Silgan Holdings Inc
A maker of rigid packaging for everyday consumer goods, Silgan produces the metal cans that hold soups and pet food, plus the pumps, sprayers, and closures on shampoo, lotion, and fragrance bottles. Founded in 1987 by two former Continental Can executives, Phil Silver and Greg Horrigan, the company's name blends the start of "Silver" with the end of "Horrigan." It is the largest maker of metal food containers in North America.
10-Q · Quarter ended Jun 30, 2026 · SEC filing ↗
The original filing sections are available below.
SILGAN HOLDINGS INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Dollars in thousands) June 30, 2026 June 30, 2025 Dec. 31, 2025 (unaudited) (unaudited) Assets Current assets: Cash and cash equivalents $ 351,527 $ 317,462 $ 1,080,659 Trade accounts receivable, net 1,454,664 1,242,066…
SILGAN HOLDINGS INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Dollars in thousands) June 30, 2026 June 30, 2025 Dec. 31, 2025 (unaudited) (unaudited) Assets Current assets: Cash and cash equivalents $ 351,527 $ 317,462 $ 1,080,659 Trade accounts receivable, net 1,454,664 1,242,066 589,400 Inventories 1,232,090 1,258,511 1,080,134 Prepaid expenses and other current assets 255,594 190,805 241,725 Total current assets 3,293,875 3,008,844 2,991,918 Property, plant and equipment, net 2,334,636 2,382,104 2,378,331 Goodwill 2,456,556 2,484,557 2,486,678 Other intangible assets, net 861,103 906,743 900,083 Other assets, net 654,513 628,145 640,073 $ 9,600,683 $ 9,410,393 $ 9,397,083 Liabilities and Stockholders’ Equity Current liabilities: Revolving loans and current portion of long-term debt $ 1,178,197 $ 1,937,384 $ 631,632 Trade accounts payable 891,750 757,494 1,251,889 Accrued payroll and related costs 125,159 122,238 121,168 Accrued liabilities 394,748 317,421 447,180 Total current liabilities 2,589,854 3,134,537 2,451,869 Long-term debt 3,655,557 3,114,693 3,715,216 Deferred income taxes 521,226 478,891 501,768 Other liabilities 454,674 460,054 453,929 Stockholders’ equity: Common stock 1,751 1,751 1,751 Paid-in capital 395,784 374,582 384,847 Retained earnings 3,698,795 3,516,444 3,605,043 Accumulated other comprehensive loss (207,131) (235,379) (213,556) Treasury stock (1,509,827) (1,435,180) (1,503,784) Total stockholders’ equity 2,379,372 2,222,218 2,274,301 $ 9,600,683 $ 9,410,393 $ 9,397,083 See accompanying notes. -3- SILGAN HOLDINGS INC. CONDENSED CONSOLIDATED STATEMENTS OF INCOME For the three and six months ended June 30, 2026 and 2025 (Dollars in thousands, except per share amounts) (Unaudited) Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Net sales $ 1,643,269 $ 1,539,161 $ 3,204,527 $ 3,005,822 Cost of goods sold 1,348,391 1,240,070 2,643,872 2,436,328 Gross profit 294,878 299,091 560,655 569,494 Selling, general and administrative expenses 126,783 121,836 257,958 250,923 Rationalization charges 18,159 9,864 27,206 20,823 Other pension and postretirement (income) (1,109) (140) (2,149) (327) Income before interest and income taxes 151,045 167,531 277,640 298,075 Interest and other debt expense before loss on early extinguishment of debt 47,117 48,699 88,549 91,627 Loss on early extinguishment of debt — — 1,017 — Interest and other debt expense 47,117 48,699 89,566 91,627 Income before income taxes 103,928 118,832 188,074 206,448 Provision for income taxes 29,152 30,443 51,457 51,259 Income before equity in earnings of affiliates 74,776 88,389 136,617 155,189 Equity in earnings of affiliates, net of tax 982 555 2,180 1,717 Net income $ 75,758 $ 88,944 $ 138,797 $ 156,906 Earnings per share: Basic net income per share $ 0.72 $ 0.83 $ 1.31 $ 1.47 Diluted net income per share $ 0.72 $ 0.83 $ 1.31 $ 1.46 See accompanying notes. -4- SILGAN HOLDINGS INC. CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the three and six months ended June 30, 2026 and 2025 (Dollars in thousands) (Unaudited) Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Net income $ 75,758 $ 88,944 $ 138,797 $ 156,906 Other comprehensive income (loss), net of tax: Changes in net prior service credit and actuarial losses 1,337 1,425 2,673 2,825 Change in fair value of derivatives (3,785) (5,087) 3,779 (2,016) Foreign currency translation 1,526 71,669 (27) 117,169 Other comprehensive (loss) income (922) 68,007 6,425 117,978 Comprehensive income $ 74,836 $ 156,951 $ 145,222 $ 274,884 See accompanying notes. -5- SILGAN HOLDINGS INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the six months ended June 30, 2026 and 2025 (Dollars in thousands) (Unaudited) 2026 2025 Cash flows provided by (used in) operating activities: Net income $ 138,797 $ 156,906 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 168,681 155,335 Amortization of debt discount and debt issuance costs 3,034 2,617 Rationalization charges 27,206 20,823 Stock compensation expense 12,165 7,755 Loss on early extinguishment of debt 1,017 — Other changes that provided (used) cash: Trade accounts receivable, net (873,968) (601,838) Inventories (159,853) (293,758) Trade accounts payable (235,807) (279,697) Accrued liabilities (55,622) (19,577) Other, net (19,500) (53,417) Net cash (used in) operating activities (993,850) (904,851) Cash flows provided by (used in) investing activities: Capital expenditures (146,688) (155,693) Proceeds from asset sales 4,354 9,552 Other, net 640 297 Net cash (used in) investing activities (141,694) (145,844) Cash flows provided by (used in) financing activities: Borrowings under revolving loans 1,284,591 1,409,738 Repayments under revolving loans (182,675) (51,959) Repayment of principal amounts under finance leases (1,950) (2,427) Repayments of long-term debt (542,500) (706,274) Changes in outstanding checks - principally vendors (97,369) (84,971) Dividends paid on common stock (45,071) (43,362) Debt issuance costs (1,449) — Repurchase of common stock (7,844) (6,873) Net cash provided by financing activities 405,733 513,872 Effect of exchange rate changes on cash and cash equivalents 679 31,431 Cash and cash equivalents: Net (decrease) (729,132) (505,392) Balance at beginning of year 1,080,659 822,854 Balance at end of period $ 351,527 $ 317,462 Interest paid, net $ 91,816 $ 103,432 Income taxes paid, net 51,324 45,259 See accompanying notes. -6- SILGAN HOLDINGS INC. CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY For the three and six months ended June 30, 2026 and 2025 (Dollars and shares in thousands, except per share amounts) (Unaudited) Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Common stock - shares outstanding Balance at beginning of period 105,680 106,993 105,442 106,795 Net issuance of treasury stock for vested restricted stock units 2 — 240 198 Balance at end of period 105,682 106,993 105,682 106,993 Common stock - par value Balance at beginning and end of period $ 1,751 $ 1,751 $ 1,751 $ 1,751 Paid-in capital Balance at beginning of period 389,325 371,207 384,847 367,871 Stock compensation expense 6,466 3,375 12,165 7,755 Net issuance of treasury stock for vested restricted stock units (7) — (1,228) (1,044) Balance at end of period 395,784 374,582 395,784 374,582 Retained earnings Balance at beginning of period 3,645,564 3,448,952 3,605,043 3,402,667 Net income 75,758 88,944 138,797 156,906 Dividends declared on common stock (22,527) (21,452) (45,045) (43,129) Balance at end of period 3,698,795 3,516,444 3,698,795 3,516,444 Accumulated other comprehensive loss Balance at beginning of period (206,209) (303,386) (213,556) (353,357) Other comprehensive (loss) income (922) 68,007 6,425 117,978 Balance at end of period (207,131) (235,379) (207,131) (235,379) Treasury stock Balance at beginning of period (1,509,834) (1,435,180) (1,503,784) (1,429,351) Net issuance of treasury stock for vested restricted stock units 7 — (6,043) (5,829) Balance at end of period (1,509,827) (1,435,180) (1,509,827) (1,435,180) Total stockholders’ equity $ 2,379,372 $ 2,222,218 $ 2,379,372 $ 2,222,218 Dividends declared on common stock per share $ 0.21 $ 0.20 $ 0.42 $ 0.40 See accompanying notes. -7- SILGAN HOLDINGS INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Information at June 30, 2026 and 2025 and for the three and six months then ended is unaudited) Note 1. Significant Accounting Policies Basis of Presentation. The accompanying unaudited condensed consolidated financial statements of Silgan Holdings Inc., or Silgan, have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying financial statements include all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation. The results of operations for any interim period are not necessarily indicative of the results of operations for the full year. The Condensed Consolidated Balance Sheet at December 31, 2025 has been derived from our audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. You should read the accompanying condensed consolidated financial statements in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2025. Note 2. Revenue The following tables present our revenues disaggregated by reportable segment and geography as they best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Revenues by segment were as follows: Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 (Dollars