10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended June 30, 2024

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File Number 001-38932

AMCOR PLC

(Exact name of registrant as specified in its charter)

Jersey	98-1455367
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
83 Tower Road North
Warmley, Bristol
United Kingdom	BS30 8XP
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: +44 117 9753200

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

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Ordinary Shares, par value $0.01 per share	AMCR	New York Stock Exchange
1.125% Guaranteed Senior Notes Due 2027	AUKF/27	New York Stock Exchange
5.450% Guaranteed Senior Notes Due 2029	AMCR/29	New York Stock Exchange
3.950% Guaranteed Senior Notes Due 2032	AMCR/32	New York Stock Exchange

    Securities registered pursuant to section 12(g) of the Act: None

    Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐

    Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

    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. (Check one):

Large Accelerated Filer	☒	Smaller Reporting Company	☐
Accelerated Filer	☐	Emerging Growth Company	☐
Non-Accelerated Filer	☐

    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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

    If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

    Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

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

    The aggregate market value of the ordinary shares held by non-affiliates of the registrant, computed by reference to the closing price of such shares as of the last business day of the registrant’s most recently completed second quarter, was $13.9 billion.

    As of August 14, 2024, the Registrant had 1,445,343,212 shares issued and outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

    Certain information required for Part III of this Annual Report on Form 10-K is incorporated by reference to the Amcor plc definitive Proxy Statement for its 2024 Annual Shareholder Meeting, which will be filed with the Securities and Exchange Commission pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended, within 120 days of Amcor plc’s fiscal year end.

Amcor plc

Annual Report on Form 10-K

Table of Contents

Part I
Item 1.	Business	5
Item 1A.	Risk Factors	12
Item 1B.	Unresolved Staff Comments	24
Item 1C.	Cybersecurity	24
Item 2.	Properties	24
Item 3.	Legal Proceedings	25
Item 4.	Mine Safety Disclosures	25
Part II
Item 5.	Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities	26
Item 6.	[Reserved]	28
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	45
Item 8.	Financial Statements and Supplementary Data	47
	Report of Independent Registered Public Accounting Firm (PCAOB ID 1358)	47
	Consolidated Statements of Income	49
	Consolidated Statements of Comprehensive Income	50
	Consolidated Balance Sheets	51
	Consolidated Statements of Cash Flows	52
	Consolidated Statements of Equity	53
	Notes to Consolidated Financial Statements	54
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	107
Item 9A.	Controls and Procedures	107
Item 9B.	Other Information	107
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	107
Part III
Item 10.	Directors, Executive Officers and Corporate Governance	108
Item 11.	Executive Compensation	109
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters	109
Item 13.	Certain Relationships and Related Transactions, and Director Independence	109
Item 14.	Principal Accountant Fees and Services	109
Part IV
Item 15.	Exhibits and Financial Statement Schedules	110
	Exhibit Index	110
Item 16.	Form 10-K Summary	114
	Signatures	115

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Forward-Looking Statements

    Unless otherwise indicated, references to "Amcor," the "Company," "we," "our," and "us" in this Annual Report on Form 10-K refer to Amcor plc and its consolidated subsidiaries.

    This Annual Report on Form 10-K contains certain statements that are "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are generally identified with words like "believe," "expect," "target," "project," "may," "could," "would," "approximately," "possible," "will," "should," "intend," "plan," "anticipate," "commit," "estimate," "potential," "ambitions," "outlook," or "continue," the negative of these words, other terms of similar meaning, or the use of future dates. Such statements are based on the current expectations of the management of Amcor and are qualified by the inherent risks and uncertainties surrounding future expectations generally. Actual results could differ materially from those currently anticipated due to a number of risks and uncertainties. Neither of Amcor nor any of its respective directors, executive officers, or advisors, provide any representation, assurance, or guarantee that the occurrence of the events expressed or implied in any forward-looking statements will actually occur. Risks and uncertainties that could cause actual results to differ from expectations include, but are not limited to:

•Changes in consumer demand patterns and customer requirements in numerous industries;

•the loss of key customers, a reduction in their production requirements, or consolidation among key customers;

•significant competition in the industries and regions in which we operate;

•an inability to expand our current business effectively through either organic growth, including product innovation, investments, or acquisitions;

•challenging global economic conditions;

•impacts of operating internationally;

•price fluctuations or shortages in the availability of raw materials, energy and other inputs, which could adversely affect our business;

•production, supply, and other commercial risks, including counterparty credit risks, which may be exacerbated in times of economic volatility;

•pandemics, epidemics, or other disease outbreaks;

•an inability to attract, motivate, and retain our skilled workforce and manage key transitions;

•labor disputes and an inability to renew collective bargaining agreements at acceptable terms;

•physical impacts of climate change;

•cybersecurity risks, which could disrupt our operations or risk of loss of our sensitive business information;

•failures or disruptions in our information technology systems which could disrupt our operations, compromise customer, employee, supplier, and other data;

•a significant increase in our indebtedness or a downgrade in our credit rating could reduce our operating flexibility and increase our borrowing costs and negatively affect our financial condition and results of operations;

•rising interest rates that increase our borrowing costs on our variable rate indebtedness and could have other negative impacts;

•foreign exchange rate risk;

•a significant write-down of goodwill and/or other intangible assets;

•a failure to maintain an effective system of internal control over financial reporting;

•an inability of our insurance policies, including our use of a captive insurance company, to provide adequate protection against all of the risks we face;

•an inability to defend our intellectual property rights or intellectual property infringement claims against us;

•litigation, including product liability claims or litigation related to Environmental, Social, and Governance ("ESG") matters, or regulatory developments;

•increasing scrutiny and changing expectations from investors, customers, suppliers, and governments with respect to our ESG practices and commitments resulting in additional costs or exposure to additional risks;

•changing ESG government regulations including climate-related rules;

•changing environmental, health, and safety laws; and

•changes in tax laws or changes in our geographic mix of earnings.

    Additional factors that could cause actual results to differ from those expected are discussed in this Annual Report on Form 10-K, including in the sections entitled "Item 1A. - Risk Factors" and "Item 7. - Management’s Discussion and Analysis of Financial Condition and Results of Operations," and in Amcor’s subsequent filings with the Securities and Exchange Commission.

    Forward-looking statements made in this Annual Report on Form 10-K relate only to events as of the date on which the statements are made. Amcor assumes no obligation, and disclaims any obligation, to update the information contained in this report. All forward-looking statements in this Annual Report on Form 10-K are qualified in their entirety by this cautionary statement.

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PART I

Item 1. - Business

The Company

    Amcor plc (ARBN 630 385 278) is a public limited company incorporated under the Laws of the Bailiwick of Jersey. Our history dates back more than 150 years, with origins in both Australia and the United States of America. Today, we are a global leader in developing and producing responsible packaging solutions across a variety of materials for food, beverage, pharmaceutical, medical, home and personal-care, and other products. Our global product innovation and sustainability expertise enable us to solve packaging challenges around the world every day, producing a range of flexible packaging, rigid packaging, cartons, and closures, that are more functional, appealing, and cost effective for our customers and their consumers and importantly, more sustainable for the environment.

Expertise across Packaging Materials

    We believe that we are uniquely positioned to offer a variety of packaging solutions with a wide, differentiated portfolio of products enabled by our constant innovation and close partnerships with our customers. Our packaging expertise covers all main packaging materials including paper, aluminum, polymer resins, recycled, and bio-based materials and the sustainable use of recyclable materials.

Differentiated, Responsible Packaging Solutions

    Behind every one of our products stands a unique combination of technical know-how, business experience, and expertise. We work closely with our customers to identify feasible, high-performance, responsible packaging solutions based on their unique needs. Where solutions do not currently exist, we work to innovate new ones.

    Sustainability is comprehensively embedded across our business and is one of our most important and exciting opportunities for growth. For years, Amcor has been an industry leader in driving progress toward a circular economy for packaging. We aspire to improve the quality of lives, protect ecosystems, and preserve natural resources for future generations by offering a unique range of responsible packaging solutions, leveraging our global scale, reach, and expertise to meet our customers’ growing sustainability expectations. In January 2018, we became the world’s first packaging company to pledge that all our packaging would be designed to be recyclable, compostable, or reusable by 2025 and also committed to increasing the amount of recycled materials we use. In November 2022, we further increased our target for use of recycled materials to 30% by 2030. We continue making progress toward these commitments and leading in the development of a responsible packaging value chain through our innovations and partnerships. We have identified a clear path to meeting our sustainability ambitions and those of our customers by focusing on the three elements of responsible packaging – product innovation, consumer participation, and waste management infrastructure.

    For more information, see "Sustainability and Innovation” in this section.

Business Strategy

Strategy

    Our business strategy consists of three components: a focused portfolio, differentiated capabilities, and our aspiration to be THE leading global packaging company. To fulfill our aspiration, we are determined to win for our customers, employees, shareholders, and the environment.

Focused portfolio

    Our portfolio of businesses share certain important characteristics:

•A focus on primary packaging for fast-moving consumer goods and industrial applications,

•good industry structure,

•attractive relative growth, and

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•multiple paths for us to win through our leadership position, scale, and ability to differentiate our product offering through innovation.

    These criteria have led us to the focused portfolio of strong businesses we have today across: flexible and rigid packaging, specialty cartons, and closures.

Differentiated capabilities

    "The Amcor Way" describes the capabilities deployed consistently across Amcor that enable us to get leverage across our portfolio: Talent, Commercial Excellence, Operational Leadership, Innovation, and Cash and Capital Discipline. Our values of Safety, Integrity, Collaboration, Accountability, and Results and Outperformance guide our behavior, driving our winning aspiration to be THE leading global packaging company.

Shareholder value creation

    Through our portfolio of focused businesses and differentiated capabilities, we generate strong cash flow and redeploy cash to consistently create superior value for shareholders. The nature of our consumer and healthcare end markets means that, over time, volatility should be relatively low, measured on a constant currency basis. Long-term value creation has been strong and consistent and has reflected a combination of dividends, organic growth in the base business, and using free cash flow to pursue targeted acquisitions and/or returning cash to shareholders via share buybacks.

Segment Information

    Accounting Standards Codification ("ASC") 280, "Segment Reporting," establishes the standards for reporting information about segments in financial statements. In applying the criteria set forth in ASC 280, we have determined we have two reportable segments, Flexibles and Rigid Packaging. The reportable segments produce flexible packaging, rigid packaging, specialty cartons, and closure products, which are sold to customers participating in a range of attractive end use areas throughout Europe, North America, Latin America, Africa, and the Asia Pacific regions. Refer to Note 20, "Segments," of the notes to consolidated financial statements for financial information about reportable segments.

Flexibles Segment

    Our Flexibles Segment develops and supplies flexible packaging globally. With approximately 35,000 employees at 160 significant manufacturing and support facilities in 36 countries as of June 30, 2024, the Flexibles Segment is one of the world's largest suppliers of polymer resin, aluminum, and fiber based flexible packaging. In fiscal year 2024, Flexibles accounted for approximately 76% of consolidated net sales.

Rigid Packaging Segment

    Our Rigid Packaging Segment manufactures rigid packaging containers and related products in the Americas. As of June 30, 2024, the Rigid Packaging Segment employed approximately 5,000 employees at 52 significant manufacturing and support facilities in 11 countries. In fiscal year 2024, Rigid Packaging accounted for approximately 24% of consolidated net sales.

Marketing, Distribution, and Competition

    Our sales are made through a variety of distribution channels, but predominantly through our direct sales force. Sales offices and plants are located primarily throughout Europe, North America, Latin America, and the Asia-Pacific regions to provide prompt and economical service to thousands of customers. Our technically trained sales force is supported by product development engineers, design technicians, field service technicians, and customer service teams.

    We did not have sales to a single customer that exceeded 10% of consolidated net sales in the last three fiscal years.

