(Former name, former address and former fiscal year, if changed since last report)

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

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

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

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

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

As of ~~October 22, 2021, 187,103,147~~April 29, 2022, 184,448,686 shares of common stock, par value $0.01 per share, of the registrant were outstanding.

This report contains statements that relate to future events and expectations and as such constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include those containing such words as ~~“anticipates,” “endeavors,” “working,” “potential,~~“aims,” “ambition,” ~~“develop,” “reach,~~“anticipates,” “believes,” “could,” “develop,” “endeavors,” “estimates,” “expects,” “forecasts,” “goal,” “intends,” “may,” “outlook,” “potential,” “plans,” “projects,” “reach,” “seeks,” “sees,” “should,” “strive,” “targets,” “will,” “working,” “would,” or other words of similar meaning. All statements by Alcoa Corporation that reflect expectations, assumptions or projections about the future, other than statements of historical fact, are forward-looking statements, including, without limitation, forecasts concerning global demand growth for bauxite, alumina, and aluminum, and supply/demand balances; statements, projections or forecasts of future or targeted financial results, or operating or sustainability ~~performance;~~performance (including our ability to execute on strategies related to environmental, social and governance matters); statements about strategies, outlook, and business and financial prospects; and statements about capital allocation and return of capital. These statements reflect beliefs and assumptions that are based on Alcoa Corporation’s perception of historical trends, current conditions, and expected future developments, as well as other factors that management believes are appropriate in the circumstances. Forward-looking statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties, and changes in circumstances that are difficult to predict. Although Alcoa Corporation believes that the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that these expectations will be attained and it is possible that actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties. Such risks and uncertainties include, but are not limited to: (a) current and potential future impacts ~~of the coronavirus (COVID-19) pandemic and related regulatory developments on~~to the global economy and our industry, business and financial condition ~~results of operations,~~caused by various worldwide or ~~cash flows~~macroeconomic events, such as the COVID-19 pandemic and ~~judgments~~the ongoing conflict between Russia and ~~assumptions used in our estimates;~~Ukraine, and related regulatory developments; (b) material adverse changes in aluminum industry conditions, including global supply and demand conditions and fluctuations in London Metal Exchange-based prices and premiums, as applicable, for primary aluminum and other products, and fluctuations in indexed-based and spot prices for alumina; (c) ~~deterioration~~changes in global economic and financial market conditions generally, such as inflation and interest rate increases, and which may also affect Alcoa Corporation’s ability to obtain credit or financing upon acceptable terms or at all; (d) unfavorable changes in the markets served by Alcoa Corporation; (e) the impact of changes in foreign currency exchange and tax rates on costs and results; (f) increases in energy or raw material costs, or uncertainty of or disruption to energy ~~supply~~ or raw ~~materials;~~materials supply, and to the supply chain including logistics; (g) the inability to execute on strategies related to or achieve improvement in profitability and margins, cost savings, cash generation, revenue growth, fiscal discipline, environmental- and social-related goals and targets (including due to delays in scientific and technological developments), or strengthening of competitiveness and operations anticipated from portfolio actions, operational and productivity improvements, technology advancements, and other initiatives; (h) the inability to realize expected benefits, in each case as planned and by targeted completion dates, from acquisitions, divestitures, restructuring activities, facility closures, curtailments, restarts, expansions, or joint ventures; (i) political, economic, trade, legal, public health and safety, and regulatory risks in the countries in which Alcoa Corporation operates or sells products; (j) labor disputes and/or work stoppages and strikes; (k) the outcome of contingencies, including legal and tax proceedings, government or regulatory investigations, and environmental remediation; (l) the impact of cyberattacks and potential information technology or data security breaches; (m) risks associated with long-term debt obligations; (n) the timing and amount of future cash dividends and share repurchases; (o) declines in the discount rates used to measure pension and other postretirement benefit liabilities or lower-than-expected investment returns on pension assets, or unfavorable changes in laws or regulations that govern pension plan funding; (h) the inability to achieve improvement in profitability and margins, cost savings, cash generation, revenue growth, fiscal discipline, sustainability targets, or strengthening of competitiveness and operations anticipated from portfolio actions, operational and productivity improvements, technology advancements, and other initiatives; (i) the inability to realize expected benefits, in each case as planned and by targeted completion dates, from acquisitions, divestitures, restructuring activities, facility closures, curtailments, restarts, expansions, or joint ventures; (j) political, economic, trade, legal, public health and safety, and regulatory risks in the countries in which Alcoa Corporation operates or sells products; (k) labor disputes and/or work stoppages and strikes; (l) the outcome of contingencies, including legal and tax proceedings, government or regulatory investigations, and environmental remediation; (m) the impact of cyberattacks and potential information technology or data security breaches; (n) risks associated with long-term debt obligations; (o) the timing and amount of future cash dividends and share repurchases; and, (p) the other risk factors discussed in Part I Item 1A of Alcoa Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, ~~2020~~2021 and other reports filed by Alcoa Corporation with the U.S. Securities and Exchange Commission. Alcoa Corporation disclaims any obligation to update publicly any forward-looking statements,

whether in response to new information, future events or otherwise, except as required by applicable law. Market projections are subject to the risks described above and other risks in the market.

	Third quarter ended September 30,						Nine months ended September 30,						First quarter ended March 31,
	2021			2020			2021			2020			2022			2021
Sales (E)	$	3,109		$	2,365		$	8,812		$	6,894		$	3,293		$	2,870
Cost of goods sold (exclusive of expenses below)		2,322			2,038			6,770			5,995			2,181			2,292
Selling, general administrative, and other expenses		53			47			159			151			44			52
Research and development expenses		8			6			21			18			9			7
Provision for depreciation, depletion, and amortization		156			161			499			483			160			182
Restructuring and other charges, net (D)		33			5			73			44			125			7
Interest expense		58			41			167			103			25			42
Other (income) expenses, net (Q)		(18	)		45			(147	)		(36	)
Other income, net (P)														(14	)		(24	)
Total costs and expenses		2,612			2,343			7,542			6,758			2,530			2,558
Income before income taxes		497			22			1,270			136			763			312
Provision for income taxes		127			42			331			167			210			93
Net income (loss)		370			(20	)		939			(31	)
Net income														553			219
Less: Net income attributable to noncontrolling interest		33			29			118			135			84			44
NET INCOME (LOSS) ATTRIBUTABLE TO ALCOA CORPORATION	$	337		$	(49	)	$	821		$	(166	)
NET INCOME ATTRIBUTABLE TO ALCOA CORPORATION													$	469		$	175
EARNINGS PER SHARE ATTRIBUTABLE TO ALCOA CORPORATION COMMON SHAREHOLDERS (F):
Basic	$	1.80		$	(0.26	)	$	4.40		$	(0.89	)	$	2.54		$	0.94
Diluted	$	1.76		$	(0.26	)	$	4.32		$	(0.89	)	$	2.49		$	0.93

The accompanying notes are an integral part of the consolidated financial statements.

	Alcoa Corporation						Noncontrolling interest						Total						Alcoa Corporation						Noncontrolling interest					Total
	Third quarter ended September 30,						Third quarter ended September 30,						Third quarter ended September 30,						First quarter ended March 31,						First quarter ended March 31,					First quarter ended March 31,
	2021			2020			2021			2020			2021			2020			2022			2021			2022		2021			2022			2021
Net income (loss)	$	337		$	(49	)	$	33		$	29		$	370		$	(20	)
Net income																			$	469		$	175		$	84	$	44		$	553		$	219
Other comprehensive (loss) income, net of tax (G):
Change in unrecognized net actuarial loss and prior service cost/benefit related to pension and other postretirement benefits		72			(32	)		12			(3	)		84			(35	)		22			131			1		1			23			132
Foreign currency translation adjustments		(202	)		5			(78	)		17			(280	)		22			326			(176	)		98		(60	)		424			(236	)
Net change in unrecognized gains/losses on cash flow hedges		(111	)		(240	)		(2	)		—			(113	)		(240	)		(830	)		(204	)		1		(3	)		(829	)		(207	)
Total Other comprehensive (loss) income, net of tax		(241	)		(267	)		(68	)		14			(309	)		(253	)		(482	)		(249	)		100		(62	)		(382	)		(311	)
Comprehensive income (loss)	$	96		$	(316	)	$	(35	)	$	43		$	61		$	(273	)

	Alcoa Corporation						Noncontrolling interest						Total
	Nine months ended September 30,						Nine months ended September 30,						Nine months ended September 30,
	2021			2020			2021			2020			2021			2020
Net income (loss)	$	821		$	(166	)	$	118		$	135		$	939		$	(31	)
Other comprehensive loss, net of tax (G):
Change in unrecognized net actuarial loss and prior service cost/benefit related to pension and other postretirement benefits		456			(121	)		16			(1	)		472			(122	)
Foreign currency translation adjustments		(174	)		(523	)		(87	)		(134	)		(261	)		(657	)
Net change in unrecognized gains/losses on cash flow hedges		(581	)		71			—			(21	)		(581	)		50
Total Other comprehensive loss, net of tax		(299	)		(573	)		(71	)		(156	)		(370	)		(729	)
Comprehensive income (loss)	$	522		$	(739	)	$	47		$	(21	)	$	569		$	(760	)
Comprehensive (loss) income																			$	(13	)	$	(74	)	$	184	$	(18	)	$	171		$	(92	)

The accompanying notes are an integral part of the consolidated financial statements.

	September 30, 2021			December 31, 2020			March 31, 2022			December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents ~~(M)~~(L)	$	1,452		$	1,607		$	1,554		$	1,814
Receivables from customers ~~(I)~~		769			471			952			757
Other receivables		92			85			98			127
Inventories ~~(J)~~(I)		1,702			1,398			2,495			1,956
Fair value of derivative instruments (M)		19			21
Assets held for sale (C)		—			648
Fair value of derivative instruments (L)								64			14
Prepaid expenses and other current assets		251			290			435			358
Total current assets		4,285			4,520			5,598			5,026
Properties, plants, and equipment		20,111			20,522			20,445			19,753
Less: accumulated depreciation, depletion, and amortization		13,432			13,332			13,621			13,130
Properties, plants, and equipment, net		6,679			7,190			6,824			6,623
Investments (H)		1,146			1,051			1,224			1,199
Deferred income taxes		698			655			667			506
Fair value of derivative instruments (M)		2			—
Fair value of derivative instruments (L)								20			7
Other noncurrent assets		1,387			1,444			1,655			1,664
Total assets	$	14,197		$	14,860		$	15,988		$	15,025
LIABILITIES
Current liabilities:
Accounts payable, trade	$	1,482		$	1,403		$	1,645		$	1,674
Accrued compensation and retirement costs		378			395			357			383
Taxes, including income taxes		218			91			358			374
Fair value of derivative instruments (M)		299			103
Liabilities held for sale (C)		—			242
Fair value of derivative instruments (L)								514			274
Other current liabilities		551			525			591			517
Long-term debt due within one year (K & M)		1			2
Long-term debt due within one year (J & L)								1			1
Total current liabilities		2,929			2,761			3,466			3,223
Long-term debt, less amount due within one year (K & M)		1,724			2,463
Accrued pension benefits (L)		633			1,492
Accrued other postretirement benefits (L)		652			744
Long-term debt, less amount due within one year (J & L)								1,727			1,726
Accrued pension benefits (K)								407			417
Accrued other postretirement benefits (K)								642			650
Asset retirement obligations		554			625			637			622
Environmental remediation (P)		260			293
Fair value of derivative instruments (M)		1,278			742
Environmental remediation (O)								264			265
Fair value of derivative instruments (L)								1,795			1,048
Noncurrent income taxes		182			209			192			191
Other noncurrent liabilities and deferred credits		524			515			601			599
Total liabilities		8,736			9,844			9,731			8,741
CONTINGENCIES AND COMMITMENTS (P)
CONTINGENCIES AND COMMITMENTS (O)
EQUITY
Alcoa Corporation shareholders’ equity:
Common stock		2			2			2			2
Additional capital		9,708			9,663			9,537			9,577
Retained earnings (deficit)		96			(725	)		114			(315	)
Accumulated other comprehensive loss (G)		(5,928	)		(5,629	)		(5,074	)		(4,592	)
Total Alcoa Corporation shareholders’ equity		3,878			3,311			4,579			4,672
Noncontrolling interest		1,583			1,705			1,678			1,612
Total equity		5,461			5,016			6,257			6,284
Total liabilities and equity	$	14,197		$	14,860		$	15,988		$	15,025

The accompanying notes are an integral part of the consolidated financial statements.

	Nine months ended September 30,						Three months ended March 31,
	2021			2020			2022			2021
CASH FROM OPERATIONS
Net income (loss)	$	939		$	(31	)
Net income							$	553		$	219
Adjustments to reconcile net income to cash from operations:
Depreciation, depletion, and amortization		499			483			160			182
Deferred income taxes		61			(12	)		(4	)		18
Equity earnings, net of dividends		(84	)		19			(25	)		(11	)
Restructuring and other charges, net (D)		73			44			125			7
Net gain from investing activities – asset sales (Q)		(132	)		(174	)
Net loss (gain) from investing activities – asset sales (P)								1			(27	)
Net periodic pension benefit cost ~~(L)~~(K)		36			103			14			12
Stock-based compensation		26			24			9			8
Provision for bad debt expense		1			2
Premium paid on early redemption of debt		43			—
Other		44			11			22			(1	)
Changes in assets and liabilities, excluding effects of divestitures and foreign currency translation adjustments:
(Increase) Decrease in receivables		(408	)		26
(Increase) Decrease in inventories		(373	)		221
Decrease in prepaid expenses and other current assets		39			21
Increase (Decrease) in accounts payable, trade		153			(87	)
(Decrease) in accrued expenses		—			(166	)
Increase in taxes, including income taxes		143			95
Pension contributions (L)		(575	)		(83	)
(Increase) in noncurrent assets		(47	)		(64	)
(Increase) in receivables								(120	)		(212	)
(Increase) in inventories								(479	)		(68	)
(Increase) Decrease in prepaid expenses and other current assets								(15	)		57
(Decrease) in accounts payable, trade								(81	)		(64	)
(Decrease) Increase in accrued expenses								(72	)		3
(Decrease) in taxes, including income taxes								(42	)		(1	)
Pension contributions (K)								(4	)		(63	)
Decrease (Increase) in noncurrent assets								29			(22	)
(Decrease) in noncurrent liabilities		(83	)		(76	)		(37	)		(31	)
CASH PROVIDED FROM OPERATIONS		355			356			34			6
FINANCING ACTIVITIES
Additions to debt (original maturities greater than three months)		495			739			—			495
Payments on debt (original maturities greater than three months)		(1,294	)		—
Proceeds from the exercise of employee stock options		19			—			21			4
Repurchase of common stock								(75	)		—
Dividends paid on Alcoa common stock								(18	)		—
Payments related to tax withholding on stock-based compensation awards								(19	)		(1	)
Financial contributions for the divestiture of businesses (D)		(14	)		(30	)		(3	)		(6	)
Contributions from noncontrolling interest		8			24			46			—
Distributions to noncontrolling interest		(177	)		(152	)		(162	)		(62	)
Other		(3	)		(4	)		1			(2	)
CASH (USED FOR) PROVIDED FROM FINANCING ACTIVITIES		(966	)		577			(209	)		428
INVESTING ACTIVITIES
Capital expenditures		(237	)		(242	)		(74	)		(75	)
Proceeds from the sale of assets		715			198			2			591
Additions to investments		(7	)		(6	)		(21	)		(2	)
CASH PROVIDED FROM (USED FOR) INVESTING ACTIVITIES		471			(50	)
CASH (USED FOR) PROVIDED FROM INVESTING ACTIVITIES								(93	)		514
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS AND RESTRICTED CASH		(11	)		(27	)		9			(11	)
Net change in cash and cash equivalents and restricted cash		(151	)		856			(259	)		937
Cash and cash equivalents and restricted cash at beginning of year		1,610			883			1,924			1,610
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD	$	1,459		$	1,739		$	1,665		$	2,547

The accompanying notes are an integral part of the consolidated financial statements.

	Alcoa Corporation shareholders																	Alcoa Corporation shareholders
Third quarter ended September 30, 2020	Common stock		Additional capital			Retained earnings (deficit)			Accumulated other comprehensive loss			Non- controlling interest			Total equity
Balance at June 30, 2020	$	2	$	9,655		$	(672	)	$	(5,280	)	$	1,619		$	5,324
Net (loss) income		—		—			(49	)		—			29			(20	)
Other comprehensive (loss) income (G)		—		—			—			(267	)		14			(253	)
Stock-based compensation		—		7			—			—			—			7
Contributions		—		—			—			—			8			8
Distributions		—		—			—			—			(46	)		(46	)
Other		—		(1	)		—			—			—			(1	)
Balance at September 30, 2020	$	2	$	9,661		$	(721	)	$	(5,547	)	$	1,624		$	5,019
																		Common stock		Additional capital			Retained earnings (deficit)			Accumulated other comprehensive loss			Non- controlling interest			Total equity
Third quarter ended September 30, 2021
Balance at June 30, 2021	$	2	$	9,695		$	(241	)	$	(5,687	)	$	1,649		$	5,418
Balance at January 1, 2021																		$	2	$	9,663		$	(725	)	$	(5,629	)	$	1,705		$	5,016
Net income		—		—			337			—			33			370			—		—			175			—			44			219
Other comprehensive loss (G)		—		—			—			(241	)		(68	)		(309	)		—		—			—			(249	)		(62	)		(311	)
Stock-based compensation		—		8			—			—			—			8			—		8			—			—			—			8
Common stock issued: compensation plans		—		5			—			—			—			5			—		4			—			—			—			4
Contributions		—		—			—			—			8			8			—		—			—			—			—			—
Distributions		—		—			—			—			(40	)		(40	)		—		—			—			—			(62	)		(62	)
Other		—		—			—			—			1			1			—		(1	)		—			—			—			(1	)
Balance at September 30, 2021	$	2	$	9,708		$	96		$	(5,928	)	$	1,583		$	5,461
Balance at March 31, 2021																		$	2	$	9,674		$	(550	)	$	(5,878	)	$	1,625		$	4,873

Nine months ended September 30, 2020
Balance at December 31, 2019	$	2	$	9,639		$	(555	)	$	(4,974	)	$	1,774		$	5,886
Net (loss) income		—		—			(166	)		—			135			(31	)
Other comprehensive loss (G)		—		—			—			(573	)		(156	)		(729	)
Balance at January 1, 2022																		$	2	$	9,577		$	(315	)	$	(4,592	)	$	1,612		$	6,284
Net income																			—		—			469			—			84			553
Other comprehensive (loss) income (G)																			—		—			—			(482	)		100			(382	)
Stock-based compensation		—		24			—			—			—			24			—		9			—			—			—			9
Common stock issued: compensation plans																			—		2			—			—			—			2
Repurchase of common stock																			—		(54	)		(21	)		—			—			(75	)
Dividends paid on Alcoa common stock ($0.10 per share)																			—		—			(19	)		—			—			(19	)
Contributions		—		—			—			—			24			24			—		—			—			—			46			46
Distributions		—		—			—			—			(152	)		(152	)		—		—			—			—			(162	)		(162	)
Other		—		(2	)		—			—			(1	)		(3	)		—		3			—			—			(2	)		1
Balance at September 30, 2020	$	2	$	9,661		$	(721	)	$	(5,547	)	$	1,624		$	5,019

Nine months ended September 30, 2021
Balance at December 31, 2020	$	2	$	9,663		$	(725	)	$	(5,629	)	$	1,705		$	5,016
Net income		—		—			821			—			118			939
Other comprehensive loss (G)		—		—			—			(299	)		(71	)		(370	)
Stock-based compensation		—		26			—			—			—			26
Common stock issued: compensation plans		—		19			—			—			—			19
Contributions		—		—			—			—			8			8
Distributions		—		—			—			—			(177	)		(177	)
Balance at September 30, 2021	$	2	$	9,708		$	96		$	(5,928	)	$	1,583		$	5,461
Balance at March 31, 2022																		$	2	$	9,537		$	114		$	(5,074	)	$	1,678		$	6,257

The accompanying notes are an integral part of the consolidated financial statements.

A. Basis of Presentation – The interim Consolidated Financial Statements of Alcoa Corporation and its subsidiaries (Alcoa Corporation, Alcoa, or the Company) are unaudited. These Consolidated Financial Statements include all adjustments, consisting only of normal recurring adjustments, considered necessary by management to fairly state the Company’s results of operations, financial position, and cash flows. The results reported in these Consolidated Financial Statements are not necessarily indicative of the results that may be expected for the entire year. The ~~2020~~2021 year-end balance sheet data was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America (GAAP). This Quarterly Report on Form 10-Q should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2020,~~2021, which includes ~~all~~ disclosures required by GAAP.

In accordance with GAAP, certain situations require management to make estimates based on judgments and assumptions, which may affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements. They also may affect the reported amounts of revenues and expenses during the reporting periods. Management uses historical experience and all available information to make these estimates, including considerations for the impact of the coronavirus (COVID-19) pandemic on the macroeconomic environment. The COVID-19 pandemic could adversely impact estimates made as of September 30, 2021 regarding future results, such as the recoverability of goodwill and long-lived assets and the realizability of deferred tax assets. Despite these inherent limitations, management believes that the amounts recorded in the financial statements related to these items are based on its best estimates and judgments using all relevant information available at the time.estimates. Management regularly evaluates the judgments and assumptions used in its estimates, and results could differ from those estimates upon future events and their effects or new ~~information.~~

References in these Notes to ParentCo refer to Alcoa Inc., a Pennsylvania corporation, and its consolidated subsidiaries through October 31, 2016, at which time it was renamed Arconic Inc. (Arconic) and since has been subsequently renamed Howmet Aerospace Inc. On November 1, 2016 (the Separation Date), ParentCo separated into two standalone, publicly-traded companies, Alcoa Corporation and Arconic Inc. (the Separation Transaction). See Note A to the Consolidated Financial Statements in Part II Item 8 of Alcoa Corporation’s Annual Report on Form 10-K for the year ended December 31, 2020 for additional information.