in thousands) Dispensing and Specialty Closures $ 713,862 $ 702,187 $ 1,399,184 $ 1,373,290 Metal Containers 763,936 676,056 1,488,806 1,304,483 Custom Containers 165,471 160,918 316,537 328,049 $ 1,643,269 $ 1,539,161 $ 3,204,527 $ 3,005,822 Revenues by geography were as follows: Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 (Dollars in thousands) North America $ 1,137,328 $ 1,041,051 $ 2,220,964 $ 2,058,621 Europe and other 505,941 498,110 983,563 947,201 $ 1,643,269 $ 1,539,161 $ 3,204,527 $ 3,005,822 Our contract assets primarily consist of unbilled accounts receivable related to over time revenue recognition and were $106.8 million, $121.7 million, and $112.5 million as of June 30, 2026 and 2025 and December 31, 2025, respectively. Unbilled receivables are included in trade accounts receivable, net on our Condensed Consolidated Balance Sheets. We have entered into various supply chain financing, or SCF, arrangements with financial institutions pursuant to which we sell receivables of certain customers to such financial institutions without recourse and accelerate payment in respect of such receivables sooner than provided in the applicable supply agreements with such customers. Receivables sold under these arrangements totaled $314.9 million and $265.8 million for the three months ended June 30, 2026 and 2025, respectively, and $531.0 million and $491.5 million for the six months ended June 30, 2026 and 2025, respectively. -8- SILGAN HOLDINGS INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Information at June 30, 2026 and 2025 and for the three and six months then ended is unaudited) Note 3. Rationalization Charges We continually evaluate cost reduction opportunities across each of our segments, including rationalizations of our existing facilities through plant closings and downsizings. We use a disciplined approach to identify opportunities that generate attractive cash returns. Rationalization charges by segment were as follows: Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 (Dollars in thousands) Dispensing and Specialty Closures $ 6,078 $ 3,275 $ 8,560 $ 7,646 Metal Containers 11,444 5,140 17,177 10,072 Custom Containers 637 1,449 1,469 3,105 $ 18,159 $ 9,864 $ 27,206 $ 20,823 Activity in reserves for our rationalization plans were as follows: Employee Severance and Benefits Plant Exit Costs Non-Cash Asset Write-Downs Total (Dollars in thousands) Balance at December 31, 2025 $ 44,962 $ 192 $ — $ 45,154 Charged to expense 12,158 6,772 8,276 27,206 Utilized and currency translation (13,816) (6,964) (8,276) (29,056) Balance at June 30, 2026 $ 43,304 $ — $ — $ 43,304 Non-cash asset write-downs were the result of comparing the carrying value of certain facilities and production related equipment to their fair value using estimated future discounted cash flows, a Level 3 fair value measurement (see Note 7 for information regarding a Level 3 fair value measurement). Rationalization reserves as of June 30, 2026 were recorded in our Condensed Consolidated Balance Sheet as accrued liabilities of $16.8 million and other liabilities of $26.5 million. Excluding the impact of our withdrawal from the Central States, Southeast and Southwest Areas Pension Plan, or the Central States Pension Plan, in 2019, remaining expenses and cash expenditures for our rationalization plans are expected to be $14.1 million and $32.6 million, respectively. Remaining expenses for the accretion of interest for the withdrawal liability related to the Central States Pension Plan are expected to average approximately $0.7 million per year and be recognized annually through 2040, and remaining cash expenditures for the withdrawal liability related to the Central States Pension Plan are expected to be approximately $2.6 million annually through 2040. -9- SILGAN HOLDINGS INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Information at June 30, 2026 and 2025 and for the three and six months then ended is unaudited) Note 4. Accumulated Other Comprehensive Loss Accumulated other comprehensive loss is reported in our Condensed Consolidated Statements of Stockholders’ Equity. Amounts included in accumulated other comprehensive loss, net of tax, were as follows: Unrecognized Net Defined Benefit Plan Costs Change in Fair Value of Derivatives Foreign Currency Translation Total (Dollars in thousands) Balance at December 31, 2025 $ (116,840) $ (966) $ (95,750) $ (213,556) Other comprehensive income before reclassifications — 2,704 (27) 2,677 Amounts reclassified from accumulated other comprehensive loss 2,673 1,075 — 3,748 Other comprehensive