    The major markets in which we sell our products historically have been, and continue to be, highly competitive. Areas of competition include service, sustainability, innovation, quality, and price. We consider ourselves to be a significant participant in the markets in which we operate. Competitors include AptarGroup, Inc., Ball Corporation, Berry Global Group, Inc, CCL Industries Inc., Crown Holdings, Inc., Graphic Packaging Holding Company, Huhtamaki Oyj, International Paper Company, Mayr-Melnhof Karton AG, O-I Glass, Inc., Sealed Air Corporation, Silgan Holdings Inc., and Sonoco Products Company, and a variety of privately held companies.

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Backlog

    Working capital fluctuates throughout the year in relation to business volume and other marketplace conditions. We maintain inventory levels that provide a reasonable balance between obtaining raw materials at favorable prices and maintaining adequate inventory levels to enable us to fulfill our commitment to promptly fill customer orders. Manufacturing backlogs are not a significant factor in the markets in which we operate.

Raw Materials

    Polymer resins and films, paper, inks, solvents, adhesives, aluminum, and chemicals constitute the major raw materials we use. These are purchased from a variety of global industry sources, and we are not significantly dependent on any one supplier for our raw materials. While we have experienced industry-wide shortages of certain raw materials in the past, we have been able to manage supply disruptions by working closely with our suppliers and customers. Supply shortages, along with other factors, can lead and have in the past led to increased raw material price volatility. Increases in the price of raw materials are generally able to be passed on to customers including through contractual price mechanisms over time. We manage the risks associated with our supply chain and have generally been able to maintain adequate raw materials through relationship management, inventory management, and evaluation of alternative sources when practical. For more information, see "Item 1A. - Raw Materials — Price fluctuations or shortages in the availability of raw materials, energy, and other inputs could adversely affect our business.”

Intellectual Property

    We are the owner or licensee of more than a thousand United States and other country patents and patent applications that relate to our products, manufacturing processes, and equipment. We have a number of trademarks and trademark registrations in the United States and in other countries. We also keep certain technology and processes as trade secrets. Our patents, licenses, and trademarks collectively provide a competitive advantage. However, the loss of any single patent or license alone would not have a material adverse effect on our results of operations as a whole or those of our reportable segments. Patents, patent applications, and license agreements will expire or terminate over time by operation of law, in accordance with their terms, or otherwise.

Sustainability and Innovation

    Sustainability is comprehensively embedded across our business, from the investments we are making in packaging innovation and design, to our global collaboration strategy, to the work we undertake within our own operations and with our upstream and downstream partners to develop a more responsible packaging value chain.    

    We believe there will always be a role for the primary packaging we produce to preserve food, beverages, and healthcare products, protect consumers, and promote brands. Consumers also want cost effective, convenient, and easy to use packaging with a reduced environmental footprint and a responsible end of life solution. We have identified a clear path to provide food, beverages, and healthcare products to people around the world in a more sustainable way and meet our sustainability ambitions and those of our customers, by focusing on three key elements of responsible packaging: product innovation, consumer participation, and waste management infrastructure. We believe our commitment to responsible packaging is integral to our success. Our responsible packaging solutions address both how the product is made, as well as what happens after the consumer uses it, offering a wide variety of options to advance sustainability while meeting our customers’ specific packaging needs.

    Innovation is central to Amcor’s approach to sustainability and we spend approximately $100 million a year on research and development ("R&D"), not including ongoing investment in incremental continuous improvements. We are highly regarded for our innovation capabilities and have more than a thousand active patents, as well as a global network of Innovation Centers focused on bringing advanced packaging technologies and more sustainable material science to our markets around the world. We solve packaging challenges by developing differentiated products, services, and processes to protect our customers' products and fulfill the needs of the consumers who rely on them. Drawing on our unrivaled heritage in design, science, and manufacturing, over a thousand Amcor R&D professionals and engineers are constantly innovating across new materials, formats, functions, and technologies.

    We collaborate with like-minded partners, including customers and suppliers, in pursuit of innovative solutions to address some of the world’s most urgent challenges, including increasing recycling and reuse and reducing our environmental impacts. We also partner with non-governmental organizations, promising startups, and cross-industry initiatives and bodies. These partnerships enable us to learn, experience other perspectives, share our expertise, and expand our innovation. With our

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partners, we advocate for sound global design standards, better waste management infrastructure, and higher levels of consumer participation in recycling that will be required to develop a true circular economy for packaging.

    We know that our environmental footprint also extends beyond the products we create and we strive to reduce the environmental impacts of our operations. For more than a decade, our EnviroAction program has helped us significantly improve how we manage energy, greenhouse gas ("GHG") emissions, water, and waste in our manufacturing locations. In January 2022, we further increased our ambition by committing to set science-based targets to reduce GHG emissions and achieve net zero emissions by 2050. We submitted our near-term science-based targets in fiscal year 2023, and they were validated by the Science Based Targets initiative in fiscal year 2024. The new targets build on years of progress under our EnviroAction program. We also submitted our long-term net-zero science-based targets in fiscal year 2024 and expect they will be validated by the Science Based Targets Initiative in calendar year 2024. To support our ongoing process toward achieving science-based targets, we have developed a decarbonization strategy which focuses on five key GHG emission levers: renewable electricity, supply chain footprint reduction, recycled materials, product redesign, and operational efficiency.

    With our global scale, deep industry experience, and strong capabilities, we believe that we are uniquely positioned to lead the way in the design and development of more sustainable packaging, and this is one of the most important and exciting growth opportunities for Amcor.

Governmental Laws and Regulations

    Our operations and the real property we own, or lease, are subject to broad governmental laws and regulations, including environmental laws and regulations by multiple jurisdictions. These laws and regulations pertain to employee health and safety, the discharge of certain materials into the environment, handling and disposition of waste, cleanup of contaminated soil and ground water, other rules to control pollution and manage natural resources, and other government regulations. We believe that we are in substantial compliance with applicable health and safety laws, environmental laws and regulations based on the execution of our Environmental, Health, and Safety Management System and regular audits of those processes and systems. However, we cannot predict with certainty that we will not, in the future, incur liability with respect to noncompliance with health and safety laws, environmental laws and regulations due to contamination of sites formerly or currently owned or operated by us (including contamination caused by prior owners and operators of such sites) or the off-site disposal of regulated materials, or other broad government regulations which could be significant. In addition, these laws and regulations are constantly changing, and we cannot always anticipate these changes. Refer to Note 19, "Contingencies and Legal Proceedings," of the notes to consolidated financial statements for information about legal proceedings. For a more detailed description of the various laws and regulations that affect our business, see "Item 1A. - Risk Factors."

Seasonal Factors

    Our business and operations of each of the reportable segments is subject to moderate seasonality with demand usually increasing towards the end of our fiscal year due to increased demand for beverage and food products in certain markets. Historically, cash flow from operations has been lower in the first half of the fiscal year, and higher in the second half of the fiscal year, due to moderate seasonality, working capital requirements, and the timing of certain cash payments made in the first half of the year, including incentive compensation.

Research and Development

    Refer to section "Sustainability and Innovation" within "Item 1. - Business" of this Annual Report on Form 10-K, and to Note 2, "Significant Accounting Policies," of the notes to consolidated financial statements, for further information about our research and development activities, expenditures, and policies.

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Human Capital Management

Overview

    Amcor’s aspiration is to be ‘THE leading global packaging company'. Our people are core to the achievement of our aspiration. We believe we are winning for our people when they feel safe, engaged, and are developing as part of a high-performing, global team. We strive to build an outperformance culture in which we consistently deliver results and strive to surpass expectations. At Amcor, we are stronger because of the diverse strengths, styles, cultures, and experiences of our people. We aim to create inclusive working environments to ensure each colleague feels valued, treated with respect, encouraged to speak, and empowered to be their best.

    As of June 30, 2024, we had approximately 41,000 employees, including part-time and temporary workers, worldwide, with approximately 31% located in North America, 29% located in Europe, 21% located in Latin America, and 19% located in the Asia Pacific region. Collective bargaining agreements cover approximately 43% of our workforce. As of June 30, 2024, approximately 3% of our employees were working under expired contracts and approximately 20% were covered under collective bargaining agreements that expire within one year.

Health and Safety

    Safety is a core value at Amcor, as well as an integral component in our global Health and Safety programs. We take care of ourselves and each other, so everyone returns home safely every day. We champion a safe and healthy workplace, establish key accountabilities at all levels of the organization, and aspire to achieve a true culture of care and an injury-free Amcor. All our facilities are subject to global Environment, Health, and Safety ("EHS") standards which serve as blueprints for a safe and healthy workplace. We also have established policies, procedures, and training intended to minimize risks to people, property, and reputation.

    Our Board of Directors receives monthly reports on health and safety performance and compliance with our global EHS standards. During fiscal year 2024, we reduced the number of injuries by 12% and 73% of our sites were injury-free. Our Total Recordable Incident Rate ("TRIR") which is an annual rate of workplace injuries that we use to track our safety efforts, was 0.27 in fiscal year 2024, an improvement over fiscal year 2023 and reflecting a better performance than the industry average.

Talent Management and Development

    At Amcor, we are dedicated to attracting, developing, engaging, and retaining the best talent to deliver our 'Winning Aspiration' and ensure a strong succession pipeline for the future. Our fiscal years' 2023-2027 Human Capital Strategy is focused on ensuring that we have the right people in the right jobs at the right time to drive our growth agenda. We recognize that we grow our business by developing our people and placing people at the center of what we do. Our HR Strategy aims to create an exceptional employee experience through a range of ongoing initiatives focused on talent. We continue to focus on attracting, developing, engaging, and retaining the best talent and strengthening the Company’s succession pipeline for the future. Supported by our employment value proposition, we also undertake a variety of recruitment strategies to attract top talent.

    We have a range of executive development, leadership training, education, and awareness programs to help employees progress across all functions and experience levels. Examples of these global leadership programs include our Executive Development program (“EDP”) which targets our most senior leaders and provides them an immersive experience in strategy development and strategic talent management. We also have our Senior Leader Development program ("SLDP") focusing on developing strategic management skills and inclusive leadership.

    Additionally, we also deploy systems and processes to ensure our people have clear goals and are empowered to achieve them. Through performance management, we align these goals to business targets, providing line of sight so each employee understands how they contribute to our success. Through formal reviews, performance coaching, and feedback, our leaders implement a rigorous cycle to foster talent.

Diversity, Equity & Inclusion ("DE&I")

    At Amcor, we’re committed to providing an inclusive environment that empowers us to achieve our full potential. Becoming THE leading global packaging company requires us to create a culture in which everyone feels encouraged to speak and compelled to listen.

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    Amcor values the diverse experience, strengths, styles, nationalities, and cultures of all our people. Our diversity, equity, and inclusion strategy is based on four key pillars:

Talent - Supporting the growth and diversification of our talent through mentoring and our hiring practices.

Under the Talent Pillar, the Amcor Leadership Mentoring Program is ongoing for the second year. The program aims to develop emerging female talent by connecting them with senior leaders as well as through workshops and networking opportunities. In addition, we are working towards diversifying our global talent pool by reducing unconscious bias from talent attraction and development through a number of initiatives.

Community - Promoting our employee resource groups and local grassroots plant initiatives.

Under the Community Pillar, we have established a global network of DE&I representatives from all business groups and corporate functions to come together, share their experiences, and support the execution of our agenda across Amcor. The network also shares regular updates with the Global Management Team. Our Employee Resource Groups are an important part of the Community Pillar that support the DE&I strategy through local initiatives relevant to the countries and regions they are located in.

Awareness and Training - Providing more coordination and information around training opportunities.

Under the Awareness and Training Pillar, our DE&I training calendar provides an overview of opportunities for Amcor colleagues to build knowledge and capabilities, aligning the entire organization on DE&I topics. Business groups organize these sessions in a variety of formats, including live small-group seminars, large-group webinars, and e-learnings. Participants also receive supporting materials to better enable post-training reinforcement of learnings, including tips and reflection checks.