Principles of Consolidation. The Consolidated Financial Statements of Alcoa Corporation include the accounts of Alcoa Corporation and companies in which Alcoa Corporation has a controlling interest, including those that comprise the Alcoa World Alumina & Chemicals (AWAC) joint venture (see below). Intercompany transactions have been eliminated. The equity method of accounting is used for investments in affiliates and other joint ventures over which Alcoa Corporation has significant influence but does not have effective control. Investments in affiliates in which Alcoa Corporation cannot exercise significant influence are accounted for using the cost method.

AWAC is an unincorporated global joint venture between Alcoa Corporation and Alumina Limited and consists of several affiliated operating entities, which own, or have an interest in, or operate the bauxite mines and alumina refineries within Alcoa Corporation’s Bauxite and Alumina segments (except for the Poços de Caldas mine and refinery, portions of the São Luís refinery, and investment in Mineração Rio do Norte ~~S.A.~~S.A (MRN), all in Brazil) and the Portland smelter in Australia within Alcoa Corporation’s Aluminum segment. Alcoa Corporation and Alumina Limited ultimately own 60% and 40%, respectively, of the AWAC individual entities, which are consolidated by the Company for financial reporting purposes and include Alcoa of Australia Limited (AofA), Alcoa World Alumina LLC (AWA), and Alcoa World Alumina Brasil Ltda. (AWAB). Alumina Limited’s interest in the equity of such entities is reflected as Noncontrolling interest on the accompanying Consolidated Balance Sheet.

~~On January 1, 2021,~~Management considers the ~~Company adopted the following~~applicability and impact of all Accounting ~~Standard~~Standards Updates ~~(ASU) issued by the Financial Accounting Standard Board (FASB), none of which had~~(ASUs). Management assessed ASUs not disclosed and determined that they were either not applicable or are not expected to have a material impact on the ~~Company’s~~Company's Consolidated Financial ~~Statements:~~Statements.

In March 2020 and January 2021, the ~~FASB~~Financial Accounting Standards Board issued ASU No. 2020-04 and ASU No. 2021-01, respectively. Together, the ASUs provide temporary optional expedients and exceptions to ~~provide optional~~the U.S. GAAP guidance ~~for a limited period of time~~on contract modifications and hedge accounting to ease the ~~potential burden in accounting for (or recognizing~~financial reporting burdens related to the ~~effects of) reference rate reform on financial reporting. Management is currently evaluating the impact of the replacement of~~expected market transition from the London Interbank Offered Rate (LIBOR) ~~as well as the~~and other interbank offered rates to alternative reference rates. The Company is working to transition from LIBOR to alternative reference rates. Management has identified a total company inventory of affected financial instruments and contracts, has taken action to transition certain legacy contracts linked to LIBOR to alternative reference rates, and intends to utilize alternative reference rates for new contracts in 2022. The transition from LIBOR is not expected to have a material impact ~~that the expected adoption of the applicable provisions within the optional guidance will have~~ on ~~the Consolidated Financial Statements. The adoption of the applicable provisions will coincide with the modifications of the affected contracts.~~Alcoa.

In June 2021, the Company completed the sale of the previously closed Eastalco Aluminum smelter site in the state of Maryland in a transaction valued at $100. Upon closing of the transaction, the Company received $94 in cash and recorded a gain of $90 in Other (income) expenses, net ($90 pre- and $89 after-tax; see Note Q) on the Statement of Consolidated Operations in the second quarter of 2021.

On ~~November 30, 2020,~~March 31, 2021, Alcoa ~~entered into an agreement to sell~~completed the sale of its rolling mill located at Warrick Operations (Warrick Rolling Mill), an integrated aluminum manufacturing site near Evansville, Indiana (Warrick Operations), to Kaiser Aluminum Corporation (Kaiser)~~. At December 31, 2020, the Company had assets and liabilities held for sale of $648 and $242, respectively, related to the transaction.~~

~~On March 31, 2021, Alcoa completed the sale~~ for total consideration of approximately $670, which included the assumption of ~~$66~~$69 in other postretirement benefit ~~liabilities (after a post-closing adjustment that lowered the amount by $6 in the second quarter 2021). Additionally, as of March 31, 2021, the Company incurred transaction costs of $7.~~ liabilities.The Company recorded a net gain of ~~$27~~$30 in Other ~~(income) expenses,~~income, net (pre- and ~~after-tax)~~after-tax, see Note P) on the Statement of Consolidated Operations, $27 of which was recorded in the first quarter of ~~2021 (see Note Q). Further,~~2021. Upon the closing of the transaction, the Company recorded estimated liabilities ~~of approximately $70 in the first quarter of 2021~~ for future site separation commitments and remaining transaction costs associated with the ~~sale~~sales agreement. ~~During~~At December 31, 2021, the ~~second~~remaining reserve was approximately $70. Over half of the expected cash outlay is to be spent in 2022, with the remainder to be spent through 2023. In the first quarter of ~~2021,~~2022, the Company ~~recorded an additional net gain of $3 in Other (income) expenses, net related to working capital, other postretirement benefit liabilities,~~spent $2 against the reserve.

In connection with the transaction, Alcoa and site separation costs. Working capital was finalized in the third quarter of 2021 with no further changes to the gain. The overall gain could be adjusted further as estimates for completion of site-separation costs are refined.

~~Alcoa~~Kaiser entered into a market-based metal supply agreement ~~with Kaiser in connection with the transaction. Alcoa also entered into~~and a ground lease agreement ~~with Kaiser~~ for the Warrick Rolling Mill property, which Alcoa continues to own. Approximately 1,150 employees at Warrick Rolling Mill, which includes the casthouse, hot mill, cold mills, and coating and slitting lines, became employees of Kaiser as a result of the transaction. Alcoa continues to own and operate the site’s 269,000 metric ton per year aluminum smelter and the power plant, which together employ approximately 670 people. The remaining Warrick Operations site results are included within the Aluminum segment.

During the first quarter of 2020, the Company sold Elemental Environmental Solutions LLC (EES), a wholly-owned Alcoa subsidiary that operated the waste processing facility in Gum Springs, Arkansas, to a global environmental firm in a transaction valued at $250. During 2020, the Company received $200 in cash and recorded a total gain of $181 (pre- and after-tax; see Note Q). Further, an additional $50 is held in escrow to be paid to Alcoa if certain post-closing conditions are satisfied, which would result in an additional gain being recorded.

D. Restructuring and Other Charges, Net– In the ~~third~~first quarter ~~and nine-month period~~ of ~~2021,~~2022, Alcoa Corporation recorded Restructuring and other charges, net, of ~~$33 and $73, respectively,~~ $125which were comprised ~~of the following components:~~of:

In the first quarter of 2021, Alcoa Corporation recorded Restructuring and other charges, net, of $7 which were comprised of:

On July 28, 2021, Alcoa made the decision to permanently close the previously curtailed anode facility in Lake Charles, Louisiana, United States. The anode facility within the Lake Charles site has been fully curtailed since 2015. The Company recorded restructuring and other charges of $27 in the third quarter of 2021, comprised of asset impairments of $22 and cash-based charges for closure and asset retirement obligations of $5. The closure is expected to take approximately one year. The decision to permanently close the facility was made as part of the Company’s on-going portfolio review. The Company’s petroleum coke calciner located at the same site in Lake Charles will remain in operation, unaffected by the closure of the anode facility.

In the third quarter and nine-month period of 2020, Alcoa Corporation recorded Restructuring and other charges, net, of $5 and $44, respectively. The third quarter and nine-month net charges were comprised of the following items: a reversal of $4 and a charge of $23, respectively, related to the curtailment of the Intalco (Washington) smelter, charges of $4 and $17, respectively, for additional contract costs related to the curtailed Wenatchee (Washington) smelter, $5 (both periods) related to settlements of certain pension benefits, and several other insignificant items.

Alcoa Corporation does not include Restructuring and other charges, net in the results of its reportable segments. The impact of allocating such charges to segment results would have been as follows:

	Third quarter ended September 30,				Nine months ended September 30,					First quarter ended March 31,
	2021		2020		2021		2020			2022			2021
Bauxite	$	—	$	1	$	—	$	1		$	58		$	—
Alumina		—		3		—		5			—			—
Aluminum		23		1		41		40			68			15
Segment total		23		5		41		46			126			15
Corporate		10		—		32		(2	)		(1	)		(8	)
Total Restructuring and other charges, net	$	33	$	5	$	73	$	44		$	125		$	7

During 2019, the Company completed the divestiture of the Avilés and La Coruña (Spain) aluminum facilities to PARTER Capital Group AG (PARTER) in a sale process endorsed by the Spanish government and supported by the workers’ representatives. In 2020, PARTER sold its majority stake in the facilities to an unrelated party. The Company had no knowledge of the subsequent transaction prior to its announcement, and has filed a lawsuit asserting that the sale was in breach of the sale agreement between Alcoa and PARTER (see Note P).

A restructuring reserve of $30 remained at December 31, 2020 related to financial contributions to the divested Avilés and La Coruña entities pursuant to the sale agreement. In the nine-month period of 2021, cash payments of $13 were made against the reserve. In accordance with the terms of the agreement, payments to the divested entities to cover qualified capital expenditures through November 30, 2021 may be requested. If the divested entities do not have qualifying capital expenditures, the remaining reserve of $17 would be reversed in the fourth quarter of 2021.

	Severance and employee termination costs			Other costs			Total			Severance and employee termination costs			Other costs			Total
Balance at December 31, 2019	$	35		$	102		$	137
Restructuring and other charges, net		16			36			52
Cash payments		(41	)		(79	)		(120	)
Reversals and other		(4	)		(2	)		(6	)
Balance at December 31, 2020		6			57			63		$	6		$	57		$	63
Restructuring and other charges, net		—			12			12			1			80			81
Cash payments		(4	)		(23	)		(27	)		(4	)		(25	)		(29	)
Reversals and other		—			(6	)		(6	)		—			(22	)		(22	)
Balance at September 30, 2021	$	2		$	40		$	42
Balance at December 31, 2021											3			90			93
Restructuring and other charges, net											—			68			68
Cash payments											(1	)		(4	)		(5	)
Balance at March 31, 2022										$	2		$	154		$	156

The activity and reserve balances include only Restructuring and other charges, net that impact the reserves for Severance and employee termination costs and Other costs. Restructuring and other charges, net that affected other liability accounts such as environmental obligations (see Note ~~P), asset retirement obligations,~~O) and ~~pension and other postretirement reserves~~Investments (see Note L)H) are excluded from the above activity and balances. Reversals and other includes reversals of previously recorded liabilities and foreign currency translation impacts.

The noncurrent portion of the reserve was $1$36 and $43 at ~~both~~ ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021, respectively.

E. Segment Information – Alcoa Corporation is a producer of bauxite, alumina, and aluminum products. The ~~Company’s operations consist of~~Company has 3 ~~worldwide~~operating and reportable ~~segments:~~segments, which are organized by product on a global basis: Bauxite, Alumina, and Aluminum. Segment performance under Alcoa Corporation’s management reporting system is evaluated based on a number of factors; however, the primary measure of performance is the Adjusted EBITDA (Earnings before interest, taxes, depreciation, and amortization) of each segment. The Company calculates Segment Adjusted EBITDA as Total sales (third-party and intersegment) minus the following items: Cost of goods sold; Selling, general administrative, and other expenses; and Research and development expenses. Alcoa Corporation believes that the presentation of Adjusted EBITDA is useful to investors because such measure provides both additional information about the operating performance of Alcoa Corporation and insight on the ability of Alcoa Corporation to meet its financial obligations. The presentation of Adjusted EBITDA is not intended to be a substitute for, and should not be considered in isolation from, the financial measures reported in accordance with GAAP. Alcoa Corporation’s Adjusted EBITDA may not be comparable to similarly titled measures of other companies. The chief operating decision maker function regularly reviews the financial information, including Sales and Adjusted EBITDA, of these three operating segments to assess performance and allocate resources.

The operating results of Alcoa Corporation’s reportable segments were as follows (differences between segment totals and consolidated amounts are in Corporate):

Bauxite

Alumina

Aluminum

Total

Third quarter ended September 30, 2021

Sales:

Third-party sales

$
56

$
756

$
2,295

$
3,107

Intersegment sales

172

349

8

529

Total sales

$
228

$
1,105

$
2,303

$
3,636

Segment Adjusted EBITDA

$
23

$
148

$
613

$
784

Supplemental information:

Depreciation, depletion, and amortization

$
30

$
47

$
72

$
149

Equity (loss) income

$
—

$
(1
)

$
38

$
37

Third quarter ended September 30, 2020

Sales:

Third-party sales

$
56

$
697

$
1,607

$
2,360

Intersegment sales

236

329

2

$
567

Total sales

$
292

$
1,026

$
1,609

$
2,927

Segment Adjusted EBITDA

$
124

$
119

$
116

$
359

Supplemental information:

Depreciation, depletion, and amortization

$
33

$
41

$
80

$
154

Equity loss

$
—

$
(4
)

$
(6
)

$
(10
)

	Bauxite		Alumina			Aluminum			Total			Bauxite		Alumina			Aluminum		Total
Nine months ended September 30, 2021
First quarter ended March 31, 2022
Sales:
Third-party sales												$	43	$	855		$	2,388	$	3,286
Intersegment sales													170		418			7		595
Total sales												$	213	$	1,273		$	2,395	$	3,881
Segment Adjusted EBITDA												$	38	$	262		$	713	$	1,013
Supplemental information:
Depreciation, depletion, and amortization												$	35	$	50		$	69	$	154
Equity income												$	—	$	1		$	39	$	40
First quarter ended March 31, 2021
Sales:
Third-party sales	$	153	$	2,204		$	6,444		$	8,801		$	58	$	760		$	2,047	$	2,865
Intersegment sales		536		1,056			13			1,605			185		364			2	$	551
Total sales	$	689	$	3,260		$	6,457		$	10,406		$	243	$	1,124		$	2,049	$	3,416
Segment Adjusted EBITDA	$	123	$	499		$	1,356		$	1,978		$	59	$	227		$	283	$	569
Supplemental information:
Depreciation, depletion, and amortization	$	119	$	143		$	218		$	480		$	57	$	46		$	73	$	176
Equity (loss) income		—		(7	)		79			72		$	—	$	(5	)	$	13	$	8
Nine months ended September 30, 2020
Sales:
Third-party sales	$	193	$	2,007		$	4,680		$	6,880
Intersegment sales		716		954			7			1,677
Total sales	$	909	$	2,961		$	4,687		$	8,557
Segment Adjusted EBITDA	$	375	$	400		$	144		$	919
Supplemental information:
Depreciation, depletion, and amortization	$	97	$	127		$	240		$	464
Equity loss		—		(21	)		(13	)		(34	)

The following table reconciles total Segment Adjusted EBITDA to Consolidated net income ~~(loss)~~ attributable to Alcoa Corporation:

	Third quarter ended September 30,						Nine months ended September 30,						First quarter ended March 31,
	2021			2020			2021			2020			2022			2021
Total Segment Adjusted EBITDA	$	784		$	359		$	1,978		$	919		$	1,013		$	569
Unallocated amounts:
Transformation⁽¹⁾		(10	)		(11	)		(34	)		(37	)		(14	)		(11	)
Intersegment eliminations		(8	)		(35	)		20			(13	)		102			(7	)
Corporate expenses⁽²⁾		(30	)		(24	)		(84	)		(72	)		(29	)		(26	)
Provision for depreciation, depletion, and amortization		(156	)		(161	)		(499	)		(483	)		(160	)		(182	)
Restructuring and other charges, net (D)		(33	)		(5	)		(73	)		(44	)		(125	)		(7	)
Interest expense		(58	)		(41	)		(167	)		(103	)		(25	)		(42	)
Other income (expenses), net (Q)		18			(45	)		147			36
Other income, net (P)														14			24
Other⁽³⁾		(10	)		(15	)		(18	)		(67	)		(13	)		(6	)
Consolidated income before income taxes		497			22			1,270			136			763			312
Provision for income taxes		(127	)		(42	)		(331	)		(167	)		(210	)		(93	)
Net income attributable to noncontrolling interest		(33	)		(29	)		(118	)		(135	)		(84	)		(44	)
Consolidated net income (loss) attributable to Alcoa Corporation	$	337		$	(49	)	$	821		$	(166	)
Consolidated net income attributable to Alcoa Corporation													$	469		$	175

	Third quarter ended September 30,						Nine months ended September 30,						First quarter ended March 31,
	2021			2020			2021			2020			2022			2021
Primary aluminum	$	2,255		$	1,311		$	6,094		$	3,810		$	2,447		$	1,727
Alumina		752			697			2,196			2,004			850			760
Flat-rolled aluminum⁽¹⁾		—			284			320			827
Energy		117			26			205			100			41			39
Bauxite		52			50			138			170			28			52
Flat-rolled aluminum⁽¹⁾														—			320
Other⁽²⁾		(67	)		(3	)		(141	)		(17	)		(73	)		(28	)
	$	3,109		$	2,365		$	8,812		$	6,894		$	3,293		$	2,870

F. Earnings Per Share – Basic earnings per share (EPS) amounts are computed by dividing earnings by the average number of common shares outstanding. Diluted EPS amounts assume the issuance of common stock for all potentially dilutive share equivalents outstanding.

The information used to compute basic and diluted EPS attributable to Alcoa Corporation common shareholders was as follows (shares in millions):

	Third quarter ended September 30,					Nine months ended September 30,					First quarter ended March 31,
	2021		2020			2021		2020			2022		2021
Net income (loss) attributable to Alcoa Corporation	$	337	$	(49	)	$	821	$	(166	)
Net income attributable to Alcoa Corporation											$	469	$	175
Average shares outstanding – basic		187		186			187		186			184		186
Effect of dilutive securities:
Stock options		—		—			—		—			—		—
Stock units		4		—			3		—			4		3
Average shares outstanding – diluted		191		186			190		186			188		189

~~Options~~All options to purchase ~~less than~~ ~~five~~ ~~hundred thousand~~ shares of common stock outstanding ~~at September 30, 2021~~as of March 31, 2022 were ~~excluded because they~~included in the computation of diluted EPS. No options had ~~a weighted average~~an exercise price ~~of $53.30 per share which was~~ greater than the average market price of Alcoa Corporation’s common stock.

In the third quarter and nine-month period of 2020, basic average shares outstanding and diluted average shares outstanding were the same because the effect of potential shares of common stock was anti-dilutive. Had Alcoa generated net income in the third quarter or nine-month period of 2020, 1 million common share equivalents related to 6 million outstanding stock units and stock options combined would have been included in diluted average shares outstanding for the periods. Options to purchase 21 million shares of common stock outstanding as of March 31, 2021 at ~~September 30, 2020 were excluded because they had~~ a weighted average exercise price of ~~$26.50~~$35.67 per share ~~which was~~were not included in the computation of diluted EPS because the exercise prices of these options were greater than the average market price of Alcoa Corporation’s common stock.