income 2,673 3,779 (27) 6,425 Balance at June 30, 2026 $ (114,167) $ 2,813 $ (95,777) $ (207,131) The amounts reclassified to earnings from the unrecognized net defined benefit plan costs component of accumulated other comprehensive loss for the three and six months ended June 30, 2026 were net (losses) of $(1.6) million and $(3.2) million, respectively, excluding income tax benefits of $0.3 million and $0.5 million, respectively. For the three and six months ended June 30, 2026, these net (losses) consisted primarily of amortization of net actuarial (losses) of $(1.6) million and $(3.2) million, respectively. Amortization of net actuarial losses and net prior service credit was recorded in other pension and postretirement income in our Condensed Consolidated Statements of Income. See Note 10 for further information. The amounts reclassified to earnings from the change in fair value of derivatives component of accumulated other comprehensive loss for the three and six months ended June 30, 2026 were not significant. Other comprehensive income before reclassifications related to foreign currency translation for the three and six months ended June 30, 2026 consisted of (i) foreign currency (losses) related to translation of quarter end financial statements of foreign subsidiaries utilizing a functional currency other than the U.S. dollar of $(8.8) million and $(34.0) million, respectively, and (ii) foreign currency gains related to our net investment hedges of $13.7 million and $45.0 million, respectively, excluding an income tax provision of $(3.3) million and $(10.9) million, respectively. See Note 7 for further discussion. Note 5. Inventories Inventories consisted of the following: June 30, 2026 June 30, 2025 Dec. 31, 2025 (Dollars in thousands) Raw materials $ 467,553 $ 490,214 $ 586,296 Work-in-process 248,861 231,578 204,882 Finished goods 817,979 788,044 595,089 Other 17,869 17,636 16,861 1,552,262 1,527,472 1,403,128 Adjustment to value inventory at cost on the LIFO method (320,172) (268,961) (322,994) $ 1,232,090 $ 1,258,511 $ 1,080,134 -10- SILGAN HOLDINGS INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Information at June 30, 2026 and 2025 and for the three and six months then ended is unaudited) Note 6. Long-Term Debt Long-term debt consisted of the following: June 30, 2026 June 30, 2025 Dec. 31, 2025 (Dollars in thousands) Bank debt Bank revolving loans $ 1,075,902 $ 1,361,887 $ — U.S. term loans 799,000 850,000 841,500 Euro term loans 1,018,681 1,056,421 1,046,390 Other foreign bank revolving and term loans 60,921 67,224 46,165 Total bank debt 2,954,504 3,335,532 1,934,055 4⅛% Senior Notes 600,000 600,000 600,000 2¼% Senior Notes 571,650 586,900 587,200 4¼% Senior Notes 685,980 — 704,640 1.4% Senior Secured Notes — 500,000 500,000 Finance leases 36,821 40,943 38,783 Total debt - principal 4,848,955 5,063,375 4,364,678 Less unamortized debt issuance costs and debt discount 15,201 11,298 17,830 Total debt 4,833,754 5,052,077 4,346,848 Less current portion 1,178,197 1,937,384 631,632 $ 3,655,557 $ 3,114,693 $ 3,715,216 At June 30, 2026, the current portion of long-term debt consisted of $590.0 million of U.S. revolving loans, $485.9 million of Euro revolving loans and $51.4 million of Euro term loans under our amended and restated senior secured credit facility, as amended, or the Credit Agreement, $47.5 million of other foreign bank revolving and term loans and $3.4 million of finance leases. On February 3, 2026, we prepaid $42.5 million principal amount of outstanding U.S. term loans under the Credit Agreement with cash on hand. On March 6, 2026, we entered into the Sixth Amendment to Amended and Restated Credit Agreement, or the Sixth Amendment, with the lenders party to the Credit Agreement and Wells Fargo Bank, National Association, as administrative agent. The Sixth Amendment amended the Credit Agreement to improve the interest rate margin grid for term loans and eliminate the credit spread adjustments effective March 6, 2026 for Term SOFR Loans, Daily Simple RFR Loans and Term CORRA Loans (each as defined in the Credit Agreement). In accordance with the Credit Agreement, the applicable margin for term loans is reset quarterly using the interest rate margin grid for term loans based on our Total Net Leverage Ratio (as defined in the Credit Agreement), and the range for the applicable margin for term loans is 0.00 percent to 0.50 percent for Base Rate Loans and 1.00 percent to 1.50 percent for Eurocurrency Rate Loans and RFR Loans (each as defined in the Credit Agreement). On March 31, 2026, we repaid all $500.0 