Data and Reporting - Communicating our work and progress accurately and effectively to internal and external stakeholders.

Under the Data and Reporting Pillar, progress is measured in a variety of ways, such as through feedback from individuals engaged in DE&I initiatives, community representatives, and members of employee resource groups. We also receive feedback from across the organization through our engagement survey scores, including scores related to DE&I. We continue to improve our scores by taking action both regionally and globally.

    We focus on strengthening 'talent through diversity' and progress is reported to our Board annually. We continually review opportunities to strengthen our diversity transparency practices while adhering to privacy legislation in certain regions where we operate. The Board receives an annual report on our progress towards its DE&I efforts.

    As of June 30, 2024, 44% of our Board and 27% of our Global Management Team is composed of women.

Engagement

    At Amcor, we believe strongly in engagement being a key driver of performance and we prioritize engagement through various initiatives. In addition to the annual global engagement survey where we provide all employees an opportunity to share anonymous feedback across a variety of topics, we conduct regular feedback sessions and town halls to gather insights and foster open communication. Management is focused on continuously improving our employee's engagement and our engagement results help to drive action on various topics globally as well as locally in an effort to continuously improve employee engagement.

Ethics

    Good corporate governance and transparency are fundamental to achieving our aspirations. Our employees are expected to act with integrity and objectivity and to always strive to enhance our reputation and performance.

    We maintain a Code of Business Conduct and Ethics Policy which is signed by every Amcor employee and provides our framework for making ethical business decisions. We provide targeted training across the globe to reinforce our commitment to ethics and drive adherence to the national laws in each country in which we operate.

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Information about our Executive Officers

    The following sets forth the name, age, and business experience for at least the last five years of our executive officers. Unless otherwise indicated, positions shown are with Amcor.

Name (Age)	Positions Held	Period the Position was Held
Peter Konieczny (59)	Interim Chief Executive Officer	2024 to present
	Chief Commercial Officer	2021 to 2024
	President, Amcor Flexibles Europe, Middle East and Africa	2015 to 2021
Michael Casamento (53)	Executive VP, Finance and Chief Financial Officer	2015 to present
	VP, Corporate Finance	2014 to 2015
Susana Suarez Gonzalez (55)	Executive VP and Chief Human Resources Officer	2022 to present
	Executive VP, Chief Human Resources and Diversity & Inclusion Officer, International Flavors and Fragrances	2016 to 2022
Deborah Rasin (57)	Executive VP and General Counsel	2022 to present
	Senior VP, Chief Legal Officer and Secretary, Hill-Rom Holdings	2016 to 2022
Eric Roegner (54)	President, Amcor Rigid Packaging	2018 to present
	Executive Leadership Roles, Arconic, Inc. (f/k/a Alcoa Inc.)	2006 to 2018
Fred Stephan (59)	President, Amcor Flexibles North America	2019 to present
	President, Bemis North America	2017 to 2019
	Senior VP and General Manager of the Insulation Systems - Johns Manville	2011 to 2017
Ian Wilson (66)	Executive VP, Strategy and Development	2000 to present
Michael Zacka (57)	President, Amcor Flexibles Europe, Middle East and Africa	2021 to present
	President, Amcor Flexibles Asia Pacific and Chief Commercial Officer	2017 to 2021
	Tetra Pak Global Leadership Team	1996 to 2017

Available Information

    We are a large accelerated filer (as defined in the Securities Exchange Act of 1934, as amended (the “Exchange Act”) Rule 12b-2) and we are also an electronic filer. Electronically filed reports (Forms 4, 8-K, 10-K, 10-Q, S-3, S-8, etc.) can be accessed at the SEC's website (http://www.sec.gov). We make available free of charge (other than an investor’s own Internet access charges) through the Investor Relations section of our website (http://www.amcor.com/investors), under "Financial Information" and then "SEC Filings," our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and if applicable, amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC. You may also obtain these reports by writing to us, Attention: Investor Relations, Amcor plc, Level 11, 60 City Road, Southbank, VIC, 3006, Australia. We are not including the information contained on our website as part of, or incorporating it by reference into, this Annual Report on Form 10-K.

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Item 1A. - Risk Factors

    The following factors, as well as factors described elsewhere in this Annual Report on Form 10-K, or in other filings by us with the Securities and Exchange Commission, could have a material adverse effect on our business, financial condition, results of operations, or cash flows. Other factors not presently known to us or that we presently believe are not material could also affect our business operations and financial results.

Strategic Risks

Changes in Consumer Demand — Demand for our products could be affected by a variety of factors, including changes in economic environment and regulations.

    Sales of our products and services depend heavily on the volume of sales made by our customers to consumers. Alternative consumer preferences for products in the industries that we serve or the packaging formats in which such products are delivered, whether as a result of changes in cost, economic environments, regulatory developments (including end user taxes), convenience or health, environmental, and social concerns, and perceptions, such as pressure to reduce packaging waste and the use of petrochemical components, may result in a decline in the demand for certain of our products or the obsolescence of some of our existing products. Any new products we produce may fail to meet sales or margin expectations due to various factors, including our or our customers' inability to accurately predict customer demand, end user preferences or movements in industry standards, or to develop products that meet consumer demand in a timely and cost-effective manner.

    Changing preferences for products and packaging formats may result in increased demand for other products we produce. However, if changing preferences are not offset by demand for new or alternative products, changes in consumer preferences could have a material adverse effect on our business, financial condition, results of operations, or cash flows.

Key Customers and Customer Consolidation — The loss of key customers, a reduction in their production requirements or consolidation among key customers could have a significant adverse impact on our sales revenue and profitability.

    Relationships with our customers are fundamental to our success, particularly given the nature of the packaging industry and other supply choices available to customers. While we do not have a single customer accounting for more than 10% of our net sales, customer concentration can be more pronounced within certain businesses. Consequently, the loss of any of our key customers or any significant reduction in their production requirements, or an adverse change in the terms of our supply agreements with them, could reduce our sales revenue and net profit. In addition, geopolitical tensions, wars, and terrorism can impact local demand for our products. Although we have been largely successful in maintaining customer relationships in the past, there is no assurance that existing customer relationships will be renewed at existing volume, product mix, or price levels, or at all.

    Customers with operations subject to physical risks, including those caused by natural disasters and adverse weather conditions related to climate change, may relocate production to less affected areas, which could be beyond the range of Amcor's production sites. Supplying such relocated facilities may lead to additional costs. New regulations can also affect our relationships with customers. Any loss, change, or other adverse event related to our key customer relationships could have a material adverse effect on our business, financial condition, results of operations, or cash flows.

    Furthermore, in recent years, some of our customers have acquired companies with similar or complementary product lines. This consolidation has increased the concentration of our business with these customers. Such consolidation may be accompanied by pressure from customers for lower prices, reflecting the increase in the total volume of products purchased or the elimination of a price differential between the acquiring customer and the acquired company. While we have generally been successful in managing customer consolidations, increased pricing pressures from our customers could have a material adverse effect on our results of operations or cash flows.

Competition — We face significant competition in the industries and regions in which we operate, which could adversely affect our business.

    We operate in highly competitive geographies and end use areas, each with varying barriers to entry, industry structures, and competitive behavior. We regularly bid for new and continuing business in the industries and regions in which we operate, and we continually adapt to changes in consumer demand. While we cannot predict with certainty the changes that may impact our competitiveness, the main methods of competition in the general packaging industry include price, innovation, sustainability, service, and quality.

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    The loss of business from our larger customers, or the renewal of business on less favorable terms, may have a significant impact on our operating results. Additionally, our competitors may develop or utilize disruptive technologies or other technological innovations that could increase their ability to compete for our current or potential customers. Our failure to adequately respond to the actions that established or potential competitors take could materially affect our ability to implement our plans and materially adversely affect our business, financial condition, results of operations, or cash flows.

Expanding Our Current Business — We may be unable to expand our current business effectively through organic growth, including product innovation, investments, or acquisitions.

    Our business strategy includes both organic expansion of our existing operations, particularly through efforts to strengthen and expand relationships with customers in emerging markets, product innovation (including to address changes in the industry or regulatory environments) and expansion through investments and acquisitions. However, we may not be able to execute our strategy effectively for reasons within and outside our control. Our ability to grow organically may be limited by, among other things, extensive saturation in the locations in which we operate or a change or reduction in our customers’ growth plans due to changing economic conditions, strategic priorities, or otherwise. For many of our businesses, organic growth depends on product innovation, new product development, and timely responses to changing consumer demands and preferences. Consequently, failure to develop new or improved products in response to changing consumer preferences in a timely manner may hinder our growth potential, impact our competitive position, and adversely affect our business and results of operations.

    Additionally, we have pursued growth through acquisitions, and there can be no assurance that we will be able to identify suitable acquisition targets in the right geographic regions and with the right participation strategy in the future, or to complete such acquisitions on acceptable terms or at all. If we are unable to identify acquisition targets that meet our investment criteria and close such transactions on acceptable terms, our potential for growth by way of acquisition may be restricted, which could have a material adverse effect on the achievement of our strategy and the resulting expected financial benefits.

    We also may face challenges in integrating acquisitions with our existing operations. These challenges could include difficulties in integrating or consolidating business processes and systems, as well as challenges in integrating business cultures, which may result in synergies from acquisitions not being fully realized or taking longer to realize than expected or incurring additional costs to do so. Further, in pursuing growth through acquisitions, we face additional risks common with an acquisition strategy, including failure to identify significant contingencies or legal liabilities in the due diligence process, diversion of management's attention from existing business, and interruptions to normal business operations resulting from the process of integrating operations.

    We have also invested in companies in which we do not exercise control. Our investment partners or other parties that hold the remaining ownership interests in companies that we do not control may not have interests that are aligned with our goals. We have incurred losses in our equity method investments in the past, and the recognition of our proportionate share of our investees' results in the future could adversely affect our results of operations. In addition, our equity method investments are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of our investment is not recoverable. If we determine that an investment is other-than-temporarily impaired, the resulting impairment charge could adversely affect our results of operations. We have recognized impairment losses in the past in connection with our investments and we may be required to do so again in the future.

Operational Risks

Global Economic Conditions — Challenging global economic conditions, have had, and may continue to have, a negative impact on our business operations and financial results.

    Demand for our products and services depends on consumer demand for our packaging products, including packaged food, beverages, healthcare, personal care, agribusiness, industrial, and other consumer goods. Geopolitical events, such as increased trade barriers or restrictions on global trade, political, financial, or social instability, wars, civil or social unrest, natural disasters, or health crises, could result in general economic downturns, such as a recession or economic slowdown, and could adversely affect our business operations and financial results.

    Recent global economic challenges, including the conflict between Russia and Ukraine, the Middle East conflict, increasing tensions between China and Taiwan, and relatively high inflation and interest rates, may continue to put pressure on our business. Current and future unrest in regions where we operate, and political developments, could have a material impact on our financial condition.

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    When challenging economic conditions exist, our customers may delay, decrease, or cancel purchases from us, and may also delay payments or fail to pay us altogether. For example, during the first half of fiscal year 2024, our net sales were impacted by volume declines primarily attributed to destocking and lower consumer demand. Suppliers may also have difficulties filling our orders and we may have difficulties getting our products to customers, which may affect our ability to meet customer demands and result in a loss of business. Weakened global economic conditions may also result in unfavorable changes in our product prices and product mix and lower profit margins. Although we take measures to mitigate the impact of inflation, including through pricing actions and productivity programs, if these actions are not effective, our cash flow, financial condition, and results of operations could be materially and adversely impacted. In addition, there could be a time lag between recognizing the benefit of our mitigating actions and the impact of inflation and there is no guarantee that our mitigating measures will fully offset the impacts of inflation.

International Operations — Our international operations subject us to various risks that could adversely affect our business operations and financial results.

    We have operations throughout the world, including facilities in emerging markets. In fiscal year 2024, approximately 73% of our sales revenue came from developed markets and 27% came from emerging markets. We expect to continue to expand our operations in the future, including in the emerging markets.

