlement of litigation.
These unfavorable changes were partially offset by the following:
c)a net favorable change in accrued liabilities during the first six months of 2026 compared to the same period in 2025 primarily due to the settlement of litigation and a decrease in accrued liabilities related to Wallula mill restructuring activities during the first six months of 2026; and
d)a net favorable change in accounts payable primarily related to an increase in accounts payables levels during the first six months of 2026 compared to the same period in 2025, partially offset by an unfavorable change related to the timing of payments.
Investing Activities
We used $478 million for investing activities during the six months ended June 30, 2026 compared to $287 million during the same period in 2025. We spent $371 million for internal capital investments during the six months ended June 30, 2026, compared to $318 million during the same period in 2025. We completed acquisitions in the Packaging segment during the first six months ended June 30, 2026 for $21 million, including working capital adjustments. In March 2026, we used $50 million of cash on hand to invest in a time deposit.
We expect capital investments in 2026 to be within a range of $840 million to $870 million. These expenditures could increase or decrease as a result of a number of factors, including our financial results, strategic opportunities, future economic conditions, and our regulatory compliance requirements. We currently estimate capital expenditures to comply with environmental regulations will be about $21 million in 2026. Our estimated environmental expenditures could vary significantly depending upon the enactment of new environmental laws and regulations. For additional information, see “Environmental Matters” in “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our 2025 Annual Report on Form 10-K.
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Financing Activities
During the six months ended June 30, 2026, net cash used for financing activities was $314 million, compared to $249 million during the same period in 2025. We paid $223 million of dividends during the first six months of 2026, compared to $225 million of dividends paid during the comparable period in 2025. In addition, we withheld shares to cover $30 million of employee restricted stock taxes during the first six months of 2026 compared to $23 million of employee restricted stock taxes withheld during the same period in 2025. We repurchased and retired 0.3 million shares of the Company’s common stock for $59 million during the first six months of 2026. We did not have any repurchases and retirements of the Company’s common stock during the same period in 2025.
In addition to the items discussed in Note 12, Debt, of the Condensed Notes to Unaudited Quarterly Consolidated Financial Statements in “Part I, Item 1. Financial Statements” of this Form 10-Q, see Note 11, Debt, of the Notes to Consolidated Financial Statements in “Part II, Item 8. Financial Statements and Supplementary Data” of our 2025 Annual Report on Form 10-K for more information.
Contractual Obligations
There have been no material changes to the contractual obligations disclosed in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our 2025 Annual Report on Form 10-K.
Non-GAAP Financial Measures
Earnings per diluted share excluding special items, net income excluding special items, EBITDA, segment EBITDA, EBITDA excluding special items, and segment EBITDA excluding special items are non-GAAP financial measures. Management excludes special items, as it believes that these items are not necessarily reflective of the ongoing operations of our business. These measures are presented because they provide a means to evaluate the performance of our segments and our Company on an ongoing basis using the same measures that are used by our management, because these measures assist in providing a meaningful comparison between periods and because these measures are frequently used by investors and other interested parties in the evaluation of companies and the performance of their segments. Any analysis of non-GAAP financial measures should be done in conjunction with results presented in accordance with GAAP. The non-GAAP measures are not intended to be substitutes for GAAP financial measures and should not be used as such. Reconciliations of the non-GAAP measures to the most comparable measure reported in accordance with GAAP are detailed below.
The following table reconciles earnings per diluted share to earnings per diluted share excluding special items for the periods indicated:
Three Months Ended Six Months Ended
June 30, June 30,
2026 2025 2026 2025
Earnings per diluted share, as reported in accordance with GAAP $ 2.15 $ 2.67 $ 4.05 $ 4.93
Special items:
Facilities closure and other costs (income) (a) 0.12 (0.20 ) 0.14 (0.15 )
Acquisition and integration-related costs (b) 0.03 0.01 0.06 0.01
Wallula mill restructuring (c) 0.05 — 0.50 —
Total special items 0.20 (0.19 ) 0.70 (0.14 )
Earnings per diluted share, excluding special items $ 2.35 $ 2.48 $ 4.75 $ 4.79
(a)For the three and six months ended June 30, 2026, includes $14.1 million and $17.0 million, respectively, of charges consisting of closure costs related to corrugated products facilities and the write-off of expenditures related to sustainability and renewable energy projects. The write-off of expenditures related to sustainability and renewable energy projects was recorded following the Company’s decision to defer a specific carbon capture initiative at this time. For the three and six months ended June 30, 2025, includes $24.6 million and $18.8 million, respectively, of income related to gains on sales of corrugated products facilities, partially offset by closure costs related to corrugated products facilities.