million aggregate principal amount of our outstanding 1.4% Senior Secured Notes due 2026, or the 1.4% Notes, at 100 percent of their principal amount plus accrued and unpaid interest to the repayment date. We funded this repayment with revolving loan borrowings under the Credit Agreement and cash on hand. As a result of such redemption and satisfaction and discharge of the indenture for the 1.4% Notes (including the discharge of the guarantees therein of the 1.4% Notes by our U.S. subsidiaries that also guarantee our obligations under the Credit Agreement), the guarantees of the 4⅛% Senior Notes, the 2¼% Senior Notes and the 4¼% Senior Notes by our U.S. subsidiaries that also guarantee our obligations under the Credit Agreement were automatically released and discharged on March 31, 2026. -11- SILGAN HOLDINGS INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Information at June 30, 2026 and 2025 and for the three and six months then ended is unaudited) Note 7. Financial Instruments The financial instruments recorded in our Condensed Consolidated Balance Sheets include cash and cash equivalents, trade accounts receivable, trade accounts payable, debt obligations and swap agreements. Due to their short-term maturity, the carrying amounts of trade accounts receivable and trade accounts payable approximate their fair market values. The following table summarizes the carrying amounts and estimated fair values of our other financial instruments at June 30, 2026: Carrying Amount Fair Value (Dollars in thousands) Assets: Cash and cash equivalents $ 351,527 $ 351,527 Liabilities: Bank debt $ 2,954,504 $ 2,954,504 4⅛% Senior Notes 599,763 592,116 2¼% Senior Notes 571,650 560,526 4¼% Senior Notes 685,980 683,085 Fair Value Measurements GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). GAAP classifies the inputs used to measure fair value into a hierarchy consisting of three levels. Level 1 inputs represent unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 inputs represent unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3 inputs represent unobservable inputs for the asset or liability. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Financial Instruments Measured at Fair Value The financial assets and liabilities that were measured on a recurring basis at June 30, 2026 consisted of our cash and cash equivalents and derivative instruments. We measured the fair value of cash and cash equivalents using Level 1 inputs. We measured the fair value of our derivative instruments using the income approach. The fair value of our derivative instruments reflects the estimated amounts that we would pay or receive based on the present value of the expected cash flows derived from market interest rates and prices. As such, these derivative instruments were classified within Level 2. Financial Instruments Not Measured at Fair Value Our bank debt, 4⅛% Senior Notes, 2¼% Senior Notes and 4¼% Senior Notes were recorded at historical amounts in our Condensed Consolidated Balance Sheets, as we have not elected to measure them at fair value. We measured the fair value of our variable rate bank debt using the market approach based on Level 2 inputs. Fair values of the 4⅛% Senior Notes, 2¼% Senior Notes and 4¼% Senior Notes were estimated based on quoted market prices, a Level 1 input. -12- SILGAN HOLDINGS INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Information at June 30, 2026 and 2025 and for the three and six months then ended is unaudited) Derivative Instruments and Hedging Activities Our derivative financial instruments were recorded in the Condensed Consolidated Balance Sheets at their fair values. Changes in fair values of derivatives are recorded in each period in earnings or comprehensive income, depending on whether a derivative is designated as part of a hedge transaction and, if it is, the type of hedge transaction. We utilize certain derivative financial instruments to manage a portion of our interest rate, natural gas cost and foreign currency exchange rate exposures. We generally limit our use of derivative financial instruments to interest rate swap, natural gas swap and foreign exchange agreements. We do not engage in trading or other speculative uses of these financial instruments. For a financial instrument to qualify as a hedge, we must be exposed to interest rate or price risk, and the financial instrument must reduce the exposure and be designated as a hedge. Financial instruments qualifying for hedge accounting must maintain a high correlation between the hedging instrument and the item being hedged, both at