    Managing global operations is complex, particularly due to substantial differences in the cultural, political, and regulatory environments of the countries where we operate. In addition, many countries where we have operations, including Argentina, Brazil, China, Colombia, India, and Peru, have legal, regulatory, or political systems, that are dynamic and subject to change.

The profitability of our operations may be adversely impacted by, among other things:

•changes in applicable fiscal or regulatory regimes;

•changes in, or difficulties in interpreting and complying with, local laws, sanctions, and regulations, including tax, labor, foreign investment, and foreign exchange control laws;

•nullification, modification, or renegotiation of, or difficulties or delays in enforcing contracts with clients or joint venture partners that are subject to local law;

•reversal of current political, judicial, or administrative policies encouraging foreign investment or foreign trade, or related to the use of local agents, representatives, or partners in relevant jurisdictions;

•trade restrictions, sanctions, and quotas;

•wars, acts of terrorism, social and ethnic unrest, and geopolitical events;

•pandemics and other health crises impacting different regions of the world unequally;

•difficulties associated with nationalization or expropriation of assets, or expatriating or repatriating cash generated or held abroad; and

•changes in exchange rates and inflation, including hyperinflation.

    Furthermore, prolonged periods of economic, legal, regulatory, or political instability in the emerging markets where we operate could have a material adverse effect on our business, cash flow, financial condition, and results of operations.

    The conflict between Russia and Ukraine has negatively impacted the global economy and led to various economic sanctions being imposed by the U.S., the European Union, the United Kingdom, and other countries against Russia. It is not possible to predict the broader or longer-term consequences of this conflict. Continued escalation of geopolitical tensions, including the conflict in the Middle East and tensions between China and Taiwan, could result in the loss of property, supply chain disruptions, significant inflationary pressure on raw material prices and other resources (such as energy and natural gas), fluctuations in our customers’ buying patterns given regional shortages of food ingredients and other factors, credit and capital market disruption which could impact our ability to obtain financing, increase in interest rates, and adverse foreign exchange impacts. These broader consequences could have a material adverse effect on our business, cash flow, financial condition, and results of operations.

    Our international operations involve limited sales to entities located in countries subject to economic sanctions administered by the U.S. Office of Foreign Assets Control, the U.S. Department of State, and the U.S. Department of Commerce and other applicable national and supranational organizations (collectively, "Sanctions"). We also operate in certain countries that are occasionally subject to Sanctions, which require us to maintain internal processes and control procedures. Failure to do so could result in breach by our employees of various laws and regulations, including those relating to money laundering, corruption, export control, fraud, bribery, insider trading, antitrust, competition, and economic sanctions, whether due to a lack of integrity or awareness or otherwise. Any such breach could result in sanctions (including fines and penalties) and could have a material adverse effect on our financial condition and reputation.

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Raw Materials — Price fluctuations or shortages in the availability of raw materials, energy, and other inputs could adversely affect our business.

    As a manufacturer of packaging products, our sales and profitability are dependent on the availability and cost of raw materials, labor, and other inputs, including energy. All of the raw materials we use are purchased from third parties, and our primary inputs include polymer resins and films, paper, inks, solvents, adhesives, aluminum, and chemicals. Prices for these raw materials are subject to substantial fluctuations that are beyond our control due to factors such as changing economic conditions (including inflation), currency and commodity price fluctuations, resource availability and other supply chain challenges, transportation costs, geopolitical risks (including the conflicts between Russia and Ukraine, and in the Middle East), pandemics and other health crises, an increase in the demand for products manufactured from recycled materials, weather conditions and natural disasters, environmental regulations related to greenhouse gas emissions, biodiversity and deforestation, human rights due diligence regulations, and other factors impacting supply and demand pressures. For example, energy prices have fluctuated significantly in the past few years and may fluctuate in the future which could negatively impact our results of operations.

    Additionally, changes in international trade policies in the countries in which we operate could materially impact the cost and supply of raw materials as duties are assessed on raw materials used in our production process and the global supply of key raw materials is disrupted. For example, in fiscal year 2024, the U.S. government assessed retroactive duties on a small number of our aluminum imports into the U.S. where it was determined that the rollstock originated from China. The introduction of new duties, tariffs, quotas, or other similar trade restrictions may have a negative impact on our business, financial condition, results of operations, or cash flows.

    While we have largely been able to successfully manage through any supply disruptions and related price volatility in the past, there is no assurance that we will be able to successfully navigate any future disruptions. Increases in costs and disruptions in supply can have a material adverse effect on our business and financial results. We seek to mitigate these risks through various strategies, including entering into contracts with certain customers that permit price adjustments to reflect increased raw material and other costs or by otherwise seeking to increase our prices to offset increases in raw material and other costs and seeking alternative sources of supply for key raw materials. However, there is no guarantee that we will be able to anticipate or mitigate commodity and input price movements or supply disruptions. In addition, there may be delays in adjusting prices to correspond with underlying raw material costs and corresponding impacts on our working capital and level of indebtedness and any failure to anticipate or mitigate against such movements could have a material adverse effect on our business, financial condition, results of operations, or cash flows.    

Commercial Risks — We are subject to production, supply, and other commercial risks, including counterparty credit risks, which may be exacerbated in times of economic volatility.

    We face a number of commercial risks, including (i) operational disruption, such as mechanical or technological failures, disruptions due to natural disasters, geopolitical conflicts, or health crises, each of which could lead to production loss and/or increased costs, (ii) shortages in manufacturing inputs due to the loss of key suppliers or their inability to supply inputs, and (iii) risks associated with development projects (such as cost overruns and delays).

    Supply or workforce shortages, fluctuations in freight costs, limitations on shipping capacity, or other disruptions in our supply chain, including sourcing materials from a single supplier or those that may occur related to wars, geopolitical tensions, natural disasters, health crises, or new regulations, could affect our ability to obtain timely delivery of raw materials, equipment, and other supplies, and in turn, adversely impact our ability to supply products to our customers. Additionally, severe weather events and other adverse effects of climate change could have negative effects on agricultural productivity, leading customers to face both availability and price challenges with agricultural commodities, which may impact the demand for our products. For example, in fiscal year 2023, adverse weather conditions in the United States reduced cattle herds, leading to a rise in meat prices, which ultimately contributed to lower meat packaging sales volumes which continued in the first half of fiscal year 2024. The potential magnitude of these commercial risks on our business, financial condition, results of operations, or cash flows could be material.

    Additionally, the insolvency of, or contractual default by, any of our customers, suppliers, and financial institutions, such as banks and insurance providers, may have a material adverse effect on our operations and financial condition. Such risks are exacerbated in times of economic volatility, either globally or in the geographies and industries in which our customers, suppliers, or financial institutions operate. If a counterparty defaults on its payment obligation to us, we may be unable to collect the amounts owed, and some or all of these outstanding amounts may need to be written off. If a counterparty becomes insolvent or is otherwise unable to meet its obligations in connection with a particular project, we may need to find a

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replacement to fulfill that party’s obligations or, alternatively, fulfill those obligations ourselves, which may be more expensive. The occurrence of any of these risks could have a material adverse effect on our business, financial condition, results of operations, or cash flows, which may result in a competitive disadvantage.

Health Crises — Our business and operations may be adversely affected by pandemics, epidemics, or other disease outbreaks.

    Our business and financial results may be negatively impacted by outbreaks of contagious diseases. Health crises have resulted in the past and could in the future result in supply chain disruptions due to the temporary closure of our facilities, the facilities of our suppliers, or other suppliers in our supply chain, the shut-down of customers’ operations, volatility in raw material costs, and labor shortages and may have broader global economic or geopolitical implications. In addition, any major animal disease outbreak could adversely impact the demand for our packaging. While we have established protocols to manage these potential impacts, the extent to which health crises may impact our business and operations is unknown and the effect on our business, financial condition, results of operations, or cash flows could be material.

Attracting, Motivating, and Retaining Skilled Workforce and Managing Key Transitions — If we are unable to attract, motivate, and retain our global executive management team and our other skilled workforce, and manage key transitions, we may be adversely affected.

    Our continued success depends on our ability to identify, attract, motivate, develop, and retain skilled and diverse personnel in our global executive management team and our operations. We focus on our talent acquisition processes, as well as our onboarding and talent and leadership programs, to ensure that our key new hires and skilled personnel’s efficiency and effectiveness align with Amcor’s values and ways of working. In March 2024, we announced the retirement of our Chief Executive Officer Ron Delia and the appointment of Peter Konieczny as our Interim Chief Executive Officer. Our Board of Directors has launched a search process for a permanent Chief Executive Officer. Any failure to successfully transition key roles could impact our ability to execute on our strategic plans, make it difficult to meet our performance objectives, and be disruptive to our business. In addition, there is no assurance that our Board of Directors will be successful in finding a permanent Chief Executive Officer in a timely manner which may create additional uncertainty among our employees, customers, suppliers, lenders, and investors, and which could negatively impact our business, financial condition, results of operations, cash flows, and share price.

    We are also impacted by regional labor shortages, inflationary pressures on wages, a competitive labor market, changing demographics, and changing work-life balance expectations. While we have been successful to date in responding to regional labor shortages and maintaining plans for continuity of succession, there can be no assurance that we will be able to manage future labor shortages or recruit, develop, assimilate, motivate, and retain employees in the future who actively promote and meet the standards of our culture.

Labor Disputes — Our business could be adversely affected by labor disputes and an inability to renew collective bargaining agreements at acceptable terms.

    Approximately 43% of our employees are covered by collective bargaining agreements. Although we have not experienced any significant labor disputes in recent years, we have experienced isolated work stoppages from time to time. We may experience labor disputes in the future, including protests and strikes, which could disrupt our business operations and have an adverse effect on our business and results of operations. We may also be unable to renegotiate collective bargaining agreements at acceptable terms. Renewal of collective bargaining agreements could also result in higher wages or benefits paid. Although we consider our relations with our employees to be good, we may be unable to maintain a satisfactory working relationship with our employees in the future. We may also be adversely affected by strikes and other labor disputes by the employees of our suppliers, customers, and other parties.

Physical Impacts of Climate Change - Our business is subject to physical risks related to climate change which could negatively impact our business operations and financial results.

    Climate change may have a progressively adverse impact on our business and those of our customers, suppliers, and partners. Many of the geographic areas where our production is located and where we conduct business may be affected by natural disasters, including snowstorms, extreme heat, hurricanes, flooding, forest fires, deforestation, loss of biodiversity, earthquakes, and drought. Such events may have a physical impact on our facilities, workforce, inventory, suppliers, and equipment and any unplanned downtime at any of our facilities could result in unabsorbed costs that could negatively impact

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our results of operations. Additionally, climate change may result in higher insurance premiums or the inability to insure certain risks.

    Longer-term climate change patterns could significantly alter supplier availability or customer demand, which is especially true for suppliers and customers who rely on supply chains routinely impacted by weather. For example, agricultural supply chains could be impacted by increased levels of drought or flooding and customers in coastal regions could be impacted by frequent flooding.

Information Technology and Cybersecurity Risks

Cybersecurity Risk — The disruption of our operations or risk of loss of our sensitive business information could negatively impact our financial condition and results of operations.