The following table details the activity of the three components that comprise Accumulated other comprehensive loss for both Alcoa Corporation’s shareholders and Noncontrolling interest:

Alcoa Corporation

Noncontrolling interest

Third quarter ended
September 30,

Third quarter ended
September 30,

2021

2020

2021

2020

Pension and other postretirement benefits (L)

Balance at beginning of period

$
(2,152
)

$
(2,371
)

$
(63
)

$
(54
)
Other comprehensive income (loss):

Unrecognized net actuarial loss and prior service
   cost/benefit

26

(93
)

14

(7
)
Tax (expense) benefit

(9
)

6

(4
)

2

Total Other comprehensive income (loss)
   before reclassifications, net of tax

17

(87
)

10

(5
)
Amortization of net actuarial loss and prior
   service cost/benefit⁽¹⁾

56

57

2

3

Tax expense⁽²⁾

(1
)

(2
)

—

(1
)
Total amount reclassified from Accumulated
   other comprehensive loss, net of tax⁽⁷⁾

55

55

2

2

Total Other comprehensive income (loss)

72

(32
)

12

(3
)
Balance at end of period

$
(2,080
)

$
(2,403
)

$
(51
)

$
(57
)

Foreign currency translation

Balance at beginning of period

$
(2,357
)

$
(2,688
)

$
(853
)

$
(985
)
Other comprehensive (loss) income⁽³⁾

(202
)

5

(78
)

17

Balance at end of period

$
(2,559
)

$
(2,683
)

$
(931
)

$
(968
)

Cash flow hedges (M)

Balance at beginning of period

$
(1,178
)

$
(221
)

$
1

$
(1
)
Other comprehensive (loss) income:

Net change from periodic revaluations

(222
)

(333
)

(1
)

(1
)
Tax benefit

38

66

1

1

Total Other comprehensive (loss) income
   before reclassifications, net of tax

(184
)

(267
)

—

—

Net amount reclassified to earnings:

Aluminum contracts⁽⁴⁾

82

21

—

—

Financial contracts⁽⁵⁾

(3
)

3

(3
)

1

Interest rate contracts⁽⁶⁾

3

2

—

—

Foreign exchange contracts⁽⁴⁾

—

3

—

—

Sub-total

82

29

(3
)

1

Tax (expense) benefit⁽²⁾

(9
)

(2
)

1

(1
)
Total amount reclassified from
   Accumulated other comprehensive
   loss, net of tax⁽⁷⁾

73

27

(2
)

—

Total Other comprehensive loss

(111
)

(240
)

(2
)

—

Balance at end of period

$
(1,289
)

$
(461
)

$
(1
)

(1
)

Total Accumulated other comprehensive loss

$
(5,928
)

$
(5,547
)

$
(983
)

$
(1,026
)

	Alcoa Corporation						Noncontrolling interest						Alcoa Corporation						Noncontrolling interest
	Nine months ended September 30,						Nine months ended September 30,						First quarter ended March 31,						First quarter ended March 31,
	2021			2020			2021			2020			2022			2021			2022			2021
Pension and other postretirement benefits ~~(L)~~(K)
Balance at beginning of period	$	(2,536	)	$	(2,282	)	$	(67	)	$	(56	)	$	(882	)	$	(2,536	)	$	(13	)	$	(67	)
Other comprehensive income (loss):
Other comprehensive (loss) income:
Unrecognized net actuarial loss and prior service cost/benefit		259			(294	)		16			(7	)		(7	)		69			—			—
Tax (expense) benefit		(7	)		16			(4	)		2
Total Other comprehensive income (loss) before reclassifications, net of tax		252			(278	)		12			(5	)
Tax benefit⁽²⁾														1			2			—			—
Total Other comprehensive (loss) income before reclassifications, net of tax														(6	)		71			—			—
Amortization of net actuarial loss and prior service cost/benefit⁽¹⁾		206			163			4			5			28			61			1			1
Tax expense⁽²⁾		(2	)		(6	)		—			(1	)		—			(1	)		—			—
Total amount reclassified from Accumulated other comprehensive loss, net of tax⁽⁷⁾⁽⁶⁾		204			157			4			4			28			60			1			1
Total Other comprehensive income (loss)		456			(121	)		16			(1	)
Total Other comprehensive income														22			131			1			1
Balance at end of period	$	(2,080	)	$	(2,403	)	$	(51	)	$	(57	)	$	(860	)	$	(2,405	)	$	(12	)	$	(66	)

Foreign currency translation
Balance at beginning of period	$	(2,385	)	$	(2,160	)	$	(844	)	$	(834	)	$	(2,614	)	$	(2,385	)	$	(937	)	$	(844	)
Other comprehensive loss⁽³⁾		(174	)		(523	)		(87	)		(134	)
Other comprehensive income (loss)														326			(176	)		98			(60	)
Balance at end of period	$	(2,559	)	$	(2,683	)	$	(931	)	$	(968	)	$	(2,288	)	$	(2,561	)	$	(839	)	$	(904	)

Cash flow hedges ~~(M)~~(L)
Balance at beginning of period	$	(708	)	$	(532	)	$	(1	)	$	20		$	(1,096	)	$	(708	)	$	(1	)	$	(1	)
Other comprehensive (loss) income:
Net change from periodic revaluations		(922	)		6			(2	)		(31	)		(1,063	)		(303	)		1			(10	)
Tax benefit(2)		169			3			1			9			153			56			—			3
Total Other comprehensive (loss) income before reclassifications, net of tax		(753	)		9			(1	)		(22	)		(910	)		(247	)		1			(7	)
Net amount reclassified to earnings:
Aluminum contracts⁽⁴⁾⁽³⁾		195			35			—			—			110			41			—			—
Financial contracts⁽⁵⁾⁽⁴⁾		2			10			1			2			—			9			—			6
Interest rate contracts⁽⁶⁾⁽⁵⁾		7			4			—			—			4			3			—			—
Foreign exchange contracts⁽⁴⁾⁽³⁾		(3	)		18			—			—			—			(1	)		—			—
Sub-total		201			67			1			2			114			52			—			6
Tax expense⁽²⁾		(29	)		(5	)		—			(1	)		(34	)		(9	)		—			(2	)
Total amount reclassified from Accumulated other comprehensive loss, net of tax⁽⁷⁾⁽⁶⁾		172			62			1			1			80			43			—			4
Total Other comprehensive (loss) income		(581	)		71			—			(21	)		(830	)		(204	)		1			(3	)
Balance at end of period	$	(1,289	)	$	(461	)	$	(1	)	$	(1	)	$	(1,926	)	$	(912	)	$	—		$	(4	)

Total Accumulated other comprehensive loss	$	(5,928	)	$	(5,547	)	$	(983	)	$	(1,026	)	$	(5,074	)	$	(5,878	)	$	(851	)	$	(974	)

H. Investments– A summary of unaudited financial information for Alcoa Corporation’s equity investments is as follows (amounts represent 100% of investee financial information):

Third quarter ended September 30, 2021	Saudi Arabia Joint Venture			Mining			Energy		Other
First quarter ended March 31, 2022												Saudi Arabia Joint Venture			Mining			Energy		Other
Sales	$	776		$	198		$	73	$	100		$	897		$	231		$	62	$	117
Cost of goods sold		479			145			51		90			616			146			30		107
Net income (loss)		152			11			22		(12	)		155			49			23		(28	)
Equity in net income (loss) of affiliated companies, before reconciling adjustments		38			6			8		(5	)		39			14			9		(13	)
Other		(3	)		(1	)		—		4			—			—			1		(4	)
Alcoa Corporation’s equity in net income (loss) of affiliated companies		35			5			8		(1	)		39			14			10		(17	)

Third quarter ended September 30, 2020
Sales	$	552		$	195		$	51	$	72
Cost of goods sold		435			131			28		65
Net (loss) income		(38	)		16			28		(10	)
Equity in net (loss) income of affiliated companies, before reconciling adjustments		(10	)		5			11		(4	)
Other		(1	)		—			1		3
Alcoa Corporation’s equity in net (loss) income of affiliated companies		(11	)		5			12		(1	)

Nine months ended September 30, 2021
First quarter ended March 31, 2021
Sales	$	2,199		$	568		$	188	$	291		$	682		$	173		$	55	$	95
Cost of goods sold		1,490			414			108		261			503			123			25		63
Net income (loss)		299			31			74		(18	)		45			(5	)		25		(2	)
Equity in net income (loss) of affiliated companies, before reconciling adjustments		75			16			29		(8	)		11			1			10		(1	)
Other		(7	)		(2	)		—		15			(4	)		—			—		3
Alcoa Corporation’s equity in net income of affiliated companies		68			14			29		7			7			1			10		2

Nine months ended September 30, 2020
Sales	$	1,644		$	622		$	157	$	230
Cost of goods sold		1,343			409			78		207
Net (loss) income		(126	)		20			75		(25	)
Equity in net (loss) income of affiliated companies, before reconciling adjustments		(32	)		14			29		(11	)
Other		(5	)		(1	)		—		13
Alcoa Corporation’s equity in net (loss) income of affiliated companies		(37	)		13			29		2

The Saudi Arabia joint venture consisting of the bauxite mine and alumina refinery (MBAC) and the smelter (MAC) is owned 74.9% by the Saudi Arabian Mining Company (Ma’aden) and 25.1% by Alcoa. In accordance with the June 2019 amended joint venture agreement, Ma’aden’s put option and Alcoa Corporation’s call option, relating to additional interests in the joint venture, were exercisable for a period of six months after October 1, 2021. On March 31, 2022, Ma’aden’s and Alcoa’s put and call options, respectively, expired with neither party exercising their options.

The Company’s basis in the ~~Elysis~~ELYSIS^TM Limited Partnership, included in Other in the table above, has been reduced to 0 for its share of losses incurred to date. As a result, the Company has ~~$44~~$52 in unrecognized losses as of ~~September 30, 2021~~March 31, 2022 that will be recognized upon additional contributions into the partnership.

On ~~October 25, 2019, a wholly-owned subsidiary of~~February 15, 2022, the Company ~~entered into a $120 three-year revolving credit facility~~signed an agreement ~~secured by certain customer receivables. On April 20, 2020,~~to sell its share of its investment in MRN in Brazil for $10 to South32 Minerals S.A. Related to this transaction, the Company ~~amended this agreement converting it to a Receivables Purchase Agreement to sell up to $120~~recorded an asset impairment of the receivables previously secured by the credit facility without recourse on a revolving basis. The unsold portion of the specified receivable pool will be pledged as collateral to the purchasing bank to secure the sold receivables.

~~On October 8, 2021, the Company notified the counterparty that it will terminate the Receivables Purchase Agreement, effective November 8, 2021.To date, 0 receivables have been sold under this agreement.~~

Inventories related to the Warrick Rolling Mill were excluded from the December 31, 2020 balances in the above table due to the sale of the rolling mill and were classified as Assets held for sale (see Note C).

On October 2, 2019, Alcoa Norway ANS, a wholly-owned subsidiary of Alcoa Corporation, entered into a one-year, multicurrency revolving credit facility agreement for NOK 1.3 billion (approximately $149) which is fully and unconditionally guaranteed on an unsecured basis by Alcoa Corporation. The maturity date of the facility was subsequently extended by one year.

~~In September 2021,Alcoa Norway ANS made the decision not to extend the maturity of the facility allowing it to expire, effective October 4, 2021. NaN amounts were drawn on the facility in 2021.~~

On March 4, 2021 (the Amendment No. 4 Effective Date), Alcoa Corporation and Alcoa Nederland Holding B.V. (ANHBV), a wholly-owned subsidiary of the Company, entered into an amendment (Amendment No. 4) to the Revolving Credit Facility (as amended, Revolving Credit Facility) that provides additional flexibility to the Company and ANHBV by (i) increasing the maximum leverage ratio from 2.50 to 1.00 to 2.75 to 1.00 as of the Amendment No. 4 Effective Date (which maximum leverage ratio had been temporarily increased to 3.00 to 1.00 prior to the Amendment No. 4 Effective Date), (ii) decreasing the minimum interest expense coverage ratio from 5.00 to 1.00 to 4.00 to 1.00 as of the Amendment No. 4 Effective Date, (iii) amending the definition of Total Indebtedness (as defined in the Revolving Credit Facility) to permit the Company to exclude the principal amount of new senior notes issued during 2021 from indebtedness for purposes of the calculation of the leverage ratioin fiscal year 2021 (subject to adjustments based on pension obligations funded), and (iv) ending temporary restrictions on the Company’s ability to make certain restricted payments or incur incremental loans under the Revolving Credit Facility.

Amendment No. 4 also (i) provides additional debt capacity to permit the Company to issue up to $750 in aggregate principal amount of new senior notes prior to the end of fiscal year 2021 and (ii) a corresponding increase in the maximum leverage ratio commensurate with the increase in leverage resulting from the issuance of such notes up to the amount of pension obligations funded after the issuance of such notes but prior to December 31, 2021, which increase shall in any event not be in excess of the principal amount of such notes. Such additional increase in the maximum leverage ratio will be available beginning$58 in the first quarter of ~~2022.~~2022 in Restructuring and other charges, net on the Statement of Consolidated Operations. On April 30, 2022, Alcoa completed the sale of its investment in MRN. Further, an additional $30 in cash could be paid to the Company in the future if certain post-closing conditions related to future MRN mine development are satisfied.

The Company has a ~~$1,500~~ senior secured $1,500 revolving credit and letter of credit facility ~~to be used~~in place for working capital and/or other general corporate purposes (the Facility). The Facility was established on September 16, 2016, was amended in each of 2017, 2018, 2019, 2020, and 2021, and is scheduled to mature on November 21, 2023. Subject to the terms and conditions under the Facility, the Company may borrow funds or issue letters of credit through its Alcoa Corporation or ANHBV legal entities. See Note M in Part II Item 8 of Alcoa ~~Corporation and its subsidiaries. In~~Corporation’s Annual Report on Form 10-K for the ~~fourth quarter~~year ended December 31, 2021 for more information on the Facility.

As of ~~2020, ANHBV elected to extend the period under which temporary adjustments in Amendment No. 3 would apply, through~~ March 31, 2021. The amendment temporarily adjusted the manner in which Consolidated Cash Interest Expense and Total Indebtedness (as defined in the Revolving Credit Facility) are calculated with respect to the 5.500% Senior Notes due 2027 issued in July 2020. In addition, this election to extend the temporary amendments resulted in a reduction of the aggregate amount of commitments under the Revolving Credit Facility by approximately $245 during the first quarter of 2021, to $1,255. This reduction ended at the end of the first quarter of 2021, and the aggregate amount of commitments returned to $1,500 as of April 1, 2021.

~~At September 30, 2021, the maximum additional borrowing capacity available to~~2022, the Company ~~to remain~~was in compliance with ~~the maximum leverage ratio covenant in the Revolving Credit Facility was approximately $4,944. Therefore, the~~all covenants. The Company may access the entire amount of commitments under the ~~Revolving Credit~~ Facility.~~As of September 30, 2021, Alcoa Corporation was in compliance with all covenants.~~ There were 0 borrowings outstanding at ~~September 30,~~March 31, 2022 and December 31, 2021, and ~~there were~~ 0 amounts were borrowed during the ~~third quarter~~first quarters ended March 31, 2022 and ~~nine-months ended~~March 31, 2021 under ~~this facility.~~the Facility.

In March 2021, ANHBV completed a Rule 144A (U.S. Securities Act of 1933, as amended) debt issuance for $500 aggregate principal amount of 4.125% Senior Notes due 2029 (the 2029 Notes). The net proceeds of this issuance were approximately $493 reflecting a discount to the initial purchasers of the 2029 Notes, as well as issuance costs. The Company used the net proceeds, together with cash on hand, to contribute $500 to its U.S. defined benefit pension plans applicable to salaried and hourly employees on April 1, 2021, and to redeem in full $750 aggregate principal amount of the Company’s outstanding 6.75% Senior Notes due 2024 (the 2024 Notes) on April 7, 2021, and to pay transaction-related fees and expenses.

The discount to the initial purchasers, as well as costs to complete the financing, were deferred and are being amortized to interest expense over the term of the 2029 Notes. Interest on the 2029 Notes is paid semi-annually in March and September, and interest payments commenced September 30, 2021. The indenture contains customary affirmative and negative covenants that are similar to those included in the indenture from the 5.500% Senior Notes due 2027 issued in July 2020, such as limitations on liens, limitations on sale and leaseback transactions, a prohibition on a reduction in the ownership of AWAC entities below an agreed level, and the calculation of certain financial ratios.

ANHBV has the option to redeem the 2029 Notes on at least 10 days, but not more than 60 days, prior notice to the holders of the 2029 Notes under multiple scenarios, including, in whole or in part, at any time or from time to time after March 31, 2024, at a redemption price specified in the indenture (up to 102.063% of the principal amount plus any accrued and unpaid interest in each case). Also, the 2029 Notes are subject to repurchase upon the occurrence of a change in control repurchase event (as defined in the indenture) at a repurchase price in cash equal to 101% of the aggregate principal amount of the 2029 Notes repurchased, plus any accrued and unpaid interest on the 2029 Notes repurchased.

The 2029 Notes rank equally in right of payment with all of ANHBV’s existing and future senior unsecured indebtedness, including the Senior Notes with maturities in 2024 (redeemed on April 7, 2021), 2026 (redeemed on September 30, 2021), 2027 and 2028; rank senior in right of payment to any future subordinated obligations of ANHBV; and are effectively subordinated to ANHBV’s existing and future secured indebtedness, including under the Revolving Credit Agreement, to the extent of the value of property and assets securing such indebtedness. See Note M to the Consolidated Financial Statements in Part II Item 8 of the 2020 Annual Report on Form 10-K for additional information related to ANHBV’s existing debt and related covenants.

~~Redemption~~. On April 7, 2021 (the Redemption Date), the Company redeemed in full $750 aggregate principal amount of its 2024 Notes at a redemption price equal to 103.375% of the principal amount of the 2024 Notes, plus accrued and unpaid interest to but not including the Redemption Date.

The issuance of the 2029 Notes and the redemption of the 2024 Notes were determined to be an issuance of new debt and an extinguishment of existing debt. As a result, the Company recorded a loss of $32 on the extinguishment of debt in the second quarter of 2021 in Interest expense, which was comprised of the redemption premium and the write-off of deferred financing fees and unamortized debt issuance costs. The cash flows related to the transaction are classified as financing cash flows.

~~On September 30, 2021,~~the Company redeemed in full $500 aggregate principal amount of its 7.00% Senior Notes due 2026 (the 2026 Notes) at a redemption price equal to 103.5% of the principal amount of the 2026 Notes, plus accrued and unpaid interest.As a result, the Company recorded a loss of $22 on the extinguishment of debt in the third quarter of 2021 in Interest expense, which was comprised of the redemption premium and the write-off of deferred financing fees and unamortized debt issuance costs. The cash flows related to the transaction are classified as financing cash flows.

	Third quarter ended September 30,						Nine months ended September 30,						Pension benefits						Other postretirement benefits
Other postretirement benefits	2021			2020			2021			2020
First quarter ended March 31,													2022			2021			2022			2021
Service cost	$	—		$	1		$	3		$	3		$	3		$	5		$	1		$	2
Interest cost⁽¹⁾		4			5			12			15			27			29			4			4
Expected return on plan assets⁽¹⁾														(44	)		(73	)		—			—
Recognized net actuarial loss⁽¹⁾		5			5			16			14			28			51			4			6
Amortization of prior service benefit⁽¹⁾		(3	)		(4	)		(11	)		(11	)
Amortization of prior service cost⁽¹⁾														—			—			(3	)		(4	)
Settlements⁽²⁾		—			—			26			—			—			—			—			26
Curtailments⁽²⁾		—			—			(17	)		(2	)		—			—			—			(17	)
Net periodic benefit cost	$	6		$	7		$	29		$	19		$	14		$	12		$	6		$	17

~~Plan Actions.~~ ~~In 2021, management initiated the following actions to certain pension and other postretirement benefit plans:~~

~~Action #1~~ – On March 31, 2021, Alcoa completed the sale of the Warrick Rolling Mill to Kaiser Aluminum Corporation for total consideration of $670, which included the assumption of $66 in other postretirement benefit liabilities (after a post-closing adjustment that lowered the amount by $6 in the second quarter of 2021). The consideration amount is subject to further customary post-closing adjustments. Approximately 1,150 employees at the rolling operations, which includes the casthouse, hot mill, cold mills, and coating and slitting lines, became employees of Kaiser. As a result, the affected plan was remeasured, including an update to the discount rate used to determine the benefit obligation of the plan. Accrued other postretirement benefits reflects a decrease of $40 related to the remeasurement in addition to the $66 assumed by Kaiser. Further, Alcoa recognized a curtailment gain of $17 and a settlement charge of $26.

~~Action #2~~ – In the second quarter of 2021, settlement accounting and a related plan remeasurement was triggered within Alcoa’s U.S. salaried pension plan as a result of a high number of participants electing lump sum payments. This includes former employees of the Warrick Rolling Mill, as well as other Alcoa employees making this election at retirement. Alcoa recorded a $90 decrease to Accrued pension benefits related to this remeasurement and recognized a settlement charge of $39.

~~Action #3~~ – In the third quarter of 2021, settlement accounting and a related plan remeasurement was triggered within Alcoa’s U.S. salaried pension plan as a result of participants electing lump sum payments. Alcoa recorded a $7 increase to Accrued pension benefits related to this remeasurement and recognized a settlement charge of $7.

~~Action #4~~ – In the third quarter of 2021, settlement accounting and a related plan remeasurement was triggered within Alcoa’s Australian pension plan as a result of participants electing lump sum payments. Alcoa recorded a $38 decrease to Accrued pension benefits related to this remeasurement and recognized a settlement charge of $1.

~~The following table presents certain information and the financial impacts of this action on the accompanying Consolidated Financial Statements:~~

Funding and Cash Flows. It is Alcoa’s policy to fund amounts for defined benefit pension plans sufficient to meet the minimum requirements set forth in applicable country benefits laws and tax laws, including ERISA for U.S. plans. From time to time, the Company contributes additional amounts as deemed appropriate.

On April 1, 2021, Alcoa made $500 in unscheduled contributions to certain U.S. defined benefit pension plans. The additional contributions were discretionary in nature and were funded with net proceeds from a March 2021 debt issuance (see Note K) plus available cash on hand.

Under ERISA regulations, a plan sponsor that establishes a pre-funding balance by making discretionary contributions to a U.S. defined benefit pension plan may elect to apply all or a portion of this balance toward its minimum required contribution obligations to the related plan in future years.

In the ~~second and third quarters~~first quarter of ~~2021,~~2022, management made such elections related to the Company’s U.S. ~~plans.~~plans and intends to do so for the remainder of 2022. As a result, Alcoa’s minimum required contribution to defined benefit pension plans in ~~2021~~2022 is estimated to be approximately ~~$80.~~

~~In the third quarter~~$15, of ~~2021, $6~~which approximately $4 was contributed to non-U.S. ~~plans.~~ plans during the first quarter of 2022.

In the ~~nine-month period~~first quarter of 2021, $49 and ~~$26~~$14 were contributed to U.S. and non-U.S. plans, respectively.

In the third quarter of 2020, $10 and $15 were contributed to U.S. and non-U.S. plans, respectively. In the nine-month period of 2020, approximately $49 and $34 were contributed to U.S. and non-U.S. plans, respectively.13

Fair value is defined 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. The fair value hierarchy distinguishes between (i) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (ii) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

Alcoa Corporation is exposed to certain risks relating to its ongoing business operations, including the risks of changing commodity prices, foreign currency exchange rates and interest rates. Alcoa Corporation’s commodity and derivative activities include aluminum, energy, foreign exchange, and interest rate contracts which are held for purposes other than trading. They are used primarily to mitigate uncertainty and volatility, and to cover underlying exposures. While Alcoa does not generally enter into derivative contracts to mitigate the risk associated with changes in aluminum price, the Company may do so in isolated cases to address discrete commercial or operational conditions. Alcoa is not involved in trading activities for energy, weather derivatives, or other nonexchange commodity trading activities.