(b)For the three and six months ended June 30, 2026, includes $3.3 million and $6.7 million, respectively, of charges for acquisition and integration costs related to recent acquisitions. For the three and six months ended June 30, 2025, includes $1.6 million of charges related to the Greif Acquisition.
(c)For the three and six months ended June 30, 2026, includes $6.3 million and $59.7 million, respectively, of charges related to the announced discontinuation of the No. 2 machine and kraft pulping facilities at the Wallula, Washington mill.
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The following table reconciles net income to net income excluding special items for the periods indicated (dollars in millions):
Three Months Ended June 30,
2026 2025
Income before Taxes Income Taxes Net Income Income before Taxes Income Taxes Net Income
As reported in accordance with GAAP $ 259.0 $ (66.9 ) $ 192.1 $ 320.6 $ (79.1 ) $ 241.5
Special items:
Facilities closure and other costs (income) (d) 14.1 (3.4 ) 10.7 (24.6 ) 6.1 (18.5 )
Acquisition and integration-related costs (e) 3.3 (0.8 ) 2.5 1.6 (0.4 ) 1.2
Wallula mill restructuring (f) 6.3 (1.5 ) 4.8 — — —
Total special items 23.7 (5.7 ) 18.0 (23.0 ) 5.7 (17.3 )
Excluding special items $ 282.7 $ (72.6 ) $ 210.1 $ 297.6 $ (73.4 ) $ 224.2
Six Months Ended June 30,
2026 2025
Income before Taxes Income Taxes Net Income Income before Taxes Income Taxes Net Income
As reported in accordance with GAAP $ 478.7 $ (115.7 ) $ 363.0 $ 588.0 $ (142.7 ) $ 445.3
Special items:
Facilities closure and other costs (income) (d) 17.0 (4.3 ) 12.7 (18.8 ) 4.7 (14.1 )
Acquisition and integration-related costs (e) 6.7 (1.7 ) 5.0 1.6 (0.4 ) 1.2
Wallula mill restructuring (f) 59.7 (15.1 ) 44.6 — — —
Total special items 83.4 (21.1 ) 62.3 (17.2 ) 4.3 (12.9 )
Excluding special items $ 562.1 $ (136.8 ) $ 425.3 $ 570.8 $ (138.4 ) $ 432.4
(d)For the three and six months ended June 30, 2026, includes charges consisting of closure costs related to corrugated products facilities and the write-off of expenditures related to sustainability and renewable energy projects. The write-off of expenditures related to sustainability and renewable energy projects was recorded following the Company’s decision to defer a specific carbon capture initiative at this time. For the three and six months ended June 30, 2025, includes income related to gains on sales of corrugated products facilities, partially offset by closure costs related to corrugated products facilities.
(e)For the three and six months ended June 30, 2026, includes acquisition and integration costs related to recent acquisitions. For the three and six months ended June 30, 2025, includes charges related to the Greif Acquisition.
(f)For the three and six months ended June 30, 2026, includes charges related to the announced discontinuation of the No. 2 machine and kraft pulping facilities at the Wallula, Washington mill.
The following table reconciles net income to EBITDA and EBITDA excluding special items for the periods indicated (dollars in millions):
Three Months Ended Six Months Ended
June 30, June 30,
2026 2025 2026 2025
Net income $ 192.1 $ 241.5 $ 363.0 $ 445.3
Non-operating pension income (1.1 ) — (2.2 ) —
Interest expense, net 33.3 13.1 66.0 26.0
Income tax provision 66.9 79.1 115.7 142.7
Depreciation, amortization, and depletion 176.3 140.7 401.5 278.6
EBITDA $ 467.5 $ 474.4 $ 944.0 $ 892.6
Special items:
Facilities closure and other costs (income) 8.6 (25.2 ) 11.5 (22.4 )
Acquisition and integration-related costs 3.3 1.6 6.7 1.6
Wallula mill restructuring 6.3 — 9.0 —
Total special items 18.2 (23.6 ) 27.2 (20.8 )
EBITDA excluding special items $ 485.7 $ 450.8 $ 971.2 $ 871.8
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The following table reconciles segment operating income (loss) to segment EBITDA and segment EBITDA excluding special items for the periods indicated (dollars in millions):
Three Months Ended Six Months Ended
June 30, June 30,
2026 2025 2026 2025
Packaging
Segment operating income $ 313.2 $ 346.3 $ 573.5 $ 624.4
Depreciation, amortization, and depletion 166.3 131.8 382.2 260.1
EBITDA 479.5 478.1 955.7 884.5
Facilities closure and other costs (income) 2.8 (25.2 ) 5.7 (22.4 )
Wallula mill restructuring 6.3 — 9.0 —
EBITDA excluding special items $ 488.6 $ 452.9 $ 970.4 $ 862.1
Paper
Segment operating income $ 34.3 $ 25.8 $ 67.2 $ 61.4
Depreciation, amortization, and depletion 4.8 4.5 9.6 9.1
EBITDA 39.1 30.3 76.8 70.5
EBITDA excluding special items $ 39.1 $ 30.3 $ 76.8 $ 70.5
Corporate and Other
Segment operating loss $ (56.3 ) $ (38.4 ) $ (98.2 ) $ (71.8 )
Depreciation, amortization, and depletion 5.2 4.4 9.7 9.4
EBITDA (51.1 ) (34.0 ) (88.5 ) (62.4 )
Facilities closure and other costs 5.8 — 5.8 —
Acquisition and integration-related costs 3.3 1.6 6.7 1.6
EBITDA excluding special items $ (42.0 ) $ (32.4 ) $ (76.0 ) $ (60.8 )
Market Risk and Risk Management Policies