    Increased cyber-attacks, including computer viruses, ransomware, unauthorized access attempts, phishing, hacking, and other types of attacks pose a risk to the security and availability of our information technology systems, including those provided by third parties. Emerging artificial intelligence technologies may intensify these cybersecurity risks. In addition to traditional attacks, we face threats from sophisticated nation-state and nation-state-supported actors who engage in attacks, including advanced persistent threat intrusions. We have experienced and expect to continue to experience actual and attempted cyber-attacks on our information technology systems by threat parties of all types (including nation-states, criminal enterprises, individuals, or advanced persistent threat groups). Geopolitical turmoil, including as a result of the Russia-Ukraine conflict, evolution, scope, and sophistication of cyber-attacks, accessibility of our data by third parties through interconnected networks, and an increase in work-from-home arrangements heighten the risk of cyber-attacks. We have operational safeguards in place to detect and prevent cyber-attacks, such as employee training, monitoring of our networks and systems, ensuring strong data protection standards, and maintaining and upgrading security systems but it is virtually impossible to entirely eliminate this risk. To date, we have not experienced any significant impacts. However, our safeguards may not always be able to prevent a cyber-attack from impacting our systems and we may not be able to successfully and timely execute our business recovery protocol, which could have a material impact on our business, financial condition, results of operations, or cash flows. Further, as cybersecurity threats continue to evolve, we may be required to make significant investments to modify or enhance our systems to improve our ability to respond and recover. In addition, our customers, suppliers, and third-party service providers are susceptible to cyber-attacks and disruption to their information technology systems, which could result in reduced demand for our products or limit our ability to supply our products.

    We also maintain and have access to sensitive, confidential, or personal data or information that is subject to privacy and security laws, regulations, and customer controls. Data privacy laws and regulations continue to evolve and impose more complex and stringent requirements especially in the U.S., Europe, and China, which increases the complexity of our processes and associated costs. Despite our efforts to protect such information and to comply with privacy and data protection laws and regulations, our facilities and systems and those of our customers, suppliers, and third-party service providers may be vulnerable to security breaches, cyber-attacks, misplaced or lost data, and programming and/or user errors that could lead to the compromising of sensitive, confidential, or personal data or information, the improper use of our systems and networks, and the manipulation and destruction of data. Information system damages, disruptions, shutdowns, or compromises could result in production downtimes and operational disruptions, transaction errors, loss of customers and business opportunities, violation of privacy laws and legal liability, regulatory fines, penalties or intervention, negative publicity resulting in reputational damage, reimbursement or compensatory payments, and other costs, any of which could have an adverse effect on our business, financial condition, results of operations, or cash flows, which affect may be material and result in a competitive disadvantage. Although we attempt to mitigate these risks by employing a number of measures, our systems, networks, products, and services remain potentially vulnerable to advanced and persistent threats.

Information Technology — A failure or disruption in our information technology systems could disrupt our operations, compromise customer, employee, supplier, and other data, and could negatively affect our business.

    We rely on the successful and uninterrupted functioning of our information technology and control systems to securely manage operations and various business functions, and on various technologies to process, store, and report information about our business, and to interact with customers, suppliers, and employees around the world. In addition, our information systems rely on internal information technology systems and third-party systems, including cloud solutions, which require different security measures. These measures cover technical changes to our network security, organization, and governance changes as well as alignment of third-party suppliers on market standards. As with all information technology systems, our systems may be susceptible to damage, disruption, information loss, or shutdown due to a variety of factors including power outages, failures during the process of upgrading or replacing software, hardware failures, cyber-attacks (e.g., phishing, ransomware, computer viruses), natural disasters, telecommunications failures, user errors, unauthorized access, and malicious or accidental

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destruction, or catastrophic events. Infrastructure changes, including migration to new data centers or cloud solutions, updates or patches to our core software infrastructure, and changes in our data processing pipelines could lead to significant business disruptions due to human error in our deployment processes or third-party software errors. While we have established and regularly test our business disaster recovery plan, there is no guarantee that it will resolve issues resulting from those disruptions in a timely manner. We may suffer material adverse effects on our business, financial condition, results of operations, and cash flows.

Financial Risks

Indebtedness and Credit Rating — A significant increase in our indebtedness or a downgrade in our credit rating could reduce our operating flexibility, increase our borrowing costs, and negatively affect our financial condition and results of operations.

    As of June 30, 2024, we had $6.7 billion of debt outstanding, including borrowings of $1.4 billion under revolving credit facilities in an aggregate principal amount of $3.8 billion, and we are not restricted in incurring, and may incur, additional indebtedness in the future. Increased indebtedness could have significant consequences for our business and any investment in our securities, including increasing our vulnerability to adverse economic, industry or competitive developments; requiring more of our cash flows from operations to be used to pay principal and interest on our indebtedness, thus limiting our cash flows available to fund our operations, capital expenditures and other future business opportunities or the return of cash to our shareholders. Our ability to pay interest and repay the principal of our indebtedness is dependent on our ability to generate sufficient cash flows, which is dependent, in part, on prevailing economic and competitive conditions and certain legislative, regulatory, and other factors beyond our control. If we are unable to maintain sufficient cash flows from operations to meet our debt commitments, and related covenants, our financial condition and results of operations are likely to be materially adversely impacted. Additionally, conditions in financial markets could affect financial institutions with which we have relationships and could result in adverse effects on our ability to utilize fully our committed borrowing facilities. For example, a lender under the senior secured credit facilities may be unwilling or unable to fund a borrowing request, and we may not be able to replace such lender.

    We use cash provided by operations, commercial paper issuances, bank term loans, committed and uncommitted revolving credit facilities, asset divestitures, debt issuances, and equity issuances to meet our funding needs. Credit rating agencies rate our debt securities on many factors, including our financial results, their view of the general outlook for our industry, and their view of the general outlook for the global economy. Any significant additional indebtedness would likely negatively affect the credit ratings of our debt. Actions taken by the rating agencies include maintaining, upgrading, or downgrading the current rating or assigning a negative outlook, as occurred in May 2024 when one rating agency lowered its outlook from “stable” to “negative”, for a possible future downgrade. If rating agencies downgrade our credit rating, place us on a watch list, or if there are adverse market conditions, including disruptions in the commercial paper market, the impacts could include reduced access to commercial paper, credit, and capital markets, an increase in the cost of our borrowings or the fees associated with our bank credit facilities, or an increase in the credit spread incurred when issuing debt in the capital markets. While we have not experienced a significant financial impact from the negative outlook assigned by one credit rating agency, there is no assurance it will not have a significant impact in the future. Our desire to maintain the Company's investment grade rating may also cause us to take certain actions designed to improve our cash flow, including sale of assets, suspension or reduction of our dividend, or share buybacks, and reductions in capital expenditures and working capital. Refer to Item 7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations," "Liquidity and Capital Resources," of this Annual Report on Form 10-K for more information on our credit rating profile.

    In addition, a significant number of our operating subsidiaries are not guarantors of our indebtedness. In the event that any non-guarantor subsidiary becomes insolvent, liquidates, reorganizes, dissolves, or otherwise winds up, the assets of such subsidiary will be used to satisfy the claims of its creditors. The non-guarantor subsidiaries have no direct obligations in respect of our indebtedness, and therefore, a direct claim against any non-guarantor subsidiary and any claims to enforce payment on our indebtedness will be structurally subordinated to all of the claims of the creditors of our non-guarantor subsidiaries.

Interest Rates — Rising interest rates increase our borrowing costs on our variable rate indebtedness and could have other negative impacts.

     As of June 30, 2024, approximately 30% of our indebtedness was subject to variable interest rates. When interest rates increase, our debt service obligations on our variable rate indebtedness increase even when the amount borrowed remains the same. In order to dampen inflation, central banks around the world, including the U.S. Federal Reserve and the European Central Bank, have continued to maintain higher interest rates in fiscal year 2024 and this directly impacted and will continue to impact the amount of interest we pay on our variable rate obligations. Furthermore, sustained or continued increases in interest

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rates could increase the costs of obtaining new debt and refinancing existing fixed rate debt as well as variable rate indebtedness, negatively impacting our business, financial condition, results of operations, or cash flow.

    We manage exposure to interest rates by maintaining a mixture of fixed-rate and variable-rate debt, monitoring global interest rates, and, where appropriate, entering into various derivative instruments. However, if our derivative instruments are not effective in mitigating our interest rate risk, if we are under-hedged, or if a hedge provider defaults on their obligations under hedging arrangements, it could have a material adverse impact on our business, financial condition, results of operations, or cash flows.

    In addition, continued increases in interest rates could reduce the attractiveness of cash management programs we use, such as customer and supply chain finance programs, which could negatively impact our cash and working capital and increase our borrowings. Refer to Note 13, "Debt," of the notes to consolidated financial statements for information about our variable rate borrowings. Also refer to "Item 7A. - Quantitative and Qualitative Disclosures About Market Risk," including interest rate risk, in this Annual Report on Form 10-K.

Exchange Rates — We are exposed to foreign exchange rate risk.

    We are subject to foreign exchange rate risk, both transactional and translational, which may negatively affect our reported cash flow, financial condition, and results of operations. Transactional foreign exchange exposures are associated with transactions in currencies other than the entity's functional currency. Translational foreign exchange exposures result from exchange rate fluctuations in the conversion of entity functional currencies to U.S. dollars, our reporting currency, and may affect the reported value of our assets and liabilities and our income and expenses. In particular, our translational exposure may be impacted by movements in the exchange rate between the Euro, the Brazilian Real, the Swiss Franc, the Chinese Yuan, and the United Kingdom Pound Sterling against the U.S. dollar. Refer to "Item 7A. - Quantitative and Qualitative Disclosures About Market Risk," including foreign exchange risk, in this Annual Report on Form 10-K.

    Exchange rates between transactional currencies may change rapidly due to a variety of factors. In addition, we have recognized foreign exchange losses related to the currency devaluation in Argentina and its designation as a highly inflationary economy under U.S. GAAP. For example, in December 2023, Argentina's government devalued the Argentine peso relative to the U.S. dollar by approximately 55% following the election of a new President which adversely impacted the results and operations of our businesses in Argentina. Refer to Note 2, "Significant Accounting Policies," of the notes to consolidated financial statements in this Annual Report on Form 10-K for further information regarding highly inflationary accounting.

    To the extent currency devaluation occurs across our business, we are likely to experience a lag in the timing to pass through U.S. dollar-denominated input costs across our business, which would adversely impact our margins and profitability. As such, we may be exposed to future exchange rate fluctuations, and such fluctuations could have a material adverse effect on our reported cash flow, financial condition, and results of operations. Our Board of Directors has approved a hedging policy to limit and manage the risk of such foreign exchange fluctuations, however, if our hedges are not effective in mitigating our foreign currency risks, if we are under-hedged, or if a hedge provider defaults on their obligations under hedging arrangements, it could have a material adverse impact on our reported cash flow, financial condition, and results of operations.

Goodwill and Other Intangible Assets — A significant write-down of goodwill and/or other intangible assets would have a material adverse effect on our reported results of operations and financial position.

    As of June 30, 2024, we had $6.7 billion of goodwill and other intangible assets. We review our goodwill balance for impairment at least once a year and whenever events or a change in circumstances indicate that an impairment may have occurred using the appropriate business valuation methods in accordance with current accounting standards. Future changes in the cost of capital, market multiples, market growth, expected cash flows, or other factors may cause our goodwill and/or other intangible assets to be impaired, resulting in a non-cash charge in our results of operations to reduce the value of these assets to their fair value. Furthermore, if we make changes to our business strategy or if external conditions adversely affect our business operations, we could be required to record an impairment charge for goodwill and/or intangible assets, which could have a material adverse effect on our business, financial condition, and results of operations. We have identified the valuation of goodwill and other intangible assets as a critical accounting estimate. Refer to "Item 7. - Management’s Discussion and Analysis of Financial Condition and Results of Operations," "Critical Accounting Estimates and Judgments," of this Annual Report on Form 10-K.

Internal Controls — If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results which may adversely affect investor confidence and adversely impact our stock price.

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    We have been subject to the requirements of Section 404 of the Sarbanes-Oxley Act ("SOX") since fiscal year 2020. Management is responsible for establishing and maintaining adequate internal controls over financial reporting and while they meet the standards set forth in SOX, our internal control over financial reporting may not prevent or detect misstatements, as any controls or procedures, no matter how well designed and operated, can provide only reasonable assurance against misstatement. If we fail to maintain the adequacy of our internal controls, we could be subject to regulatory scrutiny, civil or criminal penalties, or litigation. In addition, failure to maintain adequate internal controls could result in financial statements that do not accurately reflect our financial condition, and we may be required to restate previously published financial information, which could lead to a material adverse effect on our operations, loss of investor confidence, and a negative impact on the trading price of our common stock.