~~Several of~~ Alcoa Corporation’s aluminum, energy, and foreign exchange contracts are predominantly classified as Level 1 ~~or Level 2~~ under the fair value hierarchy. All of ~~these~~the Level 1 contracts are designated as either fair value or cash flow hedging instruments. Alcoa Corporation also has several derivative instruments classified as Level 3 under the fair value hierarchy, which are either designated as cash flow hedges or undesignated. Alcoa includes the changes in its equity method investee’s Level 2 derivatives in Accumulated other comprehensive (loss) income.

The following tables present the detail for Level 1 and 3 derivatives (see additional Level 3 information in further tables below):

	September 30, 2021				December 31, 2020				March 31, 2022				December 31, 2021
	Assets		Liabilities		Assets		Liabilities		Assets		Liabilities		Assets		Liabilities
Level 1 derivative instruments	$	21	$	22	$	21	$	7	$	70	$	285	$	19	$	29
Level 3 derivative instruments		—		1,555		—		838		14		2,024		2		1,293
Total	$	21	$	1,577	$	21	$	845	$	84	$	2,309	$	21	$	1,322
Less: Current		19		299		21		103		64		514		14		274
Noncurrent	$	2	$	1,278	$	—	$	742	$	20	$	1,795	$	7	$	1,048

For the quarter ended ~~September 30, 2021,~~March 31, 2022, the realized loss of $4$6 on Level 1 cash flow hedges was ~~recognized in Sales.For the quarter ended September 30, 2020, the realized loss of $2 on Level 1 and 2 cash flow hedges was recognized in Cost of goods sold.~~

~~For the nine months ended September 30, 2021, the realized loss of $7 on Level 1 cash flow hedges was~~ comprised of a $6$5 loss recognized in Sales and a $1 loss recognized in Cost of goods sold.For the ~~nine months~~quarter ended ~~September 30, 2020,~~March 31, 2021, the realized ~~loss of $17~~gains and losses on Level 1 ~~and 2~~ cash flow hedges ~~was comprised~~were immaterial.

The following table presents the outstanding quantities of ~~a $7 loss recognized~~derivative instruments classified as Level 1:

Alcoa routinely uses Level 1 aluminum derivative instruments to manage exposures to changes in ~~Sales~~the fair value of firm customer commitments for the purchases or sales of aluminum. Additionally, Alcoa uses Level 1 aluminum derivative instruments to manage exposures to changes in the LME associated with the Alumar (Brazil) restart (April 2022 through December 2023) and ~~a $10 loss recognized in Cost of goods sold.~~the San Ciprián (Spain) strike (expires April 2022).

Alcoa Corporation ~~had a financial contract that hedged~~uses Level 1 foreign exchange forward contracts to mitigate the ~~anticipated~~risk of foreign exchange exposure related to euro power ~~requirements at one of its smelters that expired~~purchases in ~~July 2021.~~ Norway (expires December 2026), U.S. dollar aluminum sales in Australia (expired June 2021), and U.S. dollar alumina sales in Brazil (expires December 2024).

In March 2021, Alcoa entered into 4 ~~new~~ financial contracts (Financial contracts (undesignated), below) with three counterparties to hedge the anticipated power requirements at ~~this smelter~~one of its smelters for the period from August 1, 2021 through ~~July~~June 30, 2026. A fifth financial contract (undesignated) was entered into in November 2021 with an effective date of September 30, 2022 through June 30, 2026. Two of these financial contracts include LME-linked pricing components and do not qualify for hedge accounting treatment. Management elected not to apply hedge accounting treatment for the other ~~two~~three financial contracts as the value of these contracts is not significant. Significant increases or decreases in the power market or the LME may result in a higher or lower fair value measurement of the financial contracts. Lower prices in the power market or higher LME prices would cause a decrease in the derivative asset or an increase in the derivative liability. Unrealized and realized gains and losses on these financial contracts are included in Other ~~(income) expenses,~~income, net on the accompanying Statement of Consolidated Operations.

The following table presents quantitative information related to the significant unobservable inputs described above for Level 3 derivative instruments (megawatt hours in MWh):

September 30, 2021

Unobservable Input

Unobservable Input Range

March 31, 2022

Unobservable Input

Unobservable Input Range

Asset Derivatives

Financial contract

Interrelationship of

Electricity (per MWh)

2022: $61.49

(undesignated)

forward energy price, LME

2022: $59.25

forward price and the

LME (per mt)

2022: $3,484

Consumer Price Index

Total Asset Derivatives

Liability Derivatives

Power contract

319

MWh of energy needed

LME (per mt)

2021: $2,850

436

MWh of energy needed

LME (per mt)

2022: $3,484

to produce the forecasted

2027: $2,425

to produce the forecasted

2027: $2,868

mt of aluminum

Electricity

Rate of 4 million MWh per year

mt of aluminum

Electricity

Rate of 4 million MWh per year

Power contracts

1,211

MWh of energy needed

to produce the forecasted

mt of aluminum

LME (per mt)

2021: $2,850

2029: $2,502

2036: $2,798

1,587

MWh of energy needed

to produce the forecasted

mt of aluminum

LME (per mt)

2022: $3,484

2029: $2,917

2036: $3,213

Midwest premium

(per pound)

2021: $0.3485

2029: $0.3185

2036: $0.3185

Midwest premium

(per pound)

2022: $0.4000

2029: $0.3700

2036: $0.3699

Electricity

Rate of 17 million MWh per year

Electricity

Rate of 18 million MWh per year

Power contract (undesignated)

Estimated spread between

the 30-year debt yield of

Alcoa and the counterparty

Credit spread

2.31%: 30-year debt yield spread

5.24%: Alcoa (estimated)

2.93%: counterparty

Estimated spread between

the 30-year debt yield of

Alcoa and the counterparty

Credit spread

1.13%: 30-year debt yield spread

5.15%: Alcoa (estimated)

4.02%: counterparty

Financial contracts

Interrelationship of

Electricity (per MWh)

2021: $33.13

(undesignated)

forward energy price, LME

2022: $41.11

forward price and the

LME (per mt)

2021: $2,850

Consumer Price Index

2022: $2,844

Total Liability Derivatives

1,555

2,024

The fair values of Level 3 derivative instruments recorded in the accompanying Consolidated Balance Sheet were as follows:

Asset Derivatives	September 30, 2021		December 31, 2020		March 31, 2022		December 31, 2021
Derivatives not designated as hedging instruments:
Current—financial contract					$	14	$	2
Total derivatives not designated as hedging instruments					$	14	$	2
Total Asset Derivatives					$	14	$	2
Liability Derivatives
Derivatives designated as hedging instruments:
Current—power contracts	$	273	$	94	$	386	$	262
Current—financial contract		—		1
Noncurrent—power contracts		1,257		720		1,637		1,028
Total derivatives designated as hedging instruments	$	1,530	$	815	$	2,023	$	1,290
Derivatives not designated as hedging instruments:
Current—embedded credit derivative	$	3	$	4	$	—	$	1
Current—financial contract	$	8
Noncurrent—embedded credit derivative		14		19		1		2
Total derivatives not designated as hedging instruments	$	25	$	23	$	1	$	3
Total Liability Derivatives	$	1,555	$	838	$	2,024	$	1,293

Assuming market rates remain constant with the rates at ~~September 30, 2021,~~March 31, 2022, a realized loss of ~~$273~~$386 related to power contracts is expected to be recognized in Sales over the next 12 months.

At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the power contracts with embedded derivatives designated as cash flow hedges hedge forecasted aluminum sales of ~~1,962~~1,849 kmt and ~~2,130~~1,905 kmt, respectively.

The following tables present the reconciliation of activity for Level 3 derivative instruments:

Assets

Liabilities

Nine months ended September 30, 2021

Financial
contract

Power contracts

Financial
contract

Embedded
credit
derivative

January 1, 2021

$
—

$
814

$
1

$
23

Total gains or losses included in:

Sales (realized)

—

(186
)

—

—

Cost of goods sold (realized)

(6
)

—

(8
)

—

Other expenses (income), net (unrealized/realized)

—

—

6

(6
)
Other comprehensive (loss) income (unrealized)

—

902

6

—

Other

6

—

3

—

September 30, 2021

$
—

$
1,530

$
8

$
17

Change in unrealized gains or losses included in earnings
for derivative instruments held at September 30, 2021:

Other expenses (income), net

$
—

$
—

$
7

$
(5
)

	Assets			Liabilities
Three months ended March 31, 2022	Financial contract			Power contracts			Embedded credit derivative
January 1, 2022	$	2		$	1,290		$	3
Total gains or losses included in:
Sales (realized)		—			(104	)		—
Other income, net (unrealized/realized)		13			—			(2	)
Other comprehensive income (unrealized)		—			837			—
Other		(1	)		—			—
March 31, 2022	$	14		$	2,023		$	1
Change in unrealized gains or losses included in earnings for derivative instruments held at March 31, 2022:
Other income, net	$	13		$	—		$	(2	)

There were no purchases, sales, or settlements of Level 3 derivative instruments in the periods presented.

The carrying values and fair values of Alcoa Corporation’s other financial instruments were as follows:

	September 30, 2021				December 31, 2020				March 31, 2022				December 31, 2021
	Carrying value		Fair value		Carrying value		Fair value		Carrying value		Fair value		Carrying value		Fair value
Cash and cash equivalents	$	1,452	$	1,452	$	1,607	$	1,607	$	1,554	$	1,554	$	1,814	$	1,814
Restricted cash		7		7		3		3		111		111		110		110
Short-term borrowings		77		77		77		77		75		75		75		75
Long-term debt due within one year		1		1		2		2		1		1		1		1
Long-term debt, less amount due within one year		1,724		1,876		2,463		2,692		1,727		1,797		1,726		1,865

The following methods were used to estimate the fair values of other financial instruments:

Cash and cash equivalents and Restricted cash. The carrying amounts approximate fair value because of the short maturity of the instruments. The fair value amounts for Cash and cash equivalents and Restricted cash were classified in Level 1 of the fair value hierarchy.

Short-term borrowings and Long-term debt, including amounts due within one year. The fair value was based on quoted market prices for public debt and on interest rates that are currently available to Alcoa Corporation for issuance of debt with similar terms and maturities for non-public debt. The fair value amounts for all Long-term debt were classified in Level 2 of the fair value hierarchy.

N.M. Income Taxes – Alcoa Corporation’s estimated annualized effective tax rate (AETR) for ~~2021~~2022 as of ~~September 30, 2021~~March 31, 2022 differs from the U.S. federal statutory rate of 21% primarily due to foreign jurisdictions with higher statutory tax rates partially offset by income in certain jurisdictions with full valuation allowances resulting in 0 additional tax expense.

	Nine months ended September 30,								Three months ended March 31,
	2021				2020				2022			2021
Income before income taxes	$	1,270			$	136			$	763		$	312
Estimated annualized effective tax rate		26.7		%		136.4		%		26.4	%		39.2		%
Income tax expense	$	339			$	185			$	202		$	122
Favorable tax impact related to losses in jurisdictions with no tax benefit		(7	)			(17	)
Discrete tax benefit		(1	)			(1	)
Unfavorable (favorable) tax impact related to losses in jurisdictions with no tax benefit										7			(28	)
Discrete tax expense (benefit)										1			(1	)
Provision for income taxes	$	331			$	167			$	210		$	93

~~Alúmina Española, S.A. (Española) has incurred recent operating losses that may result~~The Company’s subsidiaries in Iceland have a three-year cumulative loss position later in 2021. Despite recent favorable increases in the sales price for alumina from Española’s sole operating asset, the San Ciprián refinery, the high energy costs in Spain, as well as the workers’ strike that resumed on September 27, 2021, are challenging profitability for the entity. At this point in time, management concluded that Española’s net deferred tax assets will more likely than not be realized and afull valuation allowance ~~has not been~~ recorded against deferred tax assets, ~~but Española’s operating results~~which was established in 2015 and 2017, as the Company believes it is more likely than not that these tax benefits will not be realized. If current market conditions were to continue ~~to be monitored. Upon changes in facts and circumstances,~~ or ~~a continuation of current energy cost trends,~~improve, management may conclude that ~~Española’s~~Iceland’s deferred tax assets may ~~not~~ be realized, resulting in a future ~~charge to establish~~reversal of the valuation allowance, generating a ~~valuation allowance. Española’s~~non-cash benefit in the period recorded. Iceland’s net deferred tax assets, excluding the valuation allowance, were ~~$105 at September 30, 2021. The majority~~$166 as of ~~Española’s net deferred tax assets relate to prior net operating losses; the related credits are not subject to an expiration period.~~March 31, 2022.

Management records a right-of-use asset and lease liability for several types of operating leases, including land and buildings, ~~alumina refinery process control technology,~~ plant equipment, vehicles, and computer equipment. The leases have remaining terms of less than one to 3635 years. The discount rate applied to these leases is the Company’s incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments, unless there is a rate implicit in the lease agreement. The Company does not have material financing leases.

	Third quarter ended September 30,				Nine months ended September 30,				First quarter ended March 31,
	2021		2020		2021		2020		2022		2021
Costs from operating leases	$	16	$	19	$	54	$	57	$	12	$	21
Variable lease payments		4		2		9		7		3		1
Short-term rental expense		1		1		2		2		—		—

The weighted average lease term and weighted average discount rate as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 were as follows:

	September 30, 2021		December 31, 2020		March 31, 2022		December 31, 2021
Weighted average lease term for operating leases (years)		4.9		4.4		4.8		4.9
Weighted average discount rate for operating leases	5.1%		5.2%		5.3%		5.2%

The following represents the aggregate right-of use assets and related lease obligations recognized in the Consolidated Balance Sheet at:

	September 30, 2021		December 31, 2020		March 31, 2022		December 31, 2021
Properties, plants and equipment, net	$	108	$	137	$	93	$	97
Other current liabilities	$	42	$	60	$	35	$	35
Other noncurrent liabilities and deferred credits		69		82		59		64
Total operating lease liabilities	$	111	$	142	$	94	$	99

Right-of-use assets and lease liabilities related to the Warrick Rolling Mill were excluded from the December 31, 2020 balances in the above table due to the sale of the rolling mill and were classified as Assets held for sale (see Note C).

New leases of $3 and ~~$15~~$8 were added during the ~~third~~first quarter of 2022 and ~~nine-month period of~~ 2021, respectively.

The future cash flows related to the operating lease obligations as of ~~September 30, 2021~~March 31, 2022 were as follows:

2021 (excluding the nine months ended September 30)	$	17
2022		38
2022 (excluding the three months ended March 31)				$	31
2023		24			28
2024		15			17
2025		10			11
2026					8
Thereafter		24			18
Total lease payments (undiscounted)		128			113
Less: discount to net present value		(17	)		(19	)
Total	$	111		$	94

Alcoa Corporation participates in environmental assessments and cleanups at several locations. These include currently or previously owned or operated facilities and adjoining properties, and waste sites, including Superfund (Comprehensive Environmental Response, Compensation and Liability Act (CERCLA)) sites.

A liability is recorded for environmental remediation when a cleanup program becomes probable and the costs can be reasonably estimated. As assessments and cleanups proceed, the liability is adjusted based on progress made in determining the extent of remedial actions and related costs. The liability can change substantially due to factors such as, among others, the nature and extent of contamination, changes in remedial requirements, and technology advancements.

Alcoa Corporation’s environmental remediation reserve balance reflects the most probable costs to remediate identified environmental conditions for which costs can be reasonably estimated. The following table details the changes in the carrying value of recorded environmental remediation reserves:

Balance at December 31, 2019	$	335
Liabilities incurred		7
Cash payments		(19	)
Foreign currency translation and other		(1	)
Balance at December 31, 2020		322		$	322
Liabilities incurred		8			21
Cash payments		(14	)		(23	)
Reversals of previously recorded liabilities		(17	)		(17	)
Foreign currency translation and other		(2	)		6
Balance at September 30, 2021	$	297
Balance at December 31, 2021					309
Liabilities incurred					5
Cash payments					(4	)
Reversals of previously recorded liabilities					(2	)
Foreign currency translation and other					2
Balance at March 31, 2022				$	310

At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the current portion of Alcoa Corporation’s environmental remediation reserve balance was ~~$37~~$46 and ~~$29,~~$44, respectively.

In the first quarter of 2022, the Company incurred liabilities of ~~$4 and $8 in the third quarter and nine-month period of 2021, respectively,~~$5 primarily related to ~~environmental activities~~a new phase of work at the ~~Point Comfort~~former East St. Louis site, in Texas, closure of the anode plant at the Lake Charles site in Louisiana, and wetlands mitigation at the Longview site in Washington, as well as other increases for ongoing monitoring and maintenance at various sites. These charges are primarily recorded in Cost of goods sold and Restructuring and other charges, net on the accompanying Statement of Consolidated Operations.Payments related to remediation expenses applied against the reserve were $3 and $14 in the third quarter and nine-month period of 2021, respectively. These amounts include mandated expenditures as well as those not required by any regulatory authority or third party. Further, the Company recorded reversals of reserves of $17 during the nine-month period of 2021, respectively, related to:

The Company incurred liabilities of $4 and $6 in the third quarter and nine-month period of 2020, respectively, due to charges related to increases for ongoing monitoring and maintenance and environmental consulting work for a remediation project at the Fusina site in Italy. These charges are primarilywhich was recorded in Cost of goods sold on the accompanying Statement of Consolidated Operations. Payments related to remediation expenses applied against the reserve were ~~$5 and $14~~$4 in the ~~third~~first quarter ~~and nine-month period~~ of ~~2020, respectively.~~2022. These amounts include mandated expenditures as well as those not required by any regulatory authority or third party. ~~The~~Further, the Company recorded a reversal of a reserve ~~also reflects a decrease~~ of ~~$6 in the nine-month period of 2020,~~$2 due to the ~~effects~~determination that certain remaining site remediation is no longer required.

In the first quarter of ~~foreign currency translation.~~ 2021, the Company incurred liabilities of $4 related to wetlands mitigation at the Longview site and increases for ongoing monitoring and maintenance at various sites. These charges are primarily recorded in Restructuring and other charges, net and Cost of goods sold on the accompanying Statement of Consolidated Operations. Payments related to remediation expenses applied against the reserve were $5 in the first quarter of 2021. These amounts include mandated expenditures as well as those not required by any regulatory authority or third party. Further, the Company recorded a reversal of a reserve of $7 due to the determination that remaining site remediation is no longer required related to the previously closed Tennessee site.

The estimated timing of cash outflows on the environmental remediation reserve at ~~September 30, 2021~~March 31, 2022 is as follows:

Reserve balances at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021, associated with significant sites with active remediation underway or for future remediation were ~~$241~~$248 and ~~$259,~~$247, respectively. In ~~management’s~~Management’s judgment, the Company’s reserves are sufficient to satisfy the provisions of the respective action plans. Upon changes in facts or circumstances, a change to the reserve may be required. The Company’s significant sites include:

Poços de Caldas, Brazil—The reserve associated with the 2015 closure of the Alcoa Alumínio S.A. smelter in Poços de Caldas, Brazil, is for remediation of historic spent potlining storage and disposal areas. The final remediation plan is currently under review; such review could require the reserve balance to be adjusted.

Fusina and Portovesme, Italy—Alcoa Corporation’s subsidiary Alcoa Trasformazioni S.r.l. has remediation projects underway for its closed smelter sites at Fusina and Portovesme which have been approved by the Italian Ministry for Ecologic Transition (MET)~~, formerly the Italian Ministry of Environment and Protection of Land and Sea (MOE)~~. Work is ongoing for soil remediation at the Fusina site with expected completion by the end of 2023 and at the Portovesme site with expected completion in the ~~second~~first half of ~~2021. Additionally, annual payments are made to MET over a 10-year period through 2022 for groundwater emergency containment and natural resource damages at the Fusina site.~~2022. The final remedial design for the groundwater remediation project at Portovesme was completed in 2020 and is awaiting approval from the MET.

Suriname—The reserve associated with the 2017 closure of the Suralco refinery and bauxite mine is for treatment and disposal of refinery waste and soil remediation. The work began in 2017 and is expected to be completed at the end of 2025.

Hurricane Creek, Arkansas—The reserve associated with the 1990 closure of two mining areas and refineries near Hurricane Creek, Arkansas is for ongoing monitoring and maintenance for water quality surrounding the mine areas and residue disposal areas.

Massena, New York—The reserve associated with the 2015 closure of the Massena East smelter by the Company’s subsidiary, Reynolds Metals Company, is for subsurface soil remediation to be performed after demolition of the structures. Remediation work commenced in 2021 and will take four to eight years to complete.

Point Comfort, Texas—The reserve associated with the 2019 closure of the Point Comfort alumina refinery is for disposal of industrial wastes contained at the site, subsurface remediation, and post-closure monitoring and maintenance. The final remediation plan is currently under review, which may result in a change to the existing reserve.

Sherwin, Texas—In connection with the 2018 settlement of a dispute related to the previously-owned Sherwin alumina refinery, the Company’s subsidiary, Copano Enterprises LLC, accepted responsibility for the final closure of four bauxite residue waste disposal areas (known as the Copano facility). Work commenced on the first residue disposal area in 2018 and will take ~~eight~~up to ~~ten~~five additional years to complete, depending on the nature of its potential re-use. Work on the next three areas has not commenced but is expected to be completed by 2048, depending on its potential re-use.

Longview, Washington—In connection with a 2018 Consent Decree and Cleanup Action Plan with the State of Washington Department of Ecology, the Company’s subsidiary, Northwest Alloys as landowner, accepted certain responsibilities for future remediation of contaminated soil and sediments at the site located near Longview, Washington. In December 2020, the lessee of the land, who iswas a partner in the remediation of the site, filed for ~~bankruptcy.~~bankruptcy and exited the site in January 2021. Remediation design changes for consolidation and remediation of the onsite industrial waste landfills, groundwater remediation, and post-closure monitoring and maintenance at the site was completed in 2021. As of ~~September 30, 2021,~~March 31, 2022, the reserve related to the site is deemed to be sufficient.