PCA is exposed to the impact of commodity price changes, interest rate changes, and changes in the market value of its financial instruments. To manage these risks, we may from time to time enter into transactions, including certain physical commodity transactions, that are determined to be derivatives. As of June 30, 2026, we are party to certain physical commodity transactions related to natural gas supply contracts. These contracts qualify for the normal purchase normal sale (“NPNS”) exception, and we have elected that exception. For a discussion of derivatives and hedging activities, see Note 2, Summary of Significant Account Policies, of the Notes to Consolidated Financial Statements in “Part II, Item 8. Financial Statements and Supplementary Data” of our 2025 Annual Report on Form 10-K.
The interest rates on approximately 75% of PCA’s debt are fixed. A one percent increase in interest rates related to variable-rate debt would have resulted in an increase in interest expense and a corresponding decrease in income before taxes of approximately $10 million annually.
Off-Balance-Sheet Activities
The Company does not have any off-balance sheet arrangements as of June 30, 2026.
Environmental Matters
There have been no material changes to the disclosure set forth in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Environmental Matters” filed with our 2025 Annual Report on Form 10-K.
Critical Accounting Policies and Estimates
Management’s discussion and analysis of financial condition and results of operations are based upon the Company’s consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. On an ongoing basis, PCA evaluates its estimates, including those related to business combinations, pensions and other postretirement benefits, goodwill and intangible assets, long-lived asset impairment, environmental liabilities, and income taxes, among others. PCA bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
PCA has included in its 2025 Annual Report on Form 10-K a discussion of its critical accounting policies and estimates which require management’s most difficult, subjective, or complex judgments used in the preparation of its consolidated financial statements. PCA has not had any changes to these critical accounting estimates during the first six months of 2026.
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New and Recently Adopted Accounting Standards
For a listing of our new and recently adopted accounting standards, see Note 2, New and Recently Adopted Accounting Standards, of the Condensed Notes to Unaudited Quarterly Consolidated Financial Statements in “Part I, Item 1. Financial Statements” of this Form 10-Q.
Forward-Looking Statements
Some of the statements in this Quarterly Report on Form 10-Q, and in particular, statements found in this Management’s Discussion and Analysis of Financial Condition and Results of Operations, that are not historical in nature are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements about our expectations regarding our future liquidity, earnings, expenditures, and financial condition. These statements are often identified by the words “will,” “should,” “anticipate,” “believe,” “expect,” “intend,” “estimate,” “hope,” or similar expressions. These statements reflect management’s current views with respect to future events and are subject to risks and uncertainties. There are important factors that could cause actual results to differ materially from those in forward-looking statements, many of which are beyond our control. These factors, risks and uncertainties include the following:
•the impact of general economic conditions;
•the impact of acquired businesses and risks and uncertainties regarding operation, expected benefits and integration of such businesses;
•containerboard, corrugated products, and white paper general industry conditions, including competition, product demand, product pricing, and input costs;
•fluctuations in wood fiber and recycled fiber costs;
•fluctuations in purchased energy costs;
•the possibility of unplanned outages or interruptions at our principal facilities; and
•governmental, legislative or regulatory actions or requirements, particularly concerning environmental or tax matters or trade policy.
Our actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements, and accordingly, we can give no assurances that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do occur, what impact they will have on our results of operations or financial condition. Given these uncertainties, investors are cautioned not to place undue reliance on these forward-looking statements. We expressly disclaim any obligation to publicly revise any forward-looking statements that have been made to reflect the occurrence of events after the date hereof. For a discussion of other factors, risks and uncertainties that may affect our business, see Item 1A. Risk Factors included in our Annual Report on Form 10-K for the year ended December 31, 2025.
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