inception and throughout the hedged period. We also utilize certain internal hedging strategies to minimize our foreign currency exchange rate risk. Net investment hedges that qualify for hedge accounting result in the recognition of foreign currency gains or losses, net of tax, in accumulated other comprehensive loss. Interest Rate Swap Agreements As of June 30, 2026 and December 31, 2025, we had outstanding €685.0 million aggregate notional principal amount of Euro interest rate swap agreements with a weighted average fixed rate of 2.43 percent. These agreements were entered into with financial institutions which are expected to fully perform under the terms thereof. The difference between amounts to be paid or received on our interest rate swap agreements is recorded in interest and other debt expense in our Condensed Consolidated Statements of Income and was not significant for the three and six months ended June 30, 2026. The total fair value of our interest rate swaps agreements in effect at June 30, 2026 was not significant. Natural Gas Swap Agreements We have entered into natural gas swap agreements to manage a portion of our exposure to fluctuations in natural gas prices. The difference between amounts to be paid or received on our natural gas swap agreements is recorded in cost of goods sold in our Condensed Consolidated Statements of Income and was not significant for the three and six months ended June 30, 2026. These agreements are with a financial institution which is expected to fully perform under the terms thereof. The total fair value of our natural gas swap agreements in effect at June 30, 2026 was not significant. Foreign Currency Exchange Rate Risk In an effort to minimize our foreign currency exchange rate risk, we have financed acquisitions of foreign operations primarily with borrowings denominated in Euros. In addition, where available, we have borrowed funds in local currency or implemented certain internal hedging strategies to minimize our foreign currency exchange rate risk related to foreign operations, including net investment hedges related to the Euro term loans under the Credit Agreement which are Euro denominated. Foreign currency gains related to our net investment hedges included in accumulated other comprehensive loss for the three and six months ended June 30, 2026 were $13.7 million and $45.0 million, respectively. To a lesser extent, we have entered into foreign exchange forward agreements. The total fair value of our foreign exchange forward agreements in effect at June 30, 2026 was not significant. -13- SILGAN HOLDINGS INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Information at June 30, 2026 and 2025 and for the three and six months then ended is unaudited) Note 8. Commitments and Contingencies We are a party to other legal proceedings, contract disputes and claims arising in the ordinary course of our business. We are not a party to, and none of our properties are subject to, any pending legal proceedings which could have a material adverse effect on our business or financial condition. Note 9. Supply Chain Finance Program We have a supply chain finance (“SCF”) program with a major global financial institution. Under this SCF program, a qualifying supplier may elect, but is not obligated, to sell its receivables from us to such financial institution. Once a qualifying supplier elects to participate in this SCF program, all of our payments to the participating supplier are paid to such financial institution in this SCF program on the invoice due date under our agreement with such supplier, regardless of whether the individual invoice was sold by the supplier to such financial institution. We may terminate our agreement with the financial institution upon at least 30 days’ notice, and the financial institution may terminate our agreement upon at least 10 days’ notice. Additionally, suppliers who elect to participate in this SCF program may terminate their participation upon at least 30 days’ notice. The suppliers' invoices sold under this SCF program can be outstanding up to 210 days from the invoice date. Suppliers’ invoices included in this SCF program were $370.4 million, $248.4 million and $438.5 million at June 30, 2026 and 2025 and December 31, 2025, respectively, and were included in accounts payable in our Condensed Consolidated Balance Sheets. Note 10. Retirement Benefits The components of the net periodic pension benefit cost were as follows: Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 (Dollars in thousands) Service cost $ 1,551 $ 1,968 $ 3,133 $ 3,912 Interest cost 