Other Sites—The Company is in the process of decommissioning various other plants and remediating sites in several countries for potential redevelopment or to return the land to a natural state. In aggregate, there are approximately 35 remediation projects at these

other sites that are planned or underway. These activities will be completed at various times in the future with the latest expected to be in 2026, after which ongoing monitoring and other activities may be required. At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021, the reserve balance associated with these activities was $56 ~~and $63, respectively.~~$62.

~~Spain~~— In July 2013, following a corporate income tax audit covering the 2006 through 2009 tax years, an assessment was received from Spain’s tax authorities disallowing certain interest deductions claimed by ParentCo’s Spanish consolidated tax group. Through various stages of subsequent appeal, denial, and re-assessment through the third quarter of 2018, Alcoa Corporation management came to believe that it was no longer more likely than not (greater than 50%) to prevail in this matter. Accordingly, in the third quarter of 2018, Alcoa Corporation recorded a charge of $30 (€26) in Provision for income taxes to establish a liability for its portion of the estimated loss in this matter, representing management’s best estimate at the time.

On November 8, 2018, Alcoa filed a petition for appeal to the Supreme Court of Spain. During the fourth quarter of 2020, the Supreme Court of Spain met and ruled in favor of Alcoa on the 2006 through 2009 tax year assessment. The ruling is final and cannot be further appealed. As a result of the final ruling, in the fourth quarter of 2020 Alcoa reversed the $32 (€26) reserve that was established in 2018 and the matter is now considered closed. Additionally, a lien secured with the San Ciprián smelter to Spain’s tax authorities that was provided in relation to this matter has been released.

Brazil (AWAB)—In March 2013, AWAB was notified by the Brazilian Federal Revenue Office (RFB) that approximately $110 (R$220) of value added tax credits previously claimed are being disallowed and a penalty of 50% assessed. Of this amount, AWAB received $41 (R$82) in cash in May 2012. The ~~value-added~~value added tax credits were claimed by AWAB for both fixed assets and export sales related to the Juruti bauxite mine and São Luís refinery ~~expansion.~~expansion for tax years 2009 through 2011. The RFB has disallowed credits they allege belong to the consortium in which AWAB owns an interest and should not have been claimed by AWAB. Credits have also been disallowed as a result of challenges to apportionment methods used, questions about the use of the credits, and an alleged lack of documented proof. AWAB presented defense of its claim to the RFB on April 8, 2013. In February 2022, the RFB notified AWAB that it had inspected the value added tax credits claimed for 2012 and disallowed $4 (R$19). In its decision, the RFB allowed credits of $14 (R$65) that were similar to those previously disallowed for 2009 through 2011. The decision on the 2012 credits provides positive evidence to support Management’s opinion that there is no basis for these credits to be disallowed. AWAB received the 2012 allowed credits in cash, with interest of $9 (R$44), in March 2022. AWAB will continue to dispute the credits that were disallowed for 2012. If AWAB is successful in this administrative process, the RFB would have no further recourse. If unsuccessful in this process, AWAB has the option to litigate at a judicial level. Separately from AWAB’s administrative appeal, in June 2015, a new tax law was enacted repealing the provisions in the tax code that were the basis for the RFB assessing a 50% penalty in this matter. As such, the estimated range of reasonably possible loss for these matters is $0 to ~~$41~~$50 (R$~~220)~~239). It is ~~management’s~~Management’s opinion that the allegations have no basis; however, at this time, the Company is unable to reasonably predict an outcome for this matter.

Australia (AofA)—In December 2019, AofA received a statement of audit position (SOAP) from the Australian Taxation Office (ATO) related to the pricing of certain historic third-party alumina sales. The SOAP proposed adjustments that would result in additional income tax payable by AofA. During 2020, the SOAP was the subject of an independent review process within the ATO. At the conclusion of this process, the ATO determined to continue with the proposed adjustments and issued Notices of Assessment (the Notices) that were received by AofA on July 7, 2020. The Notices asserted claims for income tax payable by AofA of approximately ~~$154~~$160 (A$214). The Notices also included claims for compounded interest on the tax amount totaling approximately ~~$509~~$530 (A$707).

On September 17, 2020, the ATO issued a position paper with its preliminary view on the imposition of administrative penalties related to the tax assessment issued to AofA. This paper proposed penalties of approximately ~~$92~~$96 (A$128).

AofA ~~disagrees~~disagreed with the Notices and with the ATO’s proposed position on ~~penalties~~penalties. In September 2020, AofA lodged formal objections to the Notices. In the fourth quarter of 2020, AofA provided a submission on the ATO’s imposition of interest and also submitted a response to the ATO’s position paper ~~in the fourth quarter of 2020.~~on penalties. After the ATO completes its review of AofA’s response to the penalties position paper, the ATO could issue a penalty assessment.

~~The Company does~~To date, AofA has not ~~agree with~~received a response to its submission on the ATO’s ~~positions,~~imposition of interest or its response to the ATO’s position paper on penalties.

Through February 1, 2022, AofA did not receive a response from the ATO on AofA’s formal objections to the Notices and, on that date, AofA ~~will continue~~submitted statutory notices to ~~defend this matter~~the ATO requiring the ATO to make decisions on AofA’s objections within a 60-day period. On April 1, 2022, the ATO issued its decision disallowing the Company’s objections related to the income tax assessment, while the position on penalties and ~~pursue all available dispute resolution methods, up to and including the filing of~~interest remains outstanding.

On April 29, 2022, AofA filed proceedings in the Australian ~~Courts,~~Administrative Appeals Tribunal to contest the Notices, a process which could last several ~~years and could involve significant expenses.~~years. The Company maintains that the sales subject to the ATO’s review, which were ultimately sold to Aluminium Bahrain B.S.C., were the result of arm’s length transactions by AofA over two decades and were made at arm’s length prices consistent with the prices paid by other third-party alumina customers.

In accordance with the ATO’s dispute resolution practices, AofA paid 50% of the assessed income tax amount exclusive of interest and any penalties, or approximately $74 (A$107), during the third quarter 2020, and the ATO is not expected to seek further payment prior to final resolution of the matter. If AofA is ultimately successful, any amounts paid to the ATO as part of the 50% payment would be refunded. AofA funded the payment with cash on hand and recorded the payment within Other noncurrent assets as a noncurrent prepaid tax ~~assessment deposit;~~asset; the related ~~September 30, 2021~~March 31, 2022 balance is ~~$77~~$80 (A$107).

Further interest on the unpaid tax and interest amounts will continue to accrue during the dispute. The initial interest assessment and the additional interest accrued are deductible against taxable income by AofA but would be taxable as income in the year the dispute is resolved if AofA is ultimately successful. AofA applied this deduction beginning in the third quarter of 2020 which reduced cash tax payments by approximately ~~$158~~$169 (A$219) in 2020, $14 (A$19) in 2021, and $3$4 (A$~~4) and $10 (A$14), respectively,~~5) in the ~~third~~first quarter ~~and nine-month~~

~~period~~ of ~~2021.~~2022. This amount has been reflected within Other noncurrent liabilities and deferred credits as a noncurrent accrued tax liability; the related ~~September 30, 2021~~March 31, 2022 balance is $~~168~~$182 (A$~~233~~)243).

The Company continues to believe it is more likely than not that AofA’s tax position will be sustained and therefore is not recognizing any tax expense in relation to this matter. However, because the ultimate resolution of this matter is uncertain at this time, the Company cannot predict the potential loss or range of loss associated with the outcome, which may materially affect its results of

operations and financial condition. References to any assessed U.S. dollar amounts presented in connection with this matter have been converted into U.S. dollars from Australian dollars based on the exchange rate in ~~effect as of September 30, 2021.~~the respective period.

AofA is part of the Company’s joint venture with Alumina Limited, an Australian public company listed on the Australian Securities Exchange. The Company and Alumina Limited own 60% and 40%, respectively, of the joint venture entities, including AofA.

Spain— ~~During~~In July 2019, the Company completed the divestiture of the Avilés and La Coruña (Spain) aluminum facilities to PARTER Capital Group AG (PARTER) in a sale process endorsed by the Spanish government and supported by the workers’ representatives following a collective dismissal process.

In ~~connection with the divestiture, Alcoa committed to make financial contributions to the buyer of up to $95; $78 has been paid to date. In~~early 2020, PARTER sold ~~its~~a majority stake in the facilities to an unrelated party. Alcoa had no knowledge of the subsequent transaction prior to its announcement and on August 28, 2020, Alcoa filed a lawsuit with the Court of First Instance in Madrid, Spain asserting that the sale was in breach of the sale agreement between Alcoa and PARTER.

Related to this ~~divestiture,~~subsequent sale transaction, certain ~~claims~~proceedings and investigations have been initiated by or at the request of the employees of the facilities against their current employers, the new owners of the current employers, and Alcoa, alleging that certain agreements from the ~~agreements of the~~2019 collective dismissal process remain in force and that, under such agreements, Alcoa remains liable for certain related ~~social benefits to the employees.~~employment benefits. One ~~of the claims~~such proceeding is a collective case before the Spanish National Court, filed on November 10, 2020, ~~where~~wherein the workers’ representatives and employees are seeking ~~for~~to have the terms of ~~the~~a Collective Dismissal Agreement signed ~~with~~between Alcoa and the workers in January 2019 to be ~~fulfilled or, alternatively, payment~~fulfilled. Other proceedings include: a second collective claim filed in National Court on behalf employees that were not affected by the 2019 collective dismissal process, numerous individual labor claims filed in the labor courts of ~~severance corresponding to an unfair dismissal.~~Avilés and La Coruña and the initiation of a separate criminal investigation by the National Court.

On June 15, 2021, the Spanish National Court ruled that the collective dismissal agreement for the divested Avilés and La Coruña aluminum facilities ~~is still in effect~~should be applied to the situation of the claimant workers, and that Alcoa isshould be liable for ~~related employee severance.~~the severance of those employees to the extent they were affected by the 2019 collective dismissal process. Alcoa has ~~not~~appealed this ruling to the Supreme Court of Spain.

In July 2021, the Spanish National Court appointed a judicial director to oversee the facilities and later declared the facilities insolvent. In early 2022, the insolvency administrators appointed by the courts (one for each facility) announced their intention to collectively dismiss all employees at the two facilities.

In February 2022, Alcoa initiated discussions with certain of the relevant stakeholders to explore a potential global resolution of all pending matters involving Alcoa arising from the prior divestiture of the two facilities, including a waiver of all claims and investigations previously initiated by or at the request of the employees of the facilities. Due to the progress of negotiations through the end of the first quarter of 2022 and the comprehensive offer proposed by the Company, Alcoa concluded as of March 31, 2022 that it was probable that the workers of the divested facilities would accept the offer and an agreement would be reached. As such, the Company recorded a ~~reserve related~~restructuring charge of $77 to reflect its estimated liability for the offer made to the ~~matter,~~workers of the divested Avilés and La Coruña facilities in the quarter ended March 31, 2022.

As of the date of this filing, the Company has ~~filed~~received unanimous acceptance of the offer from all active workers of the divested Avilés and La Coruña facilities. Additional conditions under the agreement are required to be completed before an agreement on the settlement is formally reached. If the remaining conditions are completed, it is expected that the Company will make cash payments within 90 days of the finalization of the agreement.

In the case that the conditions under the agreement are not completed successfully, Alcoa will continue with its appeal ~~with~~to the National Court ruling to the Spanish Supreme Court and will ~~continue to~~strongly defend ~~this matter~~all other pending and ~~pursue all available~~future legal ~~resolution methods. At this time,~~proceedings arising from the sale of the Avilés and La Coruña facilities. Alcoa ~~Corporation is unable to reasonably predict the ultimate outcome or range of loss associated with the outcome of this matter, which may materially affect its results of operations.~~

~~Alcoa continues to believe it~~ acted in good faith, in full compliance with the law and with all of the terms that it committed to in the contract for the sale of the Avilés and La Coruña facilities to PARTER and in the agreements that it entered into with the representatives of the workers of both facilities.

In addition to the matters discussed above, various other lawsuits, claims, and proceedings have been or may be instituted or asserted against Alcoa Corporation, including those pertaining to environmental, safety and health, commercial, tax, product liability, intellectual property infringement, employment, and employee and retiree benefit matters, and other actions and claims arising out of the normal course of business. While the amounts claimed in these other matters may be substantial, the ultimate liability is not readily determinable because of the considerable uncertainties that exist. Accordingly, it is possible that the Company’s liquidity or results of operations in a particular period could be materially affected by one or more of these other matters. However, based on facts currently available, ~~management~~Management believes that the disposition of these other matters that are pending or asserted will not have a material adverse effect, individually or in the aggregate, on the financial position of the Company.

Net ~~(gain) loss~~gain from asset sales for the ~~nine months~~first quarter ended ~~September 30,~~March 31, 2021 included a net gain of ~~$120~~$27 related to the ~~sales~~sale of ~~the former Eastalco site and the~~ Warrick Rolling Mill (see Note C). ~~Net (gain) loss from asset sales for the nine months ended September 30, 2020 included a net gain of $181 related to the sale of EES (see Note C).~~

In October 2021, the Company signed a group annuity contract to transfer the obligation to pay the remaining retirement benefits of approximately 800 retirees and deferred vested participants from one of its Suriname pension plans to an insurance company. The transfer of $55 in both plan obligations and plan assets was completed on October 19, 2021. As a result, a $63 settlement loss will be recorded in Restructuring and other charges, net on the Statement of Consolidated Operations in the fourth quarter of 2021.

On October 14, 2021, the Company announced the initiation of a quarterly cash dividend on its common stock. The Board of Directors declared the first quarterly cash dividend of $0.10 per share of the Company’s common stock, to be paid on November 19, 2021 to stockholders of record as of the close of business on October 29, 2021.

On October 14, 2021, the Company announced that its Board of Directors approved a new $500 share repurchase program. The Company is authorized to repurchase up to a total of $650 of its outstanding shares of common stock, which includes $500 under the newly authorized share repurchase program and a remaining $150 under the Company’s previously authorized share repurchase program. As of October 22, 2021, the Company had 187,103,147 issued and outstanding shares of common stock.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

(dollars in millions, except per-share amounts, average realized prices, and average cost amounts; dry metric tons in millions (mdmt); metric tons in thousands (kmt))

~~In response to~~The Company has maintained all operations throughout the ~~ongoing~~ coronavirus (COVID-19) pandemic ~~Alcoa implemented~~with only minimal employee-and contractor-related disruptions by following comprehensive ~~measures to protect the~~ health ~~of the Company’s workforce, prevent infection in our locations, mitigate impacts, and safeguard business continuity. As a result of these~~ measures and the aluminum industry being classified as an essential business, all of Alcoa’s bauxite mines, alumina refineries, and aluminum manufacturing facilities continue to remain in operation. The Company continues, through its operations leadership team and global crisis response ~~team, to ensure that each location’s preparedness and response plans are up to date.~~

To date, the Company has experienced isolated interruptions from its supply sources but has identified alternate solutions to avoid any significant production impacts. In relation to the Company’s workforce, operating locations have had minimal contractor- and employee-related disruptions.plans. The ~~magnitude and~~ duration of the COVID-19 pandemic continues to be unknown. The pandemic could have adverse future impacts on the Company’s business, financial condition, operating results, and cash ~~flows. Further adverse conditions or prolonged deterioration of conditions~~flows which could negatively impact our financial condition and result in asset impairment charges, including long-lived assets or goodwill, or affect the realizability of deferred tax assets.

AsThe Company has experienced isolated interruptions from its supply sources but has identified alternate solutions to avoid any significant production impacts. Additionally, in the first quarter of 2022 the Company intermittently faced challenges, primarily in North America, with securing railcars or vessels for outbound product sales due to global disruptions in the supply chain. The unavailability of outbound transportation has delayed shipments as discussed in the Results of Operations below.

In addition to inflation and supply disruptions in the global economy during the COVID-19 pandemic recovery, the global economy has been impacted by the recent conflict between Russia and Ukraine. Such adverse and uncertain economic conditions have exacerbated supply chain disruptions and increased our costs for energy, particularly in Spain, and altered our source for certain raw materials.

In March 2022, in response to the conflict between Russia and Ukraine, the Company announced that it ceased the purchase of raw materials from and the sale of our products to Russian businesses. Financial impacts in the first quarter of 2022 as a result of these actions were not material. The Company identified alternate sources for securing the ~~pandemic’s~~limited number of materials that would have been purchased from Russian suppliers without any supply interruption or material financial impact. Due to the lack of bauxite sales to Russian-owned alumina refineries, the Company expects to slow production in its Juruti mine in Brazil with associated cost inefficiencies. The Company is also observing Russia-related changes in the Atlantic bauxite market which may impact ~~on the macroeconomic environment, management evaluated the~~ future ~~recoverability~~shipments (see Segment Information, Bauxite below).

The Company paid a quarterly cash dividend of $0.10 per share of the Company’s assets, including goodwill and long-lived assets, and the realizability of deferred tax assets while considering the Company’s current market capitalization. Management concluded that no asset impairments and no additional valuation allowances were required through September 30, 2021.

~~In July 2021, one of two ship unloaders at the Alumar refinery~~common stock in São Luís, Brazil, which Alcoa operates, sustained structural damage, reducing the amount of bauxite that can be unloaded. Until late September, the refinery supplemented the bauxite supply from the one functioning loader with existing, on-hand inventory and reduced production by one-third, to about 7,000 tonnes per day. In early October, alumina production was restored to approximately 95 percent capacity with the use of temporary cranes to unload bauxite. The Alumar unloader outage impacted all three segmentsMarch 2022, totaling $18. Also in the third quarter of 2021: Juruti mining operations (a source of bauxite to Alumar) reduced volume; the Alumar refinery reduced production and incurred additional maintenance and rental costs; and, certain of the Company’s smelters incurred higher alumina freight cost. The total impact on Net income attributable to Alcoa Corporation was $18 in the third quarter of 2021.

On September 27, 2021, the labor force at the San Ciprián refinery and smelting facilities resumed the strike that had previously been suspended since January 2021. Under the strike conditions, the refinery has reduced production and related shipments, and the smelter has stopped all metal shipments. Further, the San Ciprián refining and smelting operations are expected to face significantly higher energy and raw materials costs, as well as the loss of value-add premiums while strike conditions persist. The resulting impact on Net income attributable to Alcoa Corporation could approximate $90 for the fourth quarter of 2021. Additionally, strike-related delays in shipments and higher costs are expected to have unfavorable impacts on the Company’s working capital and operating cash flow.

In conjunction with the Company’s October 2020 decision to curtail the San Ciprián smelter, the workers’ representatives challenged the collective dismissal process in a legal proceeding before the Superior Court of Justice of Galicia, which ruled in favor of the workers on December 17, 2020. As a result, the Company suspended its plans to curtail the San Ciprián smelter and filed an appeal of the ruling with the Spanish Supreme Court. On October 28, 2021, the Spanish Supreme Court announced that it has confirmed the ruling of the Superior Court of Justice of Galicia and dismissed the Company’s appeal. The Court indicated that the complete text of the ruling will be available in the coming days.

The Company continues to evaluate potential solutions for the smelter, which has continued to incur persistent and recurring financial losses. It is the Company’s position that a financially viable energy solution is required before any sale to a third party is contemplated to ensure the viability of the smelter after the sale. See additional discussion under Other Spain Matters below.

On September 20, 2021, the Company announced its plan to restart its 268 kmt per year share of capacity at the Alumar smelter in São Luís, Brazil, which had been fully curtailed since 2015. The process to restart the idle capacity began in September. The first ~~molten metal is expected in the second~~ quarter of 2022, the Company repurchased 1 million shares for $75 under its common stock repurchase program; these shares were immediately retired. As the average repurchase price of $72.06 exceeded the share price implicit in additional paid in capital, a portion of the equity impact ($21) was allocated to retained earnings. Refer to Liquidity and Capital, below, for more information.

On March 31, 2022, Ma’aden’s put option and the ~~smelter~~Company’s call option, relating to additional interests in the joint venture, expired with neither party exercising their options. In accordance with the joint venture agreement, the call and put options were exercisable for a period of six months after October 1, 2021.

In March 2022, the Company recorded a restructuring charge of $77 to reflect its estimate for the offer made to the workers of the divested Avilés and La Coruña facilities (Spain) to settle various legal disputes related to the 2019 divestiture. The offer represents an opportunity to avoid prolonged legal proceedings over the following years; it does not represent an acknowledgement of wrongdoing or a belief that the Company would not succeed in the legal process.

As of the date of this filing, the Company has received unanimous acceptance of the offer from all active workers of the divested Avilés and La Coruña facilities. Additional conditions under the agreement are required to be completed before an agreement on the settlement is formally reached. If the remaining conditions are completed, it is expected that the Company will make cash payments within 90 days of the finalization of the agreement.

On February 15, 2022, the Company signed an agreement to ~~be operational at full capacity~~sell its share of its investment in Mineração Rio do Norte S.A (MRN) in Brazil for $10 to South32 Minerals S.A. Related to this transaction, the Company recorded an asset impairment of $58 in the ~~fourth~~first quarter of ~~2022. The cost of the restart is anticipated to be approximately $75 million, including approximately $10 million~~2022 in ~~capital expenses.~~

The restart leverages the site’s integration with an alumina refinery, new long-term contracts for renewable energy and an available skilled workforce, as well as tax efficiencies and a strong U.S. dollar. With this planned restart, Alcoa will have approximately 80 percent of its 2.99 million metric tons of global aluminum smelting capacity operating.

As part of the planned restart of the Alumar smelter in São Luís, Brazil, the Company is entering into fixed price commitments on aluminum sales and certain input costs to protect project economics through 2023. Further, starting in October 2021, Alcoa began entering into fixed price commitments to reduce price risk associated with aluminum produced during the San Ciprián strike.

On July 28, 2021, Alcoa made the decision to permanently close the previously curtailed anode facility in Lake Charles, Louisiana, United States. The anode facility within the Lake Charles site has been fully curtailed since 2015. The Company recorded restructuringRestructuring and other charges, of $27 in the third quarter of 2021, comprised of asset impairments of $22 and cash-based charges for closure and asset retirement obligations of $5. The closure is expected to take approximately one year. The decision to permanently close the facility was made as part of the Company’s on-going portfolio review. The Company’s petroleum coke calciner located at the same site in Lake Charles will remain in operation, unaffected by the closure of the anode facility.

In June 2021, the Company completed the sale of the previously closed Eastalco aluminum smelter site in the state of Maryland in a transaction valued at $100. Upon the closing of the transaction, the Company received $94 in cash and recorded a gain of $90 in Other (income) expenses, net ~~($90 pre- and $89 after-tax)~~ on the Statement of Consolidated Operations. On April 30, 2022 Alcoa completed the sale of its investment in MRN. Further, an additional $30 in cash could be paid to the Company in the future if certain post-closing conditions related to future MRN mine development are satisfied.

On ~~November 30, 2020,~~December 29, 2021, the Company ~~entered into~~and workers’ representatives of the San Ciprián (Spain) aluminum and alumina facilities reached an agreement to sell its rolling mill located at Warrick Operations (Warrick Rolling Mill), an integrated aluminum manufacturing site near Evansville, Indiana (Warrick Operations), to Kaiser Aluminum Corporation (Kaiser). On March 31, 2021, the Company completed the sale for total consideration of approximately $670, which includes the assumption of $66 in other postretirement benefit liabilities (after post-closing adjustment which lowered the amount by $6 in the second quarter of 2021). The Company recorded a gain of $27 in Other (income) expenses, net (pre- and after-tax) on the Statement of Consolidated Operations upon closure in the first quarter of 2021.During the second quarter of 2021, the Company recorded an additional gain of $3 in Other (income) expenses, net related to working capital, other postretirement benefit liabilities, and site separation costs. ~~Working capital was finalized in the third quarter of 2021 with no further changes to the gain.~~ ~~The overall gain could be adjusted further as estimates for completion of site-separation costs are refined.~~

Alcoa retains ownership of the site’s 269 kmt aluminum smelter and its electricity generating units at Warrick Operations with a market-based metal supply agreement with Kaiser. In the first quarter of 2021 the Company recorded estimated liabilities of approximately $70 for future site separation commitments and remaining transaction costs associated with the sales agreement. Approximately half of the obligation is expected to be spent within the next 12 months, with the remainder to be spent through 2023.

On March 18, 2021, the Company signed 5-year agreements to repower the Portland Aluminum Smelter in the State of Victoria, Australia. The agreements with three separate providers commenced on August 1, 2021. Further, the Australian Federal Government has committed, subject to approval, to provide up to $15 (A$19) per year for four years to underwritetemporarily curtail the smelter’s ~~participation~~228,000 metric tons of annual capacity due to exorbitant energy prices in Spain, and to resume normal operations at the ~~Reliability and Emergency Reserve Trader (RERT) scheme.~~refinery. The ~~arrangement will recognize~~smelter curtailment was safely completed in January 2022, while the ~~smelter’s ability~~casthouse continues to ~~rapidly shed load when required~~operate. On April 26, 2022, the Spanish National Court rejected the Company’srequest to ~~help protect~~suspend the ~~power grid from unexpected interruptions when it is under duress.~~

~~See the below sections for additional details on the above-described actions.~~

~~San Ciprián CO2 Compensation Credits—In June 2021,~~repayment of carbon dioxide compensation credits to the Spanish Ministry of Industry, Trade and Tourism (the Ministry) initiated the process to request repayment of $40 (€34) in CO2 compensation credits related to 2018 for $13 (€11) and 2019 for $27 (€23), which were subject to a three-year clawback provision based on continued operations and employment. The request for repayment is related to Alcoa’s communication of the decision to implement the collective dismissal process and its potential impact on operations and employment at San Ciprián. Alcoa disagrees with the Ministry’s position as the collective dismissal process was not concluded and operations and employment at San Ciprián have been maintained. Accordingly, the Company has filed an appeal.

~~Spain has a compensatory mechanism for the indirect cost of CO2 and provides associated carbon credits. Such CO2 compensation credits are typically recorded as a reduction to Costs of goods sold.~~Tourism. Upon receipt of the credits

in each of the applicable years, the Company recorded the cash received as deferred income (liability) due to ~~the~~ clawback provisions. ~~Further, Alcoa did not receive CO2~~In the second quarter of 2022, the Company is expected to make a payment of approximately $41 (€37) for the 2018 and 2019 compensation credits ~~earned in 2020 based~~and interest.

Avilés and La Coruña—During 2019, the Company completed the divestiture of the Avilés and La Coruña (Spain) aluminum facilities to PARTER Capital Group AG (PARTER) in a sale process endorsed by the Spanish government and supported by the workers’ representatives following a collective dismissal process. In connection with the divestiture, Alcoa committed to make financial contributions to the buyer of up to $95; $78 has been paid to date. In 2020, PARTER sold its majority stake in the facilities to an unrelated party. Alcoa had no knowledge of the subsequent transaction prior to its announcement and on August 28, 2020, Alcoa filed a lawsuit with the Court of First Instance in Madrid, Spain asserting that the sale was in breach of the sale agreement between Alcoa and PARTER.

Related to this divestiture, certain claims and investigations have been initiated by or at the request of the employees of the facilities against their current employers, the owners of the current employers, and Alcoa, alleging that the agreements of the collective dismissal process remain in force and that Alcoa remains liable for related social benefits to the employees. One of the claims is a collective case before the Spanish National Court, filed on November 10, 2020, where the workers’ representatives and employees are seeking for the terms of the Collective Dismissal Agreement signed with the workers in January 2019 to be fulfilled or, alternatively, payment of severance corresponding to an unfair dismissal.

On June 15, 2021, the Spanish National Court ruled that the collective dismissal agreement for the divested Avilés and La Coruña aluminum facilities is still in effect and that Alcoa is liable for related employee severance. Alcoa has not recorded a reserve related to the matter, has filed an appeal with the Spanish Supreme Court and will continue to defend this matter and pursue all available legal resolution methods. At this time, Alcoa Corporation is unable to reasonably predict the ultimate outcome or range of loss associated with the outcome of this matter, which may materially affect its results of operations.

Alcoa continues to believe it acted in good faith, in full compliance with the law and with all of the terms that it committed to in the contract for the sale of the Avilés and Coruña facilities to PARTER and in the agreements that it entered into with the representatives of the workers of both facilities.above-described actions.

In accordance with the recently adopted amendments to Item 303 of Regulation S-K, Management has updated its comparison of interim periods to compare the results of the most recent quarter against the results of the immediately preceding sequential quarter in an effort to provide a more meaningful analysis, as we are not a seasonal business, and to align theThe discussion ~~with how management reviews the results of the Company. The Company will continue to present~~that follows includes a comparison of our results of operations and liquidity and capital resources for the ~~most recent~~quarterly and year-to-date ~~period and~~periods outlined in the ~~corresponding year-to-date period of the preceding fiscal year.~~table below.

	Quarter ended						Nine months ended						Quarter ended						Three months ended
	Sequential						Year-to-date						Sequential						Year-to-date
Statement of Operations	September 30, 2021			June 30, 2021			September 30, 2021			September 30, 2020			March 31, 2022			December 31, 2021			March 31, 2022			March 31, 2021
Sales	$	3,109		$	2,833		$	8,812		$	6,894		$	3,293		$	3,340		$	3,293		$	2,870
Cost of goods sold (exclusive of expenses below)		2,322			2,156			6,770			5,995			2,181			2,383			2,181			2,292
Selling, general administrative, and other expenses		53			54			159			151			44			68			44			52
Research and development expenses		8			6			21			18			9			10			9			7
Provision for depreciation, depletion, and amortization		156			161			499			483			160			165			160			182
Restructuring and other charges, net		33			33			73			44			125			1,055			125			7
Interest expense		58			67			167			103			25			28			25			42
Other income, net		(18	)		(105	)		(147	)		(36	)		(14	)		(298	)		(14	)		(24	)
Total costs and expenses		2,612			2,372			7,542			6,758			2,530			3,411			2,530			2,558
Income before income taxes		497			461			1,270			136
Income (loss) before income taxes														763			(71	)		763			312
Provision for income taxes		127			111			331			167			210			298			210			93
Net income (loss)		370			350			939			(31	)		553			(369	)		553			219
Less: Net income attributable to noncontrolling interest		33			41			118			135			84			23			84			44
Net income (loss) attributable to Alcoa Corporation	$	337		$	309		$	821		$	(166	)	$	469		$	(392	)	$	469		$	175

	Quarter ended				Nine months ended					Quarter ended					Three months ended
Selected Financial Metrics	September 30, 2021		June 30, 2021		September 30, 2021		September 30, 2020			March 31, 2022		December 31, 2021			March 31, 2022		March 31, 2021
Diluted income (loss) per share attributable to Alcoa Corporation common shareholders	$	1.76	$	1.63	$	4.32	$	(0.89	)	$	2.49	$	(2.11	)	$	2.49	$	0.93
Third-party shipments of alumina (kmt)		2,426		2,437		7,335		7,329			2,277		2,294			2,277		2,472
Third-party shipments of aluminum products (kmt)		722		767		2,320		2,281			634		687			634		831
Average realized price per metric ton of alumina	$	312	$	282	$	300	$	274		$	375	$	407		$	375	$	308
Average realized price per metric ton of primary aluminum	$	3,124	$	2,753	$	2,724	$	1,858		$	3,861	$	3,382		$	3,861	$	2,308
Average Alumina Price Index (API)⁽¹⁾	$	292	$	279	$	291	$	268
Average London Metal Exchange (LME) 15-day lag⁽²⁾	$	2,570	$	2,360	$	2,330	$	1,634
Average Alumina Price Index (API)⁽¹⁾										$	373	$	423		$	373	$	301
Average London Metal Exchange (LME) 15-day lag⁽²⁾										$	3,147	$	2,783		$	3,147	$	2,060

Alcoa Corporation is a producer of bauxite, alumina, and aluminum products. The Company’s operations consist of three worldwide reportable segments: Bauxite, Alumina, and Aluminum. Segment performance under Alcoa Corporation’s management reporting system is evaluated based on a number of factors; however, the primary measure of performance is the Adjusted EBITDA (Earnings before interest, taxes, depreciation, and amortization) of each segment. The Company calculates Segment Adjusted EBITDA as Total sales (third-party and intersegment) minus the following items: Cost of goods sold; Selling, general administrative, and other expenses; and Research and development expenses. Alcoa Corporation believes that the presentation of Adjusted EBITDA is useful to investors because such measure provides both additional information about the operating performance of Alcoa Corporation and insight on the ability of Alcoa Corporation to meet its financial obligations. The presentation of Adjusted EBITDA is not intended to be a substitute for, and should not be considered in isolation from, the financial measures reported in accordance with GAAP. Alcoa Corporation’s Adjusted EBITDA may not be comparable to similarly titled measures of other companies. See Reconciliation of Total Segment Adjusted EBITDA to Consolidated Net Income (Loss) Attributable to Alcoa Corporation below.

Business Update. During the ~~third~~first quarter of 2022 compared to the fourth quarter of 2021, the Bauxite segment ~~faced~~had 0.2 million dry metric tons lower ~~production at the Juruti (Brazil) mine due to~~third-party shipments and $6 lower ~~demand~~third-party sales from the ~~Alumar refinery~~Australian mines due to the ~~ship unloader outage,~~expiration of the Company’s license to export bauxite from Australia.

On February 15, 2022, the Company signed an agreement to sell its share of its investment in MRN in Brazil for $10 to South32 Minerals S.A. Further, an additional $30 in cash could be paid to Alcoa in the future if certain post-closing conditions related to future MRN mine development are satisfied. Related to this transaction, the Company recorded an asset impairment of $58 in the first quarter of 2022 in Restructuring and other charges, net on the Statement of Consolidated Operations. On April 30, 2022 Alcoa completed the sale of its investment in MRN. In conjunction with the sale, the Company entered into several bauxite supply agreements with South 32 Minerals S.A. to provide bauxite supply for existing long-term supply contracts.

Mining operations are relocated periodically in support of optimizing the value extracted from bauxite reserves. In the first quarter of 2022, the Company continued the process of moving the Juruti mining operations, which ~~impacted both volume and production costs. However, shipments increased overall due~~is expected to ~~higher volume from a mine operated~~complete by ~~a partner (Compagnie des Bauxites de Guinée (CBG)). Additionally, higher realized third-party prices were offset by increased shipping costs.~~the end of 2022. During the first quarter of 2022, the Company incurred $3 in capital expenditures related to Juruti mining operation relocation.

Production in the below table can vary from Total shipments due primarily to differences between the equity allocation of production and off-take agreements with the respective equity investment. Operating costs in the table below includes all production-related costs: conversion costs, such as labor, materials, and utilities; depreciation, depletion, and amortization; and plant administrative expenses.

	Quarter ended				Nine months ended				Quarter ended				Three months ended
	September 30, 2021		June 30, 2021		September 30, 2021		September 30, 2020		March 31, 2022		December 31, 2021		March 31, 2022		March 31, 2021
Production (mdmt)		11.7		12.2		35.8		35.8		11.0		11.8		11.0		11.9
Third-party shipments (mdmt)		1.5		1.1		4.1		4.6		0.8		1.6		0.8		1.5
Intersegment shipments (mdmt)		10.5		10.8		31.8		31.8		10.1		10.6		10.1		10.5
Total shipments (mdmt)		12.0		11.9		35.9		36.4		10.9		12.2		10.9		12.0
Third-party sales	$	56	$	39	$	153	$	193	$	43	$	83	$	43	$	58
Intersegment sales		172		179		536		716		170		175		170		185
Total sales	$	228	$	218	$	689	$	909	$	213	$	258	$	213	$	243
Segment Adjusted EBITDA	$	23	$	41	$	123	$	375	$	38	$	49	$	38	$	59
Operating costs	$	232	$	206	$	675	$	618	$	207	$	237	$	207	$	237
Average cost per dry metric ton of bauxite	$	19	$	17	$	19	$	17	$	19	$	19	$	19	$	20

Forward Look. For the ~~fourth~~second quarter of ~~2021~~2022 in comparison to the ~~third~~first quarter ~~Bauxite~~of 2022, the segment expects lower results ~~are expected to partially recover~~ as ~~unloading capacity improves at~~one-time mining benefits in the ~~Alumar refinery, enabling the return to 95% of production capacity. Further, third-party bauxite sales out of Western Australia will cease after December 15, 2021~~first quarter do not recur, lower equity earnings due to the ~~expiration~~sale of its interest in the MRN mine, as well as higher production costs due to inefficiencies from decreased production rates after the Company’s ~~export license;~~decision to cease business with Russian companies.

The Company has decreased its annual projection for bauxite shipments in 2022 by 2 million dry metric tons to range between 46.0 and 47.0 million dry metric tons. Due to Alcoa’s cessation of bauxite sales ~~out of Western Australia represent~~to Russian aluminum businesses, the Company expects to slow production in its Juruti mine in Brazil by approximately ~~$20 of the third-party sales for the segment~~1.1 million dry metric tons and to experience unfavorable impacts to production costs related to inefficiencies in operating at less that optimal capacity. The Company is also observing Russia-related changes in the ~~nine-month period~~Atlantic bauxite market which may impact shipments by approximately 1 million dry metric tons. In the second quarter of ~~2021.Lastly,~~2022 in comparison to the ~~strike at~~first quarter of 2022, the ~~San Ciprián refinery is~~related financial impacts from the changes in production and expected ~~to lower shipments~~market impacts are approximately $9 in ~~the fourth quarter.~~

Business Update. During the ~~third~~first quarter ~~and nine-month~~of 2022, the average API of $373 per metric ton trended unfavorably compared to the prior quarter reflecting a 12% sequential quarter decrease. Compared to the three-month period of 2021, the average API trended favorably, reflecting a ~~5% and 9% improvement over~~24% increase year-over-year.

In the ~~prior~~first quarter of 2022, alumina production decreased due to two less days in the quarter and ~~nine-month period~~unplanned equipment maintenance in certain of ~~2020, respectively. In~~ the ~~third quarter~~Australian refineries, partially offset by higher production from the San Ciprián, Spain refinery as a result of the strike resolution. On December 29, 2021, the ~~Alumar refinery reduced production due~~Company and the workers’ representatives reached an agreement which ended the ongoing strike and led to ~~damage sustained to one~~the immediate resumption of ~~two ship unloaders in July. The Alumina segment also saw higher energy and impoundment costs in both periods. Further, in~~normal operations at the ~~nine-month period of 2021, the Alumina segment experienced lower bauxite costs compared with the same period of 2020.~~refinery.

As of ~~September 30, 2021,~~March 31, 2022, the Alumina segment had a base capacity of ~~12,759 kmt~~13,843 mtpy with 214 ~~kmt~~mtpy of curtailed refining capacity. There ~~were~~was no ~~changes to base or~~change in curtailed capacity during ~~2020 or through~~ the ~~first nine months of 2021.~~quarter.

Total shipments include metric tons that were not produced by the Alumina segment. Such alumina was purchased to satisfy certain customer commitments. The Alumina segment bears the risk of loss of the purchased alumina until control of the product has been transferred to this segment’s customer. Additionally, operating costs in the table below includes all production-related costs: raw materials consumed; conversion costs, such as labor, materials, and utilities; depreciation and amortization; and plant administrative expenses.

	Quarter ended				Nine months ended				Quarter ended				Three months ended
	September 30, 2021		June 30, 2021		September 30, 2021		September 30, 2020		March 31, 2022		December 31, 2021		March 31, 2022		March 31, 2021
Production (kmt)		3,253		3,388		9,968		10,104		3,209		3,291		3,209		3,327
Third-party shipments (kmt)		2,426		2,437		7,335		7,329		2,277		2,294		2,277		2,472
Intersegment shipments (kmt)		1,011		1,054		3,166		3,197		940		1,121		940		1,101
Total shipments (kmt)		3,437		3,491		10,501		10,526		3,217		3,415		3,217		3,573
Third-party sales		756		688		2,204	$	2,007		855		935		855		760
Intersegment sales		349		343		1,056		954		418		530		418		364
Total sales	$	1,105	$	1,031	$	3,260	$	2,961	$	1,273	$	1,465	$	1,273	$	1,124
Segment Adjusted EBITDA	$	148	$	124	$	499	$	400	$	262	$	503	$	262	$	227
Average realized third-party price per metric ton of alumina	$	312	$	282	$	300	$	274	$	375	$	407	$	375	$	308
Operating costs	$	940	$	908	$	2,734	$	2,538	$	988	$	944	$	988	$	886
Average cost per metric ton of alumina	$	274	$	260	$	260	$	241	$	307	$	276	$	307	$	248

Forward Look. For the ~~fourth~~second quarter of ~~2021~~2022 in comparison ~~with~~to the ~~third~~first quarter of 2022, the ~~Alumina~~ segment expects higher ~~shipments, cost improvements~~energy and ~~higher Alumar production to offset higher~~ raw materials ~~and energy costs. Finally,~~costs, predominantly related to the San Ciprián ~~refinery is expected~~refinery’s energy costs. The segment also expects higher shipments to ~~have lower production in the fourth quarter as a result of the workers’ strike.~~fully offset higher maintenance and other costs.

Business Update. During the ~~third~~first quarter ~~metal price increases were partially offset by lower volume due~~of 2022, the segment saw continued strength in aluminum pricing with LME prices on a 15-day lag averaging $3,147 per metric ton. Despite raw material inflation pressures and outbound transportation challenges, the Segment adjusted EBITDA increased 36% in the first quarter of 2022 compared to ~~completion~~the fourth quarter of ~~accumulated inventory sales~~2021.

On December 29, 2021, the Company and workers’ representatives at the San Ciprián, ~~smelter~~Spain aluminum facility reached an agreement that calls for the two-year curtailment of the smelter’s 228,000 metric tons of annual capacity due to exorbitant energy prices in Spain. The curtailment was completed in January 2022 while the casthouse continues to operate. During the first quarter of 2022, $2 was spent against the employee leave compensation and take-or-pay contractual obligations of $62 recorded in the fourth quarter of 2021. The Company has not yet made any expenditures against the commitments for capital investments of $68 or restart costs of $35. The capital investment cash spend is expected to begin in the second quarter ~~outbound transportation unavailability,~~of 2022 and ~~lower seasonal European demand, as well as higher raw material costs.~~the majority of restart cash spend is expected in 2023. Also during the first quarter of 2022, the Company worked to secure long term power supply contracts for the smelter upon restart with various power generators. Under memoranda of understanding with the generators, the period to conclude related negotiations was extended to May 20, 2022.

In conjunction with the previously announced restart of the Alumar smelter (São Luís, Brazil), Alcoa incurred restart expenses of $12 in the first quarter of 2022. Despite an approximate one-month delay for technical production adjustments, the first molten metal is expected in the second quarter of 2022 and full capacity is expected to be operational by the end of 2022.

In conjunction with the previously announced restart of 35,000 metric tons of previously curtailed capacity at the Portland smelter, Alcoa incurred restart expenses of $1 in the first quarter of 2022. Metal production is expected to start in the third quarter of 2022.

Total aluminum third-party shipments and total primary aluminum shipments include metric tons that were not produced by the Aluminum segment. Such aluminum was purchased by this segment to satisfy certain customer commitments. The Aluminum segment bears the risk of loss of the purchased aluminum until control of the product has been transferred to this segment’s customer. ~~Total~~Until the sale of the Warrick Rolling Mill on March 31, 2021, total aluminum information includes flat-rolled aluminum while primary aluminum information does not. ~~Operating costs includes all production-related costs: raw materials consumed; conversion costs, such~~Primary aluminum third-party sales exclude realized gains and losses related to embedded derivative instruments designated as ~~labor, materials, and utilities; depreciation and amortization; and plant administrative expenses.~~cash flow hedges of forward sales of aluminum.

