8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 18, 2023

ATI Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-12001	25-1792394
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2021 McKinney Avenue, Dallas, Texas	75201
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (412) 394-2800

N/A

(Former name or former address, if changed since last report).

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.10 per share	ATI	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

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

Item 8.01. Other Events.

On October 18, 2023, ATI Inc. (“ATI”) announced that it will purchase group annuity contracts transferring approximately 85% of its U.S. qualified defined benefit pension plan obligations and related pension plan assets to Athene Annuity and Life Company and Athene Annuity & Life Assurance Company of New York. The ATI pension benefits to which these pension plan participants and their beneficiaries are entitled will not change as a result of the transaction.

A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01. Exhibit

(d)	Exhibit 99.1	Press Release dated October 18, 2023
	104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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 hereunto duly authorized.

ATI Inc.
By:	/s/ Donald P. Newman
	Donald P. Newman
	Executive Vice President, Finance and Chief Financial Officer

Dated: October 18, 2023

EX-99.1

Exhibit 99.1

	NEWS RELEASE
ATI Inc.	Investor Contact:	Media Contact:
Corporate Headquarters	David Weston	Natalie Gillespie
2021 McKinney Avenue, Suite 1100	412.394.2908	412.389.3124
Dallas, TX 75201 U.S.A.	David.Weston@ATImaterials.com	Natalie.Gillespie@ATImaterials.com
www.ATImaterials.com

ATI reduces U.S. defined benefit pension obligation by

approximately 85% through annuitization

DALLAS, TX—October 18, 2023—ATI Inc. (NYSE: ATI) announced that it will purchase group annuity contracts from each of Athene Annuity and Life Company and Athene Annuity & Life Assurance Company of New York (collectively, “Athene”), transferring approximately 85% of its U.S. qualified defined benefit pension plan obligations to Athene. The U.S. qualified defined benefit pension plans represented $1.77 billion in liabilities on December 31, 2022. In 2023, the company contributed $272 million in cash – including $222 million in September – to the Plans, which is intended to fully fund the remaining defined benefit pension liabilities. These actions are the latest steps in the company’s de-risking strategy, bringing further stability and strength to its balance sheet.

Under the contracts, ATI will transfer the gross pension obligations and related plan assets for approximately 8,200 plan participants to Athene. The pension benefits to which these participants and their beneficiaries are entitled will not change as a result of the transaction.

“With this action, ATI meets all of its pension obligations, and everyone benefits,” said Robert S. Wetherbee, Board Chair and CEO. “Our retirees will gain the security of having a large, financially strong insurer with established expertise provide their pension benefits. Our business meets its commitments to all its pension plan participants, through both the annuity purchase and our decision to fully fund our remaining qualified pension obligations. And our shareholders gain confidence knowing these de-risking actions will result in lower, more predictable pension expense in the future.”

Since 2016, ATI has completed seven annuitization transactions. Through pension de-risking actions, ATI has reduced the number of plan participants by more than 90%. ATI hired independent fiduciary State Street Global Advisors to conduct a thorough review of reputable insurance companies and select the insurer.

ATI: Proven to Perform.

ATI (NYSE: ATI) is a global producer of high-performance materials and solutions for the global aerospace and defense markets, and critical applications in electronics, medical and specialty energy. We’re solving the world’s most difficult challenges through materials science. We partner with our customers to deliver extraordinary materials that enable their greatest achievements: their products fly higher and faster, burn hotter, dive deeper, stand stronger and last longer. Our proprietary process technologies, unique customer partnerships and commitment to innovation deliver materials and solutions for today and the evermore challenging environments of tomorrow. We are proven to perform anywhere. Learn more at ATImaterials.com.

XML

Document and Entity Information	Oct. 18, 2023
Cover [Abstract]
Entity Registrant Name	ATI INC
Amendment Flag	false
Entity Central Index Key	0001018963
Document Type	8-K
Document Period End Date	Oct. 18, 2023
Entity Incorporation State Country Code	DE
Entity File Number	1-12001
Entity Tax Identification Number	25-1792394
Entity Address, Address Line One	2021 McKinney Avenue
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75201
City Area Code	(412)
Local Phone Number	394-2800
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock, par value $0.10 per share
Trading Symbol	ATI
Security Exchange Name	NYSE
Entity Emerging Growth Company	false