7,614 8,177 15,295 16,296 Expected return on plan assets (10,410) (10,256) (20,819) (20,513) Amortization of prior service (credit) cost (15) 5 (28) 13 Amortization of actuarial losses 1,785 1,883 3,567 3,776 Net periodic benefit cost $ 525 $ 1,777 $ 1,148 $ 3,484 The components of the net periodic other postretirement benefit (credit) cost were as follows: Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 (Dollars in thousands) Service cost $ 2 $ 6 $ 5 $ 10 Interest cost 91 151 183 302 Amortization of prior service credit (17) (14) (33) (29) Amortization of actuarial gains (157) (86) (314) (172) Net periodic benefit (credit) cost $ (81) $ 57 $ (159) $ 111 -14- SILGAN HOLDINGS INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Information at June 30, 2026 and 2025 and for the three and six months then ended is unaudited) Note 11. Income Taxes Silgan and its subsidiaries file U.S. Federal income tax returns, as well as income tax returns in various states and foreign jurisdictions. We expect the Internal Revenue Service, or IRS, will complete its review of the 2024 tax year with no change to our filed federal income tax return. We have been accepted into the Compliance Assurance Process program for the 2025 and 2026 tax years which provides for the review by the IRS of tax matters relating to our tax return prior to filing. Note 12. Treasury Stock On November 5, 2025, our Board of Directors authorized the repurchase by us of up to an aggregate of $500.0 million of our common stock by various means from time to time through and including December 31, 2029. We did not repurchase any shares of our common stock pursuant to this authorization during the six months ended June 30, 2026. At June 30, 2026, we had $500.0 million remaining under this authorization for the repurchase of our common stock. During the first six months of 2026, we issued 392,901 treasury shares which had an average cost of $3.13 per share for restricted stock units that vested during the period that had been previously issued under our stock-based compensation plans. In accordance with the applicable agreements for such restricted stock units, we repurchased 152,852 shares of our common stock at an average cost of $47.57 to satisfy minimum employee withholding tax requirements resulting from the vesting of such restricted stock units. We account for treasury shares using the first-in, first-out (FIFO) cost method. As of June 30, 2026, 69,430,476 shares of our common stock were held in treasury. Note 13. Stock-Based Compensation We currently have one stock-based compensation plan in effect under which we have issued restricted stock units to our officers, other key employees and outside directors. During the first six months of 2026, 803,632 restricted stock units were granted to certain of our officers, other key employees and outside directors. The fair value of these restricted stock units at the grant date was $38.0 million, which is being amortized ratably over the respective vesting period from the grant date. At our annual meeting of stockholders held on May 26, 2026, our stockholders approved the First Amendment to the Silgan Holdings Inc. Second Amended and Restated 2004 Stock Incentive Plan, or, as amended, the Stock Incentive Plan, which among other things, increased the number of shares of our common stock available for awards under the Stock Incentive Plan by an additional 4,000,000 shares. The total number of shares of our common stock available for issuance under the Stock Incentive Plan as of June 30, 2026 was 4,402,054. -15- SILGAN HOLDINGS INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Information at June 30, 2026 and 2025 and for the three and six months then ended is unaudited) Note 14. Earnings Per Share The components of the calculation of earnings per share were as follows: Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 (Dollars and shares in thousands) Net income $ 75,758 $ 88,944 $ 138,797 $ 156,906 Weighted average number of shares used in: Basic earnings per share 105,752 107,051 105,671 106,984 Dilutive common stock equivalents: Restricted stock units 40 200 153 310 Diluted earnings per share 105,792 107,251 105,824 107,294 For the three and six months ended June 30, 2026, 1,498,860 and 945,698 restricted stock units, respectively, were excluded from the computation of diluted earnings per share because they were not dilutive. Note 15. Segment Information Our chief operating decision maker, who is our Chief Executive Officer and President, evaluates performance of our business segments and allocates resources based on