The average realized third-party price per metric ton of primary aluminum includes three elements: a) the underlying base metal component, based on quoted prices from the LME; b) the regional premium, which represents the incremental price over the base LME component that is associated with the physical delivery of metal to a particular region (e.g., the Midwest premium for metal sold in the United States); and c) the product premium, which represents the incremental price for receiving physical metal in a particular shape (e.g., billet, slab, rod, etc.) or alloy.

37Operating costs includes all production-related costs: raw materials consumed; conversion costs, such as labor, materials, and utilities; depreciation and amortization; and plant administrative expenses.

	Quarter ended				Nine months ended				Quarter ended				Three months ended
Total Aluminum information	September 30, 2021		June 30, 2021		September 30, 2021		September 30, 2020		March 31, 2022		December 31, 2021		March 31, 2022		March 31, 2021
Third-party aluminum shipments (kmt)		722		767		2,320		2,281		634		687		634		831
Third-party sales	$	2,295	$	2,102	$	6,444	$	4,680	$	2,388	$	2,322	$	2,388	$	2,047
Intersegment sales		8		3		13		7		7		5		7		2
Total sales	$	2,303	$	2,105	$	6,457	$	4,687	$	2,395	$	2,327	$	2,395	$	2,049
Segment Adjusted EBITDA	$	613	$	460	$	1,356	$	144	$	713	$	523	$	713	$	283

	Quarter ended				Nine months ended				Quarter ended				Three months ended
Primary Aluminum information	September 30, 2021		June 30, 2021		September 30, 2021		September 30, 2020		March 31, 2022		December 31, 2021		March 31, 2022		March 31, 2021
Production (kmt)		545		546		1,639		1,704		498		554		498		548
Third-party shipments (kmt)		722		767		2,237		2,050		634		687		634		748
Third-party sales	$	2,255	$	2,112	$	6,094	$	3,810	$	2,447	$	2,326	$	2,447	$	1,727
Average realized third-party price per metric ton	$	3,124	$	2,753	$	2,724	$	1,858	$	3,861	$	3,382	$	3,861	$	2,308
Total shipments (kmt)		722		767		1,540		2,101		634		687		634		773
Operating costs	$	1,606	$	1,672	$	4,772	$	3,941	$	1,677	$	1,821	$	1,677	$	1,494
Average cost per metric ton	$	2,225	$	2,179	$	2,110	$	1,875	$	2,647	$	2,649	$	2,647	$	1,933

The following table provides consolidated capacity and curtailed capacity (each in kmt) for each smelter owned by Alcoa Corporation:

		September 30, 2021				June 30, 2021				September 30, 2020					March 31, 2022				December 31, 2021				March 31, 2021
Facility	Country	Capacity⁽¹⁾		Curtailed		Capacity⁽¹⁾		Curtailed		Capacity⁽¹⁾		Curtailed		Country	Capacity⁽¹⁾		Curtailed		Capacity⁽¹⁾		Curtailed		Capacity⁽¹⁾		Curtailed
Portland	Australia		197		30		197		30		197		30
São Luís (Alumar)	Brazil		268		268		268		268		268		268
Portland⁽²⁾														Australia		197		30		197		30		197		30
São Luís (Alumar)⁽³⁾														Brazil		268		268		268		268		268		268
Baie Comeau	Canada		280		—		280		—		280		—	Canada		312		—		312		—		280		—
Bécancour	Canada		310		—		310		—		310		—	Canada		347		—		347		—		310		—
Deschambault	Canada		260		—		260		—		260		—	Canada		287		—		287		—		260		—
Fjarðaál	Iceland		344		—		344		—		344		—	Iceland		351		—		351		—		344		—
Lista	Norway		94		—		94		—		94		—	Norway		94		—		94		—		94		—
Mosjøen	Norway		188		—		188		—		188		—	Norway		200		—		200		—		188		—
San Ciprián	Spain		228		—		228		—		228		—
San Ciprián⁽⁴⁾														Spain		228		228		228		—		228		—
Intalco	U.S.		279		279		279		279		279		279	U.S.		279		279		279		279		279		279
Massena West	U.S.		130		—		130		—		130		—	U.S.		130		—		130		—		130		—
Warrick	U.S.		269		108		269		108		269		108	U.S.		269		108		269		108		269		108
Wenatchee	U.S.		146		146		146		146		146		146
Wenatchee⁽⁵⁾														U.S.		—		—		—		—		146		146
			2,993		831		2,993		831		2,993		831			2,962		913		2,962		685		2,993		831

Forward Look. For the ~~fourth~~second quarter of ~~2021~~2022 in comparison to the first quarter of 2022, the segment expects to increase shipments with the easing of outbound transportation constraints in North America. The segment also expects inflation in raw materials and energy impacts to continue, as well as higher maintenance costs.

In the second quarter of 2022, the Alumar smelter (Sao Luis, Brazil) is expected to begin initial metal production. However, third-party sales are not expected to begin until the third quarter ~~the segment~~of 2022 as initial metal is ~~expected~~directed to face raw material inflation and higher production costs which can be only partially offset by volume improvements. Additionally, the segment expects negative energy impacts as hydro sales seasonally decline and smelter energy costs increase.intra-segment casting operations.

The San Ciprián (Spain) smelter is expected to face significantly higher energy and raw materials costs, as well as the loss of value-add product premiums while strike conditions persist. Strike-related delays in shipments could be significant and are expected to have unfavorable impacts on the Company’s working capital and operating cash flows as well.

	Quarter ended					Nine months ended				Quarter ended						Three months ended
	September 30, 2021		June 30, 2021			September 30, 2021		September 30, 2020		March 31, 2022			December 31, 2021			March 31, 2022			March 31, 2021
Bauxite	$	56	$	39		$	153	$	193	$	43		$	83		$	43		$	58
Alumina		756		688			2,204		2,007		855			935			855			760
Aluminum:
Primary aluminum		2,255		2,112			6,094		3,810		2,447			2,326			2,447			1,727
Other⁽¹⁾		40		(10	)		350		870		(59	)		(4	)		(59	)		320
Total segment third-party sales		3,107		2,829			8,801		6,880		3,286			3,340			3,286			2,865
Other		2		4			11		14		7			—			7			5
Consolidated sales	$	3,109	$	2,833		$	8,812	$	6,894	$	3,293		$	3,340		$	3,293		$	2,870

Reconciliation of Total Segment Operating Costs to Consolidated Cost of Goods Sold

	Quarter ended						Nine months ended						Quarter ended						Three months ended
	September 30, 2021			June 30, 2021			September 30, 2021			September 30, 2020			March 31, 2022			December 31, 2021			March 31, 2022			March 31, 2021
Bauxite	$	232		$	206		$	675		$	618		$	207		$	237		$	207		$	237
Alumina		940			908			2,734			2,538			988			944			988			886
Primary aluminum		1,606			1,672			4,772			3,941			1,677			1,821			1,677			1,494
Other⁽¹⁾		194			68			636			911			127			101			127			374
Total segment operating costs		2,972			2,854			8,817			8,008			2,999			3,103			2,999			2,991
Eliminations⁽²⁾		(521	)		(560	)		(1,625	)		(1,664	)		(697	)		(589	)		(697	)		(544	)
Provision for depreciation, depletion, amortization⁽³⁾		(150	)		(154	)		(480	)		(463	)		(153	)		(159	)		(153	)		(176	)
Other⁽⁴⁾		21			16			58			114			32			28			32			21
Consolidated cost of goods sold	$	2,322		$	2,156		$	6,770		$	5,995		$	2,181		$	2,383		$	2,181		$	2,292

Reconciliation of Total Segment Adjusted EBITDA to Consolidated Net Income (Loss) Attributable to Alcoa Corporation

	Quarter ended						Nine months ended						Quarter ended						Three months ended
	September 30, 2021			June 30, 2021			September 30, 2021			September 30, 2020			March 31, 2022			December 31, 2021			March 31, 2022			March 31, 2021
Total Segment Adjusted EBITDA	$	784		$	625		$	1,978		$	919		$	1,013		$	1,075		$	1,013		$	569
Unallocated amounts:
Transformation⁽¹⁾		(10	)		(13	)		(34	)		(37	)		(14	)		(10	)		(14	)		(11	)
Intersegment eliminations		(8	)		35			20			(13	)		102			(121	)		102			(7	)
Corporate expenses⁽²⁾		(30	)		(28	)		(84	)		(72	)		(29	)		(45	)		(29	)		(26	)
Provision for depreciation, depletion, and amortization		(156	)		(161	)		(499	)		(483	)		(160	)		(165	)		(160	)		(182	)
Restructuring and other charges, net		(33	)		(33	)		(73	)		(44	)		(125	)		(1,055	)		(125	)		(7	)
Interest expense		(58	)		(67	)		(167	)		(103	)		(25	)		(28	)		(25	)		(42	)
Other income, net		18			105			147			36			14			298			14			24
Other⁽³⁾		(10	)		(2	)		(18	)		(67	)		(13	)		(20	)		(13	)		(6	)
Consolidated income before income taxes		497			461			1,270			136			763			(71	)		763			312
Provision for income taxes		(127	)		(111	)		(331	)		(167	)		(210	)		(298	)		(210	)		(93	)
Net income attributable to noncontrolling interest		(33	)		(41	)		(118	)		(135	)		(84	)		(23	)		(84	)		(44	)
Consolidated net income (loss) attributable to Alcoa Corporation	$	337		$	309		$	821		$	(166	)	$	469		$	(392	)	$	469		$	175

See the Environmental Matters section of Note PO to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q.

Alcoa Corporation’s primary future cash flows are centered on operating activities, particularly working capital, as well as ~~sustaining~~capital expenditures and ~~return-seeking~~ capital ~~expenditures. Alcoa’s ability~~returns. Management believes that the Company’s cash on hand, future operating cash flows, and liquidity options, combined with its strategic actions, are adequate to fund its ~~cash needs depends on the Company’s ongoing ability to generate~~short term and raise cash in the future. Although management believes that Alcoa’s future cash from operations, together with the Company’s Revolving Credit Facility (as defined below) and access to capital markets, will provide adequate resources to fundlong term operating and investing ~~needs,~~needs. Further, the Company has no significant debt maturities until 2027 and no significant cash contribution requirements related to its U.S. pension plan obligations for the foreseeable future. However, the Company’s access to, and the availability of, financing on acceptable terms in the future will be affected by many factors, including: (i) Alcoa Corporation’s credit rating; (ii) the liquidity of the overall capital markets; and (iii) the current state of the economy and commodity markets. There can be no assurances that the Company will continue to have access to capital markets on terms acceptable to Alcoa Corporation.

Changes in market conditions caused by global or macroeconomic events, such as the COVID-19 pandemic and the conflict between Russia and Ukraine, could have adverse effects on Alcoa’s ability to obtain additional financing and cost of borrowing. Inability to generate sufficient earnings could impact the Company’s ability to meet the financial covenants in our outstanding debt and revolving credit facility agreements and limit our ability to access these sources of liquidity or refinance or renegotiate our outstanding debt or credit agreements on terms acceptable to the Company. Additionally, the impact on market conditions from ~~the COVID-19 pandemic~~such events could adversely affect the liquidity of Alcoa’s customers, suppliers, and joint venture partners and equity method investments, which could negatively impact the collectability of outstanding receivables and our cash flows.

~~The Company has completed~~In March 2022, in response to the ~~following actions thus far in 2021 to strengthen its balance sheet~~conflict between Russia and ~~provide more flexibility in the use of excess cash:~~

~~Due to strong operational performance and improved market conditions,~~Ukraine, the Company ~~was able~~announced that it ceased the purchase of raw materials from and the sale of our products to ~~significantly improve its balance sheet, capital structure~~Russian businesses and ~~liquidity profile during~~identified alternate source for securing the ~~year through the abovementioned actions. Additionally, Management has taken the following~~limited number of materials purchased from Russian suppliers. To date, these actions ~~in 2021 in regard to Alcoa’s liquidity levers:~~

~~The~~ Company’s liquidity options ~~provide flexibility in managing cash flows. Management believes that the Company’s cash on hand, future operating cash flows,~~or profile, and ~~liquidity options, combined with its strategic actions, are adequate to fund its near term operating and investing needs. Further, the above actions have provided~~ the Company ~~with significant flexibility related~~continues to ~~its use of cash;~~monitor the ~~Company has no significant debt maturities until 2027 and no significant cash contribution requirements related~~situation to ~~its U.S. pension plan obligations for the foreseeable future (refer to Contractual Obligations, below, for more information).~~address any impacts going forward.

Alcoa Corporation’s cost of borrowing and ability to access the capital markets are affected not only by market conditions but also by the short- and long-term debt ratings assigned to Alcoa Corporation’s debt by the major credit rating agencies.

Cash provided from operations was ~~$355~~$34 in the ~~nine-month~~three-month period of ~~2021~~2022 compared with ~~$356~~$6 in the same period of ~~2020.~~2021. Notable changes to sources and (uses) of cash include:

In the third quarter of 2020, AofA paid approximately $74 (A$107) to the ATO related to the tax dispute described in Note P to the Consolidated Financial Statements in Part I Item I of this Form 10-Q. Upon payment, AofA recorded a noncurrent prepaid tax asset, as the Company continues to believe it is more likely than not that AofA’s tax position will be sustained and therefore is not recognizing any tax expense in relation to this matter. In accordance with Australian tax laws, the initial interest assessment and additional interest are deductible against AofA’s taxable income resulting in approximately $158 (A$219) and ~~$10 (A$14)~~ ~~lower cash tax payments in the second half of 2020~~ ~~and the nine-month period of 2021, respectively~~. Interest compounded in future periods is also deductible against AofA’s income in the respective periods. If AofA is ultimately successful, the interest deduction would become taxable as income in the year the dispute is resolved. In addition, should the ATO decide in the interim to reduce any interest already assessed, the reduction would be taxable as income at that point in time. During ~~2021,~~2022, AofA will continue to record its tax provision and tax liability without effect of the ATO assessment, since it expects to prevail. The tax payable will remain on AofA’s balance sheet as a noncurrent liability, increased by the tax effect of subsequent periods’ interest deductions, until dispute resolution, which is expected to take several years. At ~~September 30, 2021,~~March 31, 2022, the noncurrent liability resulting from the cumulative interest deductions was approximately ~~$168~~$182 (A$~~233)~~243). See description of the tax dispute in Note O to the Consolidated Financial Statements in Part I Item I of this Form 10-Q.

Cash used for financing activities was ~~$966~~$209 in the ~~nine-month~~three-month period of ~~2021~~2022 compared ~~with~~to cash provided from financing activities of ~~$577~~$428 in the same period of ~~2020.~~2021.

The use of cash in the ~~nine-month~~three-month period of ~~2021~~2022 was primarily ~~$775 for the full, early repayment~~$116 of $750 aggregate principal amount of 2024 Notes (including $25 redemption premium) in April 2021, $518 for the full, early repayment of $500 aggregate principal amount of 2026 Notes (including $18 redemption premium) in September 2021, $169 in net cash paid to Alumina Limited, ~~(see Noncontrolling interest~~$75 from the repurchase of common stock, and $18 of dividends paid in ~~Results of Operations above)~~ ~~and $14 in financial contributions primarily related to~~ the ~~divested Spanish facilities. The uses of cash were partially offset by the~~ ~~issuance of $500 aggregate principal amount 2029 Notes by ANHBV in March 2021 with net proceeds of approximately $493~~.quarter.

The source of cash in the ~~nine-month~~three-month period of ~~2020~~2021 was primarily due to the issuance of ~~$750~~$500 aggregate principal amount of ~~2027~~2029 Notes by ANHBV in ~~July 2020~~March 2021 resulting in net proceeds of ~~$736.~~approximately $493. The net proceeds were partially offset by ~~$128~~$62 in net cash paid to Alumina Limited ~~(see Noncontrolling interest in Results of Operations above)~~ and ~~$30~~$6 in financial contributions related to the divested Spanish facilities.

~~On October 2, 2019, Alcoa Norway ANS,~~The Company has a ~~wholly-owned subsidiary of Alcoa Corporation, entered into a one-year, multicurrency~~senior secured $1,500 revolving credit ~~facility agreement for NOK 1.3 billion (approximately $149) which is fully~~ and ~~unconditionally guaranteed on an unsecured basis by Alcoa Corporation. The maturity date~~letter of ~~the facility was subsequently extended by one year.~~

~~In September 2021, Alcoa Norway ANS made the decision not to extend the maturity of the facility allowing it to expire, effective October 4, 2021. No amounts were drawn on the~~credit facility in ~~2021.~~

The Revolving Credit Facility, under Alcoa Corporation and Alcoa Nederland Holding B.V. (ANHBV), a wholly-owned subsidiary of the Company, provides a $1,500 senior secured revolving credit facility to be usedplace for working capital and/or other general corporate purposes (the Facility). The Facility was established on September 16, 2016, was amended in each of 2017, 2018, 2019, 2020, and 2021, and is scheduled to mature on November 21, 2023. Subject to the terms and conditions under the Facility, the Company may borrow funds or issue letters of credit through its Alcoa Corporation or ANHBV legal entities. See Note M in Part II Item 8 of Alcoa Corporation and its subsidiaries. The Revolving Credit Facility includes a number of covenants, including financial covenants, that require maintenance of a specified interest expense coverage ratio and a leverage ratio. The leverage ratio compares total indebtedness to a calculated earnings metric as defined inCorporation’s Annual Report on Form 10-K for the credit facility agreement to determine compliance with the financial covenant. The leverage ratio calculation also determines the maximum indebtedness the Company can have based on the defined earnings metric.

On March 4, 2021 (the Amendment No. 4 Effective Date), Alcoa Corporation and ANHBV entered into an amendment (Amendment No. 4) to the Revolving Credit Facility (as amended, Revolving Credit Facility) that provides additional flexibility to the Company and ANHBV by (i) increasing the maximum leverage ratio from 2.50 to 1.00 to 2.75 to 1.00 as of the Amendment No. 4 Effective Date (which maximum leverage ratio had been temporarily increased to 3.00 to 1.00 prior to the Amendment No. 4 Effective Date), (ii) decreasing the minimum interest expense coverage ratio from 5.00 to 1.00 to 4.00 to 1.00 as of the Amendment No. 4 Effective Date, (iii) amending the definition of Total Indebtedness (as defined in the Revolving Credit Facility) to permit the Company to exclude the principal amount of new senior notes issued during 2021 from indebtedness for purposes of the calculation of the leverage ratio in fiscal year 2021 (subject to adjustments based on pension obligations funded) and (iv) ending temporary restrictions on the Company’s ability to make certain restricted payments or incur incremental loans under the Revolving Credit Facility.

As of ~~the principal amount of such notes. Such additional increase in the maximum leverage ratio will be available beginning in the first quarter of 2022.~~

The Revolving Credit Facility provides a $1,500 senior secured revolving credit facility to be used for working capital and/or other general corporate purposes of Alcoa Corporation and its subsidiaries. In the fourth quarter of 2020, ANHBV elected to extend the period under which temporary adjustments in Amendment No. 3 would apply, through March 31, 2021. The amendment temporarily adjusted the manner in which Consolidated Cash Interest Expense and Total Indebtedness (as defined in the Revolving Credit Facility) are calculated with respect to the 5.500% Senior Notes due 2027 issued in July 2020. In addition, this election to extend the temporary amendments resulted in a reduction of the aggregate amount of commitments under the Revolving Credit Facility by approximately $245 during the first quarter of 2021, to $1,255. This reduction ended at the end of the first quarter of 2021, and the aggregate amount of commitments returned to $1,500 as of April 1, 2021.

~~At September 30, 2021, the maximum additional borrowing capacity available to~~2022, the Company ~~to remain~~was in compliance with ~~the maximum leverage ratio covenant in the Revolving Credit Facility was approximately $4,944. Therefore, the~~all covenants. The Company may access the entire amount of commitments under the ~~Revolving Credit~~ Facility. ~~As of September 30, 2021, Alcoa Corporation was in compliance with all covenants.~~ There were no borrowings outstanding at ~~September 30,~~March 31, 2022 and December 31, 2021, and ~~there were~~ no amounts were borrowed during the ~~third quarter~~first quarters ended March 31, 2022 and ~~nine-months ended~~March 31, 2021 under ~~this facility.~~

~~See Note K to~~ the Consolidated Financial Statements in this Form 10-Q and Note M to the Consolidated Financial Statements in Part II Item 8 of the 2020 Annual Report on Form 10-K for additional information related to Alcoa’s credit facilities.

In March 2021, ANHBV issued $500 aggregate principal amount of 4.125% Senior Notes due 2029 (the 2029 Notes) in a private transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the Securities Act). The net proceeds of this issuance were $493 reflecting a discount to the initial purchasers of the 2029 Notes as well as issuance costs. The Company used the net proceeds, together with cash on hand, to contribute $500 to its U.S. defined benefit pension plans applicable to salaried and hourly employees on April 1, 2021, and $750 to redeem in full aggregate principal amount of the Company’s outstanding 6.75% Senior Notes due 2024 (the 2024 Notes) on April 7, 2021 (the Redemption Date), and to pay transaction-related fees and expenses. The discount to the initial purchasers, as well as costs to complete the financing, were deferred and are being amortized to interest expense over the term of the 2029 Notes. Interest on the 2029 Notes is paid semi-annually in March and September, and interest payments commenced on September 30, 2021.

The 2024 Notes were redeemed at a redemption price equal to 103.375% of the principal amount of the 2024 Notes, plus accrued and unpaid interest to but not including the Redemption Date. As a result, the Company recorded a loss of $32 on the extinguishment of debt in the second quarter of 2021 in Interest expense, which was comprised of the redemption premium and the write-off of deferred financing fees and unamortized debt issuance costs. The cash flows related to the transaction are classified as financing cash flows.

On September 30, 2021, the Company redeemed in full $500 aggregate principal amount of its 7.00% Senior Notes due 2026 (the 2026 Notes) at a redemption price equal to 103.5% of the principal amount of the 2026 Notes, plus accrued and unpaid interest. As a result, the Company recorded a loss of $22 on the extinguishment of debt in the third quarter of 2021 in Interest expense, which was comprised of the redemption premium and the write-off of deferred financing fees and unamortized debt issuance costs. The cash flows related to the transaction are classified as financing cash flows.Facility.

~~On October 14,~~In the fourth quarter of 2021, the Company announced the initiation of a quarterly cash dividend on its common stock. ~~The~~On February 24, 2022, the Board of Directors declared ~~the first quarterly~~a cash dividend of $0.10 per share of the Company’s common stock to ~~be paid on November 19, 2021 to~~ stockholders of record as of the close of business on ~~October 29, 2021. The details of any future cash dividend declaration, including~~March 8, 2022. On March 24, 2022, the ~~amount of such dividend and the timing and establishment of the record and payment dates, will be determined by the Board of Directors. The decision of whether to pay future~~Company paid cash dividends ~~and the amount~~ of any such dividends will be based on the Company's financial position, results of operations, cash flows, capital requirements, business conditions, the requirements of applicable law, and any other factors the Board of Directors may deem relevant.$18.

~~On October 14, 2021, Alcoa Corporation announced that~~In the first quarter of 2022, the Company repurchased 1,041,100 shares of its ~~Board of Directors approved a new $500 share repurchase program.~~common stock for $75; the shares were immediately retired. The Company ~~is authorized~~has remaining authorization to repurchase up to a total of ~~$650~~$425, in the aggregate, of its outstanding shares of common stock, ~~which includes $500~~ under the ~~newly authorized~~ share repurchase program and a remaining $150 under the Company’s previously authorized share repurchase program. The timing of the share repurchases will be based upon the Company’s continuing analysis of market, financial, and other factors. Repurchases under the programs may be made using a variety of methods, which may include, but are not limited to, open market purchases, privately negotiated transactions, or purchases pursuant to a Rule 10b5-1 plan. The new and previously authorized share repurchase programs may be suspended or discontinued at any time and do not have predetermined expiration dates. The Company intends to retire the repurchased shares of common stock. As of October 22, 2021, the Company had 187,103,147 issued and outstanding shares of common stock.approved in 2021.

Cash used for investing activities was $93 in the three-month period of 2022 compared to cash provided from investing activities ~~was $471 in the nine-month period~~ of ~~2021 compared to cash used for investing activities of $50~~$514 for the same period of ~~2020.~~2021.

In the ~~nine-month~~three-month period of 2022, the use of cash was primarily attributable to $74 related to capital expenditures and $21 of cash contributions to the ELYSIS^TM joint venture.

In the three-month period of 2021, the source of cash was primarily attributable to proceeds from the sale of assets of ~~$715,~~$591, primarily the Warrick Rolling Mill, ~~and Eastalco site sales,~~ partially offset by ~~$237~~$75 in capital ~~expenditures, composed of $214 in sustaining projects and $23 in return-seeking projects.~~

In the nine-month period of 2021, the use of cash was primarily attributable to capital expenditures of $242, composed of $208 in sustaining projects and $34 in return-seeking projects, partially offset by proceeds from the sale of assets of $198, primarily from the Gum Springs waste treatment facility.

In March 2021, ANHBV issued $500 aggregate principal amount of 2029 Notes and issued a notice of redemption to redeem all $750 aggregate principal amount outstanding of its 2024 Notes. On April 7, 2021 (Redemption Date), ANHBV completed the redemption at a price equal to 103.375% of the principal amount of the 2024 Notes, plus accrued and unpaid interest to but not including the Redemption Date. Further, on September 30, 2021 (Redemption Date), ANHBV redeemed all $500 aggregate principal amount outstanding of its 2026 Notes at a price equal to 103.5% of the principal amount of the 2026 Notes, plus accrued and unpaid interest to but not including the Redemption Date.

Alcoa’s interest related to total debt is expected to be $187 for 2021 (including $43 redemption premium), $185 for the 2022-2023 period, $185 for the 2024-2025 period, and $231 thereafter for a combined total of $788. Further, contractual obligations related to the repayment of long-term debt and short-term borrowings are expected to be $1,329 for 2021 (including the April and September redemptions), $2 for the 2022-2023 period, $1 for the 2024-2025 period, and $1,751 thereafter for a combined total of $3,083.

In addition to redeeming the 2024 Notes, the Company used the net proceeds from the issuance of the notes being offered, together with cash on hand, to contribute $500 on April 1, 2021, to its U.S. defined benefit pension plans applicable to salaried and hourly employees.

The Company adopted the relief provisions allowable under the law related to single-employer pensions enacted under the American Rescue Plan, which was signed into law on March 11, 2021. As a result of the American Rescue Plan and the $500 unscheduled contribution, Alcoa’s minimum required contribution to defined benefit pension plans in 2021 is now estimated to be approximately $135, of which approximately $105 is primarily for U.S. plans. Further, Alcoa’s minimum required contributions to defined benefit pension plans are expected to be $220 for the 2022-2023 period, $205 for the 2024-2025 period, for a combined total of $560, with approximately 80% applicable to U.S. plans before consideration of pre-funding balance.

The $500 U.S. pension contribution in April was added to the Company’s pre-funding balance, the current balance of which is more than sufficient to cover the U.S. portion of the minimum obligations presented above. Under ERISA regulations, a plan sponsor that establishes a pre-funding balance by making discretionary contributions to a U.S. defined benefit pension plan may elect to apply all or a portion of this balance toward its minimum required contribution obligations to the related plan in future years. In 2021, management made such election related to the Company’s U.S. plans.

On September 20, 2021, the Company announced its plan to restart its 268 kmt per year share of aluminum capacity at the Alumar smelter in São Luís, Brazil, which has been fully curtailed since 2015. The process to restart the idle capacity began in September 2021. The first molten metal is expected in the second quarter of 2022, and the full capacity is expected to be operational in the fourth quarter of 2022. As part of the restart, the Company is entering into long-term power contracts to be powered with 100% renewable energy by 2024, to meet the energy needs of the facility. After considering these new long-term power contracts, Alcoa’s total expected energy-related purchase obligations are updated to $1,093 for 2021, $2,416 for the 2022-2023 period, $2,594 for the 2024-2025 period, and $9,598 thereafter for a combined total of $15,701.expenditures.

See Note B to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q.

Alcoa Corporation intends to make future announcements regarding company developments and financial performance through its website, http://www.alcoa.com, as well as through press releases, filings with the Securities and Exchange Commission, conference calls, and webcasts.

See the Derivatives and Other Financial Instruments section of Note ML to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q.

Alcoa Corporation’s Chief Executive Officer and Chief Financial Officer have evaluated the Company’s disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the U.S. Securities Exchange Act of 1934, as amended, as of the end of the period covered by this report, and they have concluded that these controls and procedures were effective as of ~~September 30, 2021.~~March 31, 2022.

There have been no changes in internal control over financial reporting during the ~~third~~first quarter of ~~2021,~~2022, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

In the ordinary course of its business, Alcoa is involved in a number of lawsuits and claims, both actual and potential. In addition to the matter discussed below, various other lawsuits, claims, and proceedings have been or may be instituted or asserted against Alcoa Corporation, including those pertaining to environmental, safety and health, commercial, tax, product liability, intellectual property infringement, employment, employee and retiree benefit matters, and other actions and claims arising out of the normal course of business. While the amounts claimed in these other matters may be substantial, the ultimate liability is not readily determinable because of the considerable uncertainties that exist. Accordingly, it is possible that the Company’s liquidity or results of operations in a particular period could be materially affected by one or more of these other matters. However, based on facts currently available, management believes that the disposition of these other matters that are pending or asserted will not have a material adverse effect, individually or in the aggregate, on the financial position of the Company. See Part I Item 1 of this Form 10-Q in Note PO to the Consolidated Financial Statements for additional information.

~~As previously reported in Alcoa Corporation’s Annual Report on Form 10-K for the year ended December 31, 2020, in~~In August 2005, Dany Lavoie, a resident of ~~Baie Comeau~~Baie-Comeau in the Canadian Province of Québec, filed a Motion for Authorization to Institute a Class Action and for Designation of a Class Representative against Alcoa Canada Ltd., Alcoa Limitée, Société Canadienne de Metaux Reynolds Limitée, and Canadian British Aluminum in the Superior Court of Québec in the District of ~~Baie Comeau,~~Baie-Comeau, alleging that defendants, as the present and past owners and operators of an aluminum smelter in ~~Baie Comeau,~~Baie-Comeau, had negligently allowed the emission of certain contaminants from the smelter on the lands and houses of the St. Georges neighborhood and its environs causing property damage and ~~health concerns.~~personal injury. In May 2007, the court authorized a class action suit on behalf of all people who suffered property or personal injury damages caused by the emission of polycyclic aromatic hydrocarbons from the Company’s aluminum smelter in ~~Baie Comeau.~~Baie-Comeau. In September 2007, plaintiffs filed the claim against the original defendants. The Soderberg smelting operations that plaintiffs allege to be the source of emissions of concern ceased operations in 2013 and have been dismantled. A court appointed expert, engaged to perform analysis of the potential impacts from the ~~prior~~ emissions in accordance with a sampling protocol agreed to by the parties, submitted its report to the court in May 2019. In 2021, plaintiffs filed ~~its~~their amended claim and expert reports, and defendants filed ~~its~~their amended defense and expert reports. ~~A trial date is set for April 2022; however, in~~In October 2021, the parties participated in ~~mediation and~~mediation. In March 2022, the ~~mediation has~~parties reached a settlement for damages that is subject to court approval. The settlement is not ~~concluded.~~expected to have a material impact on the Company’s financial results.

We face a number of risks that could materially and adversely affect our business, results of operations, cash flow, liquidity, or financial condition. A full discussion of our risk factors can be found in Part I Item 1A. Risk Factors of Alcoa Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, ~~2020. As of September 30, 2021, there have been no material changes~~2021. The information below includes additional risks relating to the ~~risk factors. The~~conflict between Russia and Ukraine. Furthermore, impacts from the continuing coronavirus (COVID-19) pandemic ~~continues to present a risk to the business~~ and the ~~impacts from COVID-19~~conflict between Russia and Ukraine could exacerbate other risks discussed in Part I Item 1A. Risk Factors of Alcoa Corporation’s Annual Report on Form 10-K for the fiscal year ended December 31, ~~2020,~~2021, any of which could have a material adverse effect on us. This situation is continuously evolving, and additional impacts may arise of which we are not currently aware.

47Our business, financial condition and results of operations could be adversely affected by disruptions in the global economy caused by the ongoing conflict between Russia and Ukraine.

The global economy has been negatively impacted by the conflict between Russia and Ukraine. Such adverse and uncertain economic conditions have exacerbated supply chain disruptions and increased our costs for energy, particularly in Spain, and for certain raw materials. During the first quarter of 2022, in response to the conflict, we ceased purchasing raw materials from and selling our products to Russian businesses. To date, these actions have not had a material adverse impact on the Company’s business, financial condition and results of operations, but they could have material negative impacts if the conflict continues and global sales of our products are impacted. Furthermore, governments in the U.S., United Kingdom and European Union have each imposed export controls on certain products and financial and economic sanctions on certain industry sectors and parties in Russia. Although we have no operations in Russia or Ukraine and our sales into these regions were historically minimal and have recently been discontinued, we will continue to monitor the conflict between Russia and Ukraine and the potential impact of financial and economic sanctions on the regional and global economy.

Increased trade barriers or restrictions on global trade, or retaliatory measures taken by Russia, or other countries in response, as well as the destabilizing effects of the conflict, could also adversely affect our business, financial condition and results of operations by limiting sales, restricting access to required raw materials, or raising costs thereof. Destabilizing effects that the ongoing conflict may pose for the global oil and natural gas markets could also adversely impact our operations by further increasing our energy costs. In addition, further escalation of geopolitical tensions related to the conflict could result in loss of property, cyberattacks, additional supply disruptions, an inability to obtain key supplies and materials, reduced production and sales, and/or operational curtailments, and adversely affect our business and our supply chain.

The table below sets forth information regarding the repurchase of shares of our common stock during the periods indicated.

~~On October 14, 2021, Alcoa Corporation announced that its Board~~In the first quarter of ~~Directors approved a new common stock repurchase program under which~~2022, the Company ~~may purchase~~repurchased 1,041,100 shares of its ~~outstanding~~ common stock ~~up to an aggregate transactional value~~for $75 (weighted average share price of ~~$500, depending on cash availability, market conditions, and other factors.~~$72.06 (includes $0.02 broker commission)); these shares were immediately retired.

~~The~~As of March 31, 2022, the Company is currently authorized to repurchase up to a total of ~~$650,~~$425, in the aggregate, of its outstanding shares of common stock ~~which includes $500~~ under ~~the newly authorized share repurchase program and a remaining $150 under the Company’s previously authorized share repurchase program.~~this authorization. Repurchases under ~~these programs~~this program may be made using a variety of methods, which may include open market purchases, privately negotiated transactions, or pursuant to a Rule 10b5-1 plan. ~~These programs do~~The program does not have a predetermined expiration ~~dates.~~date. Alcoa Corporation intends to retire repurchased shares of common stock.

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

PART I – FINANCIAL INFORMATION		1

Item 1.	Financial Statements	1

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2923

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	4637

Item 4.	Controls and Procedures	4637

PART II – OTHER INFORMATION		4738

Item 1.	Legal Proceedings	4738

Item 1A.	Risk Factors	4738

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	4839

Item 6.	Exhibits	4940

SIGNATURES		5041

Action #	Number of affected plan participants	Weighted average discount rate as of prior plan remeasurement date	Plan remeasurement date	Weighted average discount rate as of plan remeasurement date	Increase (decrease) to accrued pension benefits liability			Decrease to accrued other postretirement benefits liability			Curtailment gain⁽¹⁾			Settlement charge⁽¹⁾
1	~840	2.45%	March 31, 2021	3.06%	$	—		$	(106	)	$	(17	)	$	26
2	~120	2.38%	June 30, 2021	2.71%	$	(90	)	$	—		$	—		$	39
3	~20	2.71%	September 30, 2021	2.74%	$	7		$	—		$	—		$	7
4	~20	1.34%	September 30, 2021	1.53%	$	(38	)	$	—		$	—		$	1

	Classification	March 31, 2022		March 31, 2021
Aluminum (in kmt)	Commodity forwards		481		21
Foreign currency (in millions of euro)	Foreign exchange forwards		80		124
Foreign currency (in millions of A$)	Foreign exchange forwards		—		94
Foreign currency (in millions of R$)	Foreign exchange forwards		1,323		354

	Sequential Period Comparison	Year-to-date Comparison
Overview	Net income attributable to Alcoa Corporation increased ~~$28~~$861 primarily as a result of: •~~Higher aluminum prices and regional premiums~~Lower restructuring charges •~~Favorable pricing at~~Lower taxes due to a valuation allowance recorded in the ~~Brazil hydro-electric facilities~~fourth quarter of 2021 against the deferred tax assets of a Spanish subsidiary •~~Favorable currency impacts due to a stronger U.S. dollar against most major currencies~~Higher average realized price of aluminum ~~Mostly~~•Higher value-add product sales Partially offset by: •Absence of ~~a gain~~gains on the sale of ~~the former Eastalco site~~non-core assets •~~Higher market energy costs in Europe~~Lower shipments from the Australian refineries, as well as limited availability of railcars or vessels for outbound product sales from North American smelters •Higher raw material costs due to inflation ~~and supply chain issues~~pressures •~~Lower volume mainly due to shipping delays from unfavorable weather conditions and railcar availability~~ •~~Unfavorable impacts related to~~Seasonal pricing declines at the ~~ship unloader outage at Alumar~~ •~~Completion of a government grant to support operations of the Portland smelter in prior quarter~~Brazil hydro-electric facilities •Higher ~~taxes on improved earnings~~energy costs in ~~jurisdictions with higher tax rates~~the refineries, primarily in Spain	Net income attributable to Alcoa Corporation increased ~~$987~~$294 primarily as a result of: •Higher average realized prices ~~for~~of aluminum and alumina •~~Favorable pricing at the Brazil hydro-electric facilities~~ •~~Gain on the sale of assets including the former Eastalco site and the Warrick Rolling Mill~~ •Higher ~~equity earnings primarily from the Ma’aden aluminum joint venture due to higher aluminum prices~~value-add product sales Partially offset by: •~~Unfavorable currency impacts~~Higher raw material costs due to ~~a weaker U.S. dollar mainly against most major currencies~~inflation pressures •Higher ~~energy costs, primarily due to a new gas contract at the Australia alumina refineries and higher market prices in Europe~~restructuring charges •Higher taxes on improved earnings in jurisdictions with higher tax rates •Higher ~~raw material~~energy costs, ~~due to inflation and supply chain issues~~primarily in Europe •~~Unfavorable impacts related to the ship unloader outage at Alumar~~ •~~Absence of a gain related to the divestiture of the Gum Springs waste treatment facility~~Higher costs primarily associated with maintenance, labor, and freight
Sales	Sales ~~increased $276~~decreased $47 primarily as a result of: •~~Higher~~Lower shipments mainly related to limited availability of railcars or vessels for outbound product sales from North American smelters, lower shipments from the Australian refineries and absence of bauxite export volume from Australia •Lower metal trading activities; fluctuates based on market opportunities in quarter •Lower average realized ~~prices for aluminum and~~price of alumina •~~Favorable~~Seasonal pricing declines at the Brazil hydro-electric facilities Partially offset by: •~~Lower volume due~~Higher average realized price of aluminum •Higher value-add product sales, including the resumption of sales from the San Ciprián casthouse after conclusion of the strike in late December 2021 •Favorable changes to ~~shipping delays from unfavorable weather conditions and railcar availability~~alumina customer contract mix	Sales increased ~~$1,918~~$423 primarily as a result of: •Higher average realized prices ~~for~~of aluminum and alumina •~~Favorable pricing at~~Higher value-add product sales Partially offset by: •Absence of sales from the ~~Brazil hydro-electric facilities~~divested Warrick Rolling Mill, partially offset by new third-party revenue from the Warrick smelter •Decreased sales from the San Ciprián smelter due to timing of sales of accumulated inventory from the strike and the smelter curtailment •Lower shipments across all three segments
Cost of goods sold	Cost of goods sold as a percentage of sales decreased 5% primarily as a result of: •Higher average realized price for aluminum •Higher value-add product sales •~~Restart of the Bécancour smelter~~ •~~Higher shipments due~~Favorable changes to ~~the sale of accumulated inventory after the January suspension of the strike at the San Ciprián smelter~~ ~~Partially offset by:~~ •~~Absence of sales from the divested Warrick Rolling Mill~~ •~~Curtailment of the Intalco smelter~~

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐

	September 30, 2021		December 31, 2020
Finished goods	$	377	$	321
Work-in-process		194		112
Bauxite and alumina		460		412
Purchased raw materials		495		377
Operating supplies		176		176
	$	1,702	$	1,398

	2021						2020
Third quarter ended September 30,	Unrealized (loss) gain recognized in Other comprehensive (loss) income			Realized (loss) gain reclassed from Other comprehensive (loss) income to earnings			Unrealized (loss) gain recognized in Other comprehensive (loss) income			Realized (loss) gain reclassed from Other comprehensive (loss) income to earnings
Level 1 and 2 derivative instruments	$	(9	)	$	(4	)	$	3		$	(2	)
Level 3 derivative instruments		(214	)		(73	)		(338	)		(26	)
Noncontrolling and equity interest		1			(5	)		2			(1	)
Total	$	(222	)	$	(82	)	$	(333	)	$	(29	)

2021 (excluding the nine months ended September 30, 2021)	$	6
2022 - 2026		176
Thereafter		115
Total	$	297

2022 (excluding the three months ended March 31, 2022)	$	39
2023 - 2027		207
Thereafter		64
Total	$	310

Third Quarter 2021	Total Number of Shares Purchased		Weighted Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Program		Approximate Dollar Value of Shares that May Yet be Purchased Under the Program⁽¹⁾
July 1 to July 31		-	$	-		-	$	150,000,000
August 1 to August 30		-		-		-		150,000,000
September 1 to September 30		-		-		-		150,000,000
Total		-		-		-

Period	Total Number of Shares Purchased		Weighted Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Program		Approximate Dollar Value of Shares that May Yet be Purchased Under the Program⁽¹⁾
January 1 to January 31		—	$	—		—	$	500,000,000
February 1 to February 28		1,041,100		72.06		1,041,100		425,000,000
March 1 to March 31		—		—		—		425,000,000
Total		1,041,100	$	72.06		1,041,100


31.1	Certification of Principal Executive Officer required by Rule 13a-14(a) or 15d-14(a)

31.2	Certification of Principal Financial Officer required by Rule 13a-14(a) or 15d-14(a)

32.1	Certification of Principal Executive Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code

32.2	Certification of Principal Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code

101.INS	Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

101.SCH	Inline XBRL Taxonomy Extension Schema Document

101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document

104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


						Alcoa Corporation

~~October 28, 2021~~ May 5, 2022						/s/ William F. Oplinger
Date						William F. Oplinger
						Executive Vice President and
						Chief Financial Officer
						(Principal Financial Officer)

~~October 28, 2021~~May 5, 2022						/s/ Molly S. Beerman
Date						Molly S. Beerman
						Senior Vice President and Controller
						(Principal Accounting Officer)