Insurance — Our insurance policies, including our use of a captive insurance company, may not provide adequate protection against all of the risks we face.

    We seek protection from a number of our key operational risk exposures through the purchase of insurance. A significant portion of our insurance is placed in the insurance market with third-party reinsurers. Our policies with such third-party reinsurers cover a variety of risk exposures, including property damage and business interruption. Although we believe the coverage provided by such policies is consistent with industry practice, the insurance coverage does not insure us against all risks in our operations or all claims we may receive and there is no guarantee that any claims made under such policies will ultimately be paid or that we will be able to maintain such insurance at acceptable premium cost levels in the future.

    Additionally, we retain a portion of our insurable risk through a captive insurance company, Amcor Insurances Pte. Ltd., which is located in Singapore. Our captive insurance company collects annual premiums from our business groups and assumes specific risks relating to various risk exposures, including property damage. The captive insurance company may be required to make payments for insurance claims that exceed the captive's reserves, which could have a material adverse effect on our business, financial condition, results of operations, or cash flows.

Legal and Compliance Risks

Intellectual Property — Our inability to defend our intellectual property rights or intellectual property infringement claims against us could have an adverse impact on our ability to compete effectively.

    Our ability to compete effectively depends, in part, on our ability to protect and maintain the proprietary nature of our owned and licensed intellectual property. We own a number of patents on our products, aspects of our products, methods of use and/or methods of manufacturing, and we own, or have licenses to use, the material trademark and trade name rights used in connection with the packaging, marketing and distribution of our major products. We also rely on trade secrets, know-how, and other unpatented proprietary technology. If we are unable to detect the infringement of our intellectual property or to enforce our intellectual property rights, our competitive position may suffer. The unauthorized use of our intellectual property by someone else could reduce certain of our competitive advantages, cause us to lose sales, or otherwise harm our business.

    We attempt to protect and restrict access to our intellectual property and proprietary information by relying on the patent, trademark, copyright, and trade secret laws of the countries in which we operate, as well as non-disclosure agreements. However, it may be possible for a third-party to obtain our information without authorization, independently develop similar technologies, or breach a non-disclosure agreement entered into with us. Our pending patent applications and our pending trademark registration applications may not be allowed, or competitors may challenge the validity or scope of our patents or trademarks. Our competitors might avoid infringement by designing around our intellectual property rights or by developing non-infringing competing technologies. In addition, our patents, trademarks, and other intellectual property rights may not provide us with a significant competitive advantage. Furthermore, many of the countries in which we operate, particularly emerging markets, do not have intellectual property laws that protect proprietary rights as fully as the laws of more developed jurisdictions, such as the United States and the European Union. The costs associated with protecting our intellectual property rights could also adversely impact our business.

    Similarly, while we have not received any significant claims from third parties suggesting that we may be infringing, directly or indirectly, on their intellectual property rights, there can be no assurance that we will not receive such claims in the future. If we were held liable for a claim of infringement, we could be required to pay damages, obtain licenses, or cease making, using or selling certain products or technologies. Intellectual property litigation, which could result in substantial costs to us and divert the attention of management, may be necessary to protect our trade secrets or proprietary technology or for us to defend against claimed infringement of the rights of others and to determine the scope and validity of others’ proprietary rights. We may not prevail in any such litigation, and if we are unsuccessful, we may not be able to obtain any necessary

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licenses on reasonable terms or at all. Failure to protect our patents, trademarks, and other intellectual property rights could have a material adverse effect on our business, financial condition, results of operations, or cash flows.

Litigation — Litigation, including product liability claims and litigation related to Environmental, Social and Governance ("ESG") impacts, or regulatory developments could adversely affect our business operations and financial performance.

    We are, and in the future will likely become, involved in lawsuits, regulatory inquiries, and governmental and other legal proceedings that arise in the ordinary course of our business, including product liability claims, which may lead to financial or reputational damages. We may be exposed to litigation related to the environmental, health, and human rights impacts of our operations, products, and sourcing activities, as well as our external communications related to such topics. Given our global footprint, we are exposed to uncertainty regarding the regulatory environment. The timing of the final resolutions to lawsuits, regulatory actions and inquiries, and governmental and other legal proceedings is typically uncertain. Additionally, the possible outcomes of, or resolutions to, these proceedings could include adverse judgments or settlements, either of which could require substantial payments.

ESG Practices — Increasing scrutiny and changing expectations from investors, customers, suppliers, and governments with respect to our ESG practices and commitments may impose additional costs on us or expose us to additional risks.

    There is increased scrutiny from investors, customers, suppliers, governments, and other stakeholders on corporate ESG practices. Our commitment to sustainability and ESG practices remains at the core of our business, and we have established related goals and targets. For example, we have made a public commitment to achieve net zero greenhouse gas emissions by 2050 and have set interim emissions targets which have been approved by the Science Based Targets initiative ("SBTi"). However, our ESG practices may not meet the standards of all of our stakeholders, and advocacy groups may campaign for further changes. Many of our large, global customers are also committing to long-term targets to reduce greenhouse gas emissions within their supply chains. If we are unable to support our customers in achieving these reductions, customers may seek out competitors who are better able to support such reductions. A failure, or perceived failure, to respond to expectations of all parties, including with meeting our own climate-related and other ESG target ambitions, could cause harm to our business and reputation and have a negative impact on the trading price of our common stock. Moreover, not all of our competitors establish, or will be legally required to establish, climate or other ESG sustainability targets and goals at levels comparable to ours, which could result in competitors having lower supply chain, operating or compliance costs as well as reduced reputational and legal risks associated with not meeting such goals.

ESG Regulations — Changing ESG government regulations , including climate-related rules, may adversely affect our company.

    Numerous ESG-related legislative and regulatory initiatives, including those related to our products, operations, and sourcing activities, have been passed and are likely to continue to be introduced in the various jurisdictions in which we operate. These new ESG-related regulations are evolving rapidly, and the regulations being enacted are often not harmonized across the jurisdictions in which we operate, increasing the complexity and cost of compliance and exposing us to increased legal risks associated with compliance. Our failure to comply with ESG regulatory reporting requirements could result in fines, loss of reputation, and other negative impacts which could be material and the cost of compliance may negatively impact our business, financial condition, and results of operations.

    Additionally, increased regulation of emissions linked to climate change, including greenhouse gas emissions and other climate-related regulations, could potentially increase the cost of our operations due to increased costs of compliance (which may not be recoverable through adjustment of prices), increased cost of fossil fuel-based inputs and increased cost of energy intensive raw material inputs. We could also incur additional compliance costs for monitoring and reporting emissions and for maintaining permits. However, any such changes are uncertain, and we cannot predict the amount of additional capital expenses or operating expenses that would be necessary for compliance.

    Increased environmental legislation or regulation, including regulations related to extended producer responsibility ("EPR"), could result in higher costs for us in the form of higher raw material costs, increased energy and freight costs, new taxes on packaging products which could reduce demand for our products, and result in increased litigation. It is possible that certain materials might cease to be permitted to be used in our processes. Government bans of, or restrictions on, certain materials or packaging formats may close off markets to Amcor's business. For example, governmental authorities in the U.S., Europe and in other countries have become increasingly focused on the contamination of soil, air, and water exacerbated by the use of non-degradable chemicals, including per- and polyfluoroalkyl substances ("PFAS"). Various U.S. states have implemented, or are in the process of implementing, laws to restrict the use of PFAS in various applications, including in

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packaging materials. While we believe we are in compliance with existing regulations, the cost of compliance in the future to modify our products may be significant and adversely impact our financial position, results of operations, and cash flows.

    Increased social legislation or regulation, including requirements related to human rights due diligence and modern slavery reporting, could result in increased costs of compliance resulting from enhanced efforts to assess and remediate potential human rights risk across our global operations and supply chain. Gaps in our ability to identify potential human rights violations could lead to negative publicity or loss of business.

    We are a manufacturing entity that utilizes petrochemical-based raw materials to produce many of our products. Plastic bans or mandates to reduce plastic use may require shifts to more costly alternative materials or additional investment in the redesign of existing products and these costs might not be able to be passed on to our customers. Mandates to use certain types of materials, such as post-consumer recycled ("PCR") content, may lead to supply shortages and higher prices for those materials as current recycling rates may be insufficient to meet increased demand for PCR within and beyond the packaging industry.

    Additionally, a sizable portion of our business comes from healthcare packaging and food and beverage packaging, both highly regulated markets. Therefore, we are also subject to certain local and international standards related to such products. Compliance with these laws and regulations can require a significant expenditure of financial and employee resources. A failure to comply with these regulatory requirements could adversely affect our reputation, our results of operations or result in, among other things, litigation, revocation of required licenses, internal investigations, governmental investigations or proceedings, administrative enforcement actions, fines, and civil and criminal liability.

Operational EHS Risks — We are subject to costs and liabilities related to environment, health and safety ("EHS") laws and regulations, as well as changes in the global climate, that could adversely affect our business.

    We are required to comply with EHS laws, rules, and regulations in each of the countries in which we operate and do business. Federal, state, provincial, and local laws and requirements pertaining to workplace health and safety conditions are significant factors in our business to ensure our people at all locations are able to go home safely every day. Changes to these laws and requirements may result in additional costs and actions across the affected country and/or region. Various government agencies may promulgate new or modified legislation and implement special emphasis programs and enforcement actions that could impact specific Amcor operations covered by the respective programs.     

    Federal, state, provincial, foreign, and local environmental requirements relating to air, soil, and water quality, handling, discharge, storage, and disposal of a variety of substances, are also significant factors in our business, and changes to such requirements generally result in an increase to our costs of operations. We may be found to have environmental liability for the costs of remediating soil or water that is, or was, contaminated by us or a third-party at various facilities we own, used, or operate (including facilities that may be acquired by us in the future). For instance, an increase in legislation with respect to litter related to plastic packaging or related recycling programs may cause legislators in some countries and regions in which our products are sold to consider banning or limiting certain packaging formats or materials or applying taxes or fees on some types of our products. Legal proceedings may result in the imposition of fines or penalties, as well as mandated remediation programs, that require substantial, and in some instances, unplanned capital expenditures.

    We have incurred in the past and may incur in the future, fines, penalties, and legal costs relating to environmental matters, and costs relating to the damage of natural resources, lost property values, and toxic tort claims. Provisions are raised when it is considered probable that we have some liability, and the amount can be reasonably estimated. However, because the extent of potential environmental damage and the extent of our liability for such damage, is usually difficult to assess and may only be ascertained over a long period of time, our actual liability in such cases may end up being substantially higher than the currently provisioned amount. Accordingly, additional charges could be incurred that would have an adverse effect on our operating results and financial position, which may be material.

Tax Law Changes — Changes in tax laws or changes in our geographic mix of earnings could have a material impact on our financial condition and results of operations.

    We are subject to income and other taxes in the many jurisdictions in which we operate. Tax laws and regulations are complex and the determination of our global provision for income taxes and current and deferred tax assets and liabilities requires judgment and estimation. We are subject to routine examinations of our income tax returns, and tax authorities may disagree with our tax positions and assess additional tax. Our future income taxes could also be negatively impacted by our mix of earnings in the jurisdictions in which we operate being different than anticipated given differences in statutory tax rates in the countries in which we operate. In addition, we may be adversely impacted by certain tax policy efforts, including any tax law

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changes resulting from the Organization for Economic Cooperation and Development ("OECD") and the G20's inclusive framework on Base Erosion and Profit Shifting ("BEPS"), which has proposed a 15% global minimum tax applied on a country-by-country basis (the "Pillar Two rule"), and many countries (including countries in which we operate) have enacted or begun the process of enacting laws adopting the Pillar Two rule. The first component of the Pillar Two rule applies to us from July 1, 2024. While we do not currently expect the Pillar Two rule to have a material impact on our effective tax rate, our analysis is ongoing as the OECD continues to release guidance and as countries begin implementing legislation. Future developments could change our current assessment, and it is possible that the Pillar Two rule could adversely impact our tax rate and subsequent tax expense.

Risks Relating to Being a Jersey, Channel Islands Company Listing Ordinary Shares

Our ordinary shares are issued under the laws of Jersey, Channel Islands, which may not provide the level of legal certainty and transparency afforded by incorporation in a U.S. jurisdiction and which differ in some respects to the laws applicable to U.S. corporations.

    We are organized under the laws of Jersey, Channel Islands, a British crown dependency that is an island located off the coast of Normandy, France. Jersey is not a member of the European Union. Jersey, Channel Islands legislation regarding companies is largely based on English corporate law principles. The rights of holders of our ordinary shares are governed by Jersey law, including the Companies (Jersey) Law 1991, as amended, and by the Amcor Articles of Association, as may be amended from time to time. These rights differ in some respects from the rights of other shareholders in corporations incorporated in the United States. Further, there can be no assurance that the laws of Jersey, Channel Islands, will not change in the future or that they will serve to protect investors in a similar fashion afforded under corporate law principles in the U.S., which could adversely affect the rights of investors.

U.S. shareholders may not be able to enforce civil liabilities against us.

    A significant portion of our assets is located outside of the United States and several of our directors and officers are citizens or residents of jurisdictions outside of the United States. As a result, it may be difficult for investors to successfully serve a claim within the United States upon those non-U.S. directors and officers, or to enforce judgments realized in the United States.

    Judgments of U.S. courts may not be directly enforceable outside of the U.S. and the enforcement of judgments of U.S. courts outside of the U.S., including those in Australia and Jersey, may be subject to limitations. Investors may also have difficulties pursuing an original action brought in a court in a jurisdiction outside the U.S., including Australia and Jersey, for liabilities under the securities laws of the U.S. Additionally, our Articles of Association provide that while the Royal Court of Jersey will have non-exclusive jurisdiction over actions brought against us, the Royal Court of Jersey will be the sole and exclusive forum for derivative shareholder actions, actions for breach of fiduciary duty by our directors and officers, actions arising out of Companies (Jersey) Law 1991, as amended, or actions asserting a claim against our directors or officers governed by the internal affairs doctrine. The exclusive forum provision would not prevent derivative shareholder actions based on claims arising under U.S. federal securities laws from being raised in a U.S. court and would not prevent a U.S. court from asserting jurisdiction over such claims. However, there is uncertainty whether a U.S. or Jersey court would enforce the exclusive forum provision for actions claiming breach of fiduciary duty and other claims.

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Item 1B. - Unresolved Staff Comments

    None.

Item 1C. - Cybersecurity

    We engage in an annual enterprise-wide risk assessment process which includes an evaluation of cybersecurity risks. We recognize the critical importance of securing the information of the Company’s customers, vendors, and employees and maintaining the security of our systems and data and have developed a comprehensive cybersecurity incident response plan.

Governance

    While everyone at the Company plays a part in managing cybersecurity risks, oversight responsibility is shared by the Board of Directors, the Audit Committee, and management. The full Board of Directors receives an annual information technology report and an update from management, which includes an update on our cybersecurity efforts. The Board of Directors has delegated to the Audit Committee the review of the quarterly cybersecurity reports from management, which outline our cybersecurity risk management framework and include updates on our completed, on-going, and planned actions relating to cybersecurity risks.

    Our Chief Information Security Officer ("CISO") leads our global Security Operations Center and has over 20 years of experience in cybersecurity, including serving in similar roles at other public companies. Our CISO reports to our Vice President of Information Technology who has 28 years of experience in Manufacturing and Financial Services and has been leading our IT function for 14 years. Our Vice President of Information Technology reports to our Chief Financial Officer. Our employees supporting our information security program have relevant educational and industry experience.

    Our Security Operations Center team members have extensive experience in deploying and operating cybersecurity technologies which is enhanced on an ongoing basis through interactions with third party experts we employ to help protect the Company from cybersecurity threats. In addition, we maintain a global cross functional cyber crisis team which is responsible for evaluating cybersecurity threats and overseeing compliance with regulatory security requirements.

Risk Management and Strategy

    We have implemented an extensive cybersecurity program that leverages the National Institute of Standards and Technology ("NIST") Cybersecurity Framework. Our cybersecurity program is designed to assess, identify, and manage risks from cybersecurity threats while maintaining the confidentiality and availability of our information systems. We have adopted physical, technological, and administrative controls on data security, and have a defined procedure for data incident detection, containment, response, and remediation. We perform periodic assessments to identify and assess cybersecurity risks, including through the utilization of third parties to assess our system vulnerabilities. We also regularly train employees on cybersecurity risks, including through monthly phishing simulations.

    We perform cybersecurity risk assessments of the third-party vendors we utilize and have processes to identify cybersecurity risks posed by using third-party systems. We also request our third-party vendors to promptly notify us of any actual or suspected breach that could impact our data or operations.

    Our global footprint exposes us to numerous and evolving cybersecurity risks that could have an adverse effect on our business, financial condition, and results of operations. To date, we have not experienced any significant impacts from cybersecurity threats. However, our safeguards may not always be able to prevent a cyber-attack from impacting our systems or successfully execute our business recovery protocol, which could have a material impact on our business, financial condition, results of operations, or cash flows. Refer to the risk factor captioned “Cybersecurity Risk – The disruption of our operations or risk of loss of our sensitive business information could negatively impact our financial condition and results of operations” in "Item 1A. - Risk Factors" of this Annual Report on Form 10-K for additional narrative on our cybersecurity risks and the potential related impacts to us.

Item 2. - Properties

    We consider our plants and other physical properties, whether owned or leased, to be suitable, adequate, and of sufficient productive capacity to meet the requirements of our business. Our manufacturing plants operate at varying levels of

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utilization depending on the type of operation and market conditions. The breakdown of our significant manufacturing and support facilities at June 30, 2024, was as follows:

Flexibles Segment

    This segment has 160 significant manufacturing and support facilities located in 36 countries, of which 111 are owned directly by us and 49 are leased from outside parties. Initial building lease terms typically provide for minimum terms in a range of two to 36 years and have one or more renewal options.

Rigid Packaging Segment

    This segment has 52 significant manufacturing and support facilities located in 11 countries, of which 12 are owned directly by us and 40 are leased from outside parties. Initial building lease terms typically provide for minimum terms in a range of two to 20 years and have one or more renewal options.

Corporate and General

    Our primary executive offices are located in Zurich, Switzerland.

Item 3. - Legal Proceedings

    Refer to Note 19, "Contingencies and Legal Proceedings," of the notes to consolidated financial statements for information about legal proceedings.

Item 4. - Mine Safety Disclosures

    Not applicable.

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PART II

Item 5. - Market for Registrant's Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

    Our ordinary shares are traded on the New York Stock Exchange (the "NYSE") under the symbol AMCR, and our CHESS Depositary Instruments ("CDIs") are traded on the Australian Securities Exchange (the "ASX") under the symbol AMC. As of June 30, 2024, there were 96,121 registered holders of record of our ordinary shares and CDIs.

Share Repurchases

    We did not repurchase shares during the three months ended June 30, 2024. The table below is presented in millions, except number of shares, which are reflected in thousands, and per share amounts, which are expressed in U.S. dollars:    

Period	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares That May Yet Be Purchased Under the Programs (1)
April 1 - 30, 2024	—	$	—	—	$	39
May 1 - 31, 2024	—	—		—	39
June 1 - 30, 2024	—	—		—	39
Total	—	$	—	—

(1)On February 7, 2023, our Board of Directors approved an on market share buyback of up to $100 million of ordinary shares and/or CDIs during the following twelve months. On February 6, 2024, our Board of Directors extended the approval for the remaining $39 million on market share buyback of ordinary shares and/or CDIs of the $100 million buyback for an additional twelve months. The timing, volume, and nature of share repurchases may be amended, suspended, or discontinued at any time.

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Shareholder Return Performance

    The information under this caption "Shareholder Return Performance" in this Item 5 of this Annual Report on Form 10-K is not deemed to be "soliciting material" or to be "filed" with the SEC or subject to Regulation 14A or 14C under the Exchange Act, or to the liabilities of Section 18 of the Exchange Act and will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent we specifically incorporate it by reference into such a filing.

    The line graph below illustrates our cumulative total shareholder return on our ordinary shares as compared with the cumulative total return of our Peer Group, the S&P 500 Index, the S&P 500 Materials Index, and the ASX 200 Index for the period beginning June 30, 2019. The graph assumes $100 was invested on June 30, 2019, and that all dividends were reinvested.

	June 30, 2019		June 30, 2020		June 30, 2021		June 30, 2022		June 30, 2023		June 30, 2024
Amcor plc	$	100.00	$	93.10	$	108.81	$	122.73	$	102.87	$	106.27
S&P 500	$	100.00	$	107.51	$	151.36	$	135.29	$	161.80	$	201.54
S&P 500 Materials	$	100.00	$	98.89	$	146.87	$	134.05	$	154.32	$	167.73
S&P/ASX 200	$	100.00	$	91.97	$	129.13	$	112.88	$	127.00	$	144.25
Peer Group	$	100.00	$	104.41	$	124.63	$	126.19	$	133.53	$	130.59

    The Peer Group consists of Ansell Limited, AptarGroup, Inc., Avery Dennison Corporation, Ball Corporation, Berry Global Group, Inc., Brambles Limited, Coles Group Limited, Conagra Brands, Inc., Crown Holdings, Inc., Danone SA, General Mills, Inc., Graphic Packaging Holding Company, Huhtamäki Oyj, International Paper Company, Johnson & Johnson, The Kraft Heinz Company, Mondelez International, Inc., Nestlé S.A., O-I Glass, Inc., Orora Limited, Pepsico, Inc., The Procter & Gamble Company, Sealed Air Corporation, Silgan Holdings Inc., Sonoco Products Company, Treasury Wine Estates Limited, Unilever PLC, Wesfarmers Limited, WestRock Company, and Woolworths Group Limited.

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Item 6. [Reserved]

Item 7. - Management's Discussion and Analysis of Financial Condition and Results of Operations

Management’s Discussion and Analysis should be read in conjunction with the Consolidated Financial Statements and related Notes included in Item 8 of this Annual Report on Form 10-K.

The following is a discussion and analysis of changes in the results of operations for fiscal year 2024 compared to fiscal year 2023. A discussion and analysis regarding our results of operations for fiscal year 2023, compared to fiscal year 2022 that are not included in this Annual Report on Form 10-K can be found in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended June 30, 2023, filed with the SEC on August 17, 2023 and incorporated by reference.

Two Year Review of Results

(in millions)	2024				2023
Net sales	$	13,640	100.0	%	$	14,694	100.0	%
Cost of sales	(10,928)		(80.1)		(11,969)		(81.5)
Gross profit	2,712		19.9		2,725		18.5
Operating expenses:
Selling, general, and administrative expenses	(1,260)		(9.2)		(1,246)		(8.5)
Research and development expenses	(106)		(0.8)		(101)		(0.7)
Restructuring, impairment, and other related activities, net	(97)		(0.7)		104		0.7
Other income/(expenses), net	(35)		(0.3)		26		0.2
Operating income	1,214		8.9		1,508		10.3
Interest income	38		0.3		31		0.2
Interest expense	(348)		(2.6)		(290)		(2.0)
Other non-operating income, net	3		—		2		—
Income before income taxes and equity in loss of affiliated companies	907		6.6		1,251		8.5
Income tax expense	(163)		(1.2)		(193)		(1.3)
Equity in loss of affiliated companies, net of tax	(4)		—		—		—
Net income	$	740	5.4	%	$	1,058	7.2	%
Net income attributable to non-controlling interests	(10)		(0.1)		(10)		(0.1)
Net income attributable to Amcor plc	$	730	5.4	%	$	1,048	7.1	%

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Overview

    Amcor is a global leader in developing and producing responsible packaging solutions across a variety of materials for food, beverage, pharmaceutical, medical, home and personal-care, and other products. We work with leading companies around the world to protect products, differentiate brands, and improve supply chains. We offer a range of innovative, differentiating flexible and rigid packaging, specialty cartons, closures and services. We are focused on making packaging that is increasingly recyclable, reusable, lighter weight, and made using an increasing amount of recycled content. In fiscal year 2024, 41,000 Amcor people generated $13.6 billion in annual sales from operations that span 212 locations in 40 countries.    

Significant Developments Affecting the Periods Presented

Economic and Market Conditions

    After experiencing more challenging market conditions in calendar year 2023 which impacted both fiscal year 2023 and fiscal year 2024 with softer consumer and customer demand and increased destocking, customer volume trajectory sequentially improved in the second half of fiscal year 2024 with a return to volume growth in the fourth quarter of fiscal year 2024. The improvement in the second half of fiscal year 2024 is attributed primarily to the abatement of destocking across many end markets and higher customer demand in parts of our business. While we continue to be impacted by softer consumer demand and customer order volatility in certain markets, and higher inflation in certain areas, such as labor costs, we have flexed our cost base to adjust to market conditions. Higher inflation, especially in Europe and the United States over the last two fiscal years, has led central banks to rapidly raise interest rates to dampen inflation which has resulted in higher interest expense on our variable rate debt, particularly on U.S. dollar and Euro denominated debt.

    The underlying causes for the market volatility experienced can be attributed to a variety of factors, such as geopolitical tension and conflicts, higher inflation in many economies impacting consumption and consumer demand, and customer destocking following a period of supply chain constraints. In this context, we have remained focused on taking price and cost actions to offset inflation, aligning our cost base with market dynamics, and managing working capital.

Russia-Ukraine Conflict / 2023 Restructuring Plan

    Russia's invasion of Ukraine that began in February 2022 continues as of the date of the filing of this annual report. In advance of the invasion, we proactively suspended operations at our small manufacturing site in Ukraine. We also operated three manufacturing facilities in Russia ("Russian business") until their sale on December 23, 2022, for net cash proceeds of $365 million. In addition, we repatriated approximately $65 million in cash held in Russia as part of the transaction. We recorded a pre-tax net gain on sale of $215 million. The carrying value of the Russian business had previously been impaired by $90 million in the quarter ended June 30, 2022.

    On February 7, 2023, we announced that we expect to invest $110 million to $130 million of the sale proceeds from the Russian business in various cost savings initiatives to partly offset divested earnings from the Russian business (the "2023 Restructuring Plan" or the "Plan"). We expect total Plan cash and non-cash net expenses to total approximately $220 million, of which approximately $130 million is expected to result in net cash expenditures. Of the remaining cash received from the sale of the Russian business, we allocated $100 million to repurchase shares and the remainder was used to reduce debt. From the initiation of the Plan through June 30, 2024, we have incurred $82 million in employee related expenses, $31 million in fixed asset related expenses, $47 million in other restructuring expenses, and $21 million in restructuring related expenses. To date, the Plan has resulted in approximately $70 million of net cash outflows.

    Management initiated other restructuring actions in the fourth quarter of fiscal year 2022 to help mitigate the impact of the Russian sale. Management expects to realize an annualized pre-tax benefit of approximately $50 million from structural cost reduction actions taken as a result of all Russia related restructuring by the end of fiscal year 2025.

    For further information, refer to Note 4, "Restructuring, Impairment, and Other Related Activities, Net," and Note 6, "Restructuring" of "Part II, Item 8, Notes to Consolidated Financial Statements."

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Highly Inflationary Accounting

    We have subsidiaries in Argentina that historically had a functional currency of the Argentine Peso. As of June 30, 2018, the Argentine economy was designated as highly inflationary for accounting purposes. Accordingly, beginning July 1, 2018, we began reporting the financial results of our Argentine subsidiaries with a functional currency of the Argentine Peso at the functional currency of the parent, which is the U.S. dollar. Following the governmental election in the second quarter of fiscal year 2024, Argentina devalued the Argentine Peso by approximately 55% against the U.S. dollar and the Argentine peso has since been relatively stable against the U.S. dollar. Highly inflationary accounting resulted in a negative impact of $53 million and $24 million in foreign currency transaction losses that were reflected in the consolidated statements of income for the fiscal years ended June 30, 2024, and 2023, respectively. Our operations in Argentina represented approximately 2% of our consolidated net sales and annual adjusted earnings before interest and tax in the last two fiscal years.

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Results of Operations

Consolidated Results of Operations

($ in millions, except per share data)	2024			2023
Net sales	$	13,640		$	14,694
Operating income	1,214			1,508
Operating income as a percentage of net sales	8.9		%	10.3		%
Net income attributable to Amcor plc	$	730		$	1,048
Diluted Earnings Per Share	$	0.505		$	0.705

    Net sales decreased by $1,054 million, or 7%, in fiscal year 2024, compared to fiscal year 2023. Excluding the positive currency impacts of $171 million, the negative impacts from the pass-through of lower raw material costs of $220 million, and the negative impact from the disposed Russian business of $156 million, the remaining decrease in net sales for fiscal year 2024 was $849 million, or 6%, reflecting 5% lower sales volumes and an unfavorable price/mix impact of 1%.

    Net income attributable to Amcor plc decreased by $318 million, or 30%, in fiscal year 2024, compared to fiscal year 2023. This is mainly due to the non-recurrence of the pre-tax net gain of $215 million on disposal of the Russian business in fiscal year 2023, a decrease in other income/(expenses), net of $61 million, primarily from the adverse impact on monetary balances from highly inflationary accounting in Argentina, and higher net interest expense of $51 million, offset by a decrease in income tax expense of $30 million.

    Diluted earnings per share ("Diluted EPS") decreased by $0.200, or 28%, in fiscal year 2024, compared to fiscal year 2023, with the net income attributable to ordinary shareholders of Amcor plc decreasing by 30% due to the above items and the diluted weighted-average number of shares outstanding decreasing by 2% in fiscal year 2024, compared to fiscal year 2023. The decrease in the diluted weighted-average number of shares outstanding was largely due to the repurchase of shares under previously announced share buyback programs.

Segment Results of Operations

    Flexibles Segment

($ in millions)	2024			2023
Net sales	$	10,332		$	11,154
Adjusted EBIT	1,395			1,429
Adjusted EBIT as a percentage of net sales	13.5		%	12.8		%

    Net sales decreased by $822 million, or 7%, in fiscal year 2024, compared to fiscal year 2023. Excluding the positive currency impacts of $141 million, the negative impacts from the pass-through of lower raw material costs of approximately $180 million, and the negative impact from the disposed Russian business of $156 million, the remaining variation in net sales for fiscal year 2024 was a decrease of approximately $625 million, or 6%. This stems from unfavorable sales volumes of 4%, mainly reflecting lower market and customer demand and destocking most notably within the first half of the year, and unfavorable price/mix impact of 2%.

    Adjusted earnings before interest and tax ("Adjusted EBIT") decreased by $34 million, or 2% in fiscal year 2024, compared to fiscal year 2023. Excluding positive currency impacts of $15 million and the negative net impact from the disposed Russian business of $50 million, the remaining variation in Adjusted EBIT for fiscal year 2024 was an increase of $1 million, reflecting the net positive effect of 7% from favorable operating cost performance more than offsetting unfavorable volumes, but largely offset by net negative price/mix of 7%.

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Rigid Packaging Segment

($ in millions)	2024			2023
Net sales	$	3,308		$	3,540
Adjusted EBIT	259			265
Adjusted EBIT as a percentage of net sales	7.8		%	7.5		%

    Net sales decreased by $232 million, or 7%, in fiscal year 2024, compared to fiscal year 2023. Excluding the positive currency impacts of $30 million and the negative impact from the pass-through of lower raw material costs of approximately $40 million, the remaining variation in net sales for fiscal year 2024 was a decrease of approximately $225 million, or 6%, reflecting unfavorable volumes of 8%, partly offset by price/mix benefits of approximately 2%.

    Adjusted EBIT decreased by $6 million, or 2%, in fiscal year 2024, compared to fiscal year 2023. Excluding the positive currency impacts of $3 million, the remaining variation in adjusted EBIT for fiscal year 2024 was a decrease of $9 million, or 4%, reflecting the net negative effect of 13% from unfavorable volumes and favorable operating cost performance, partly offset by favorable price/mix of 9%.

Consolidated Gross Profit

($ in millions)	2024			2023
Gross profit	$	2,712		$	2,725
Gross profit as a percentage of net sales	19.9		%	18.5		%

    Gross profit decreased by $13 million in fiscal year 2024, compared to fiscal year 2023. The decrease was primarily driven by the impact of the disposed Russian business and lower volumes. Gross profit as a percentage of sales increased to 19.9% for fiscal year 2024, driven by an improvement in operating cost performance.

Consolidated Selling, General, and Administrative ("SG&A") Expenses

($ in millions)	2024			2023
SG&A expenses	$	(1,260)		$	(1,246)
SG&A expenses as a percentage of net sales	(9.2)		%	(8.5)		%

    SG&A increased by $14 million, or 1%, in fiscal year 2024, compared to fiscal year 2023. The increase was primarily driven by the unfavorable impact of foreign currency translation of $15 million.

Consolidated Restructuring, Impairment and Other Related Activities, Net

($ in millions)	2024			2023
Restructuring, impairment, and other related activities, net	$	(97)		$	104
Restructuring, impairment, and other related activities, net, as a percentage of net sales	(0.7)		%	0.7		%

    Restructuring, impairment, and other related activities, net changed by $201 million, or 193%, in fiscal year 2024, compared to fiscal year 2023. The change was mainly a result of a pre-tax net gain of $215 million on the disposal of the Russian business in fiscal year 2023, partially offset by a decrease in restructuring and related expenses, net, of $14 million in the current year, primarily related to the 2023 Restructuring Plan.

Consolidated Other Income/(Expenses), Net

($ in millions)	2024			2023
Other income/(expenses), net	$	(35)		$	26
Other income/(expenses), net as a percentage of net sales	(0.3)		%	0.2		%

Other income/(expenses), net changed by $61 million, in fiscal year 2024, compared to fiscal year 2023, primarily from the $53 million adverse impact on monetary balances from highly inflationary accounting in Argentina.

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Consolidated Interest Income

($ in millions)	2024			2023
Interest income	$	38		$	31
Interest income as a percentage of net sales	0.3		%	0.2		%

    Interest income increased by $7 million, or 23%, in fiscal year 2024, compared to fiscal year 2023, driven by increased interest rates on cash balances.

Consolidated Interest Expense

($ in millions)	2024			2023
Interest expense	$	(348)		$	(290)
Interest expense as a percentage of net sales	(2.6)		%	(2.0)		%

    Interest expense increased by $58 million, or 20%, in fiscal year 2024, compared to fiscal year 2023, primarily driven by increased interest rates on U.S. dollar and Euro denominated variable rate debt.

Consolidated Income Tax Expense

($ in millions)	2024			2023
Income tax expense	$	(163)		$	(193)
Effective tax rate	18.0		%	15.4		%

    Income tax expense decreased by $30 million, or 16%, in fiscal year 2024, compared to fiscal year 2023, primarily due to lower earnings. The higher effective tax rate for fiscal year 2024 is largely attributable to the non-taxable gain on the disposal of the Russian business in the comparative period.

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Presentation of Non-GAAP Information

    This Annual Report on Form 10-K refers to non-GAAP financial measures: adjusted earnings before interest and taxes ("Adjusted EBIT"), earnings before interest and tax ("EBIT"), adjusted net income, and net