the adjusted EBIT of our business segments. Adjusted EBIT is not a defined term under GAAP. We define adjusted EBIT as income before interest and income taxes excluding acquired intangible asset amortization expense, other pension (income) expense for U.S. pension plans and closed facilities, rationalization charges and costs attributed to announced acquisitions and including, as applicable, equity in earnings of affiliates, net of tax. Adjusted EBIT should not be considered in isolation or as a substitute for income before interest and income taxes or any other financial data prepared in accordance with GAAP and may not be comparable to calculations of similarly titled measures by other companies. -16- SILGAN HOLDINGS INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Information at June 30, 2026 and 2025 and for the three and six months then ended is unaudited) Reportable segment information was as follows: Dispensing and Specialty Closures Metal Containers Custom Containers Corporate Total (Dollars in thousands) Three Months Ended June 30, 2026 Net sales $ 713,862 $ 763,936 $ 165,471 $ — $ 1,643,269 Segment expenses and other (a) 607,247 698,057 138,322 15,360 1,458,986 Equity in earnings of affiliates, net of tax 982 — — — 982 Adjusted EBIT 107,597 65,879 27,149 (15,360) 185,265 Depreciation 39,266 20,260 8,022 119 67,667 Capital expenditures 36,345 21,208 6,684 7 64,244 Three Months Ended June 30, 2025 Net sales $ 702,187 $ 676,056 $ 160,918 $ — $ 1,539,161 Segment expenses and other (a) 594,817 605,285 135,989 10,654 1,346,745 Equity in earnings of affiliates, net of tax 555 — — — 555 Adjusted EBIT 107,925 70,771 24,929 (10,654) 192,971 Depreciation 37,633 13,607 8,684 102 60,026 Capital expenditures 48,707 17,728 5,826 508 72,769 Six Months Ended June 30, 2026 Net sales $ 1,399,184 $ 1,488,806 $ 316,537 $ — $ 3,204,527 Segment expenses and other (a) 1,197,694 1,373,102 267,670 31,027 2,869,493 Equity in earnings of affiliates, net of tax 2,180 — — — 2,180 Adjusted EBIT 203,670 115,704 48,867 (31,027) 337,214 Depreciation 79,934 40,251 16,061 237 136,483 Segment assets 5,777,536 2,956,843 746,513 50,318 9,531,210 Capital expenditures 84,831 50,318 11,532 7 146,688 Six Months Ended June 30, 2025 Net sales $ 1,373,290 $ 1,304,483 $ 328,049 $ — $ 3,005,822 Segment expenses and other (a) 1,167,879 1,184,156 278,536 25,727 2,656,298 Equity in earnings of affiliates, net of tax 1,717 — — — 1,717 Adjusted EBIT 207,128 120,327 49,513 (25,727) 351,241 Depreciation 73,488 32,892 17,448 148 123,976 Segment assets 5,846,884 2,706,408 780,467 39,861 9,373,620 Capital expenditures 92,141 48,971 13,665 916 155,693 (a) Segment expenses and other includes cost of goods sold, selling, general and administrative expenses, and other pension and postretirement (income) expense and excludes acquired intangible asset amortization expense, other pension (income) expense only for U.S. pension plans and closed facilities, and costs attributed to announced acquisitions. -17- SILGAN HOLDINGS INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Information at June 30, 2026 and 2025 and for the three and six months then ended is unaudited) Total adjusted EBIT is reconciled to income before income taxes as follows: Three Months Ended Six Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 (Dollars in thousands) Total adjusted EBIT $ 185,265 $ 192,971 $ 337,214 $ 351,241 Less: Acquired intangible asset amortization expense 16,082 15,946 32,198 31,359 Other pension (income) for U.S. pension plans and closed facilities (1,003) (925) (2,010) (1,850) Equity in earnings of affiliates, net of tax 982 555 2,180 1,717 Rationalization charges 18,159 9,864 27,206 20,823 Costs attributed to announced acquisitions — — — 1,117 Income before interest and income taxes 151,045 167,531 277,640 298,075 Interest and other debt expense 47,117 48,699 89,566 91,627 Income before income taxes $ 103,928 $ 118,832 $ 188,074 $ 206,448 Net sales and adjusted EBIT of our metal containers segment and of part of our dispensing and specialty closures segment are dependent, in part, upon the vegetable and fruit harvests in the United States and, to a lesser extent, in a variety of national growing regions in Europe. The size and quality of these harvests varies from year to year, depending in large part upon the weather conditions in applicable regions. Because of the seasonality of the harvests, we have historically experienced higher unit sales volume in the third quarter of our fiscal year and generated a disproportionate amount of our annual adjusted EBIT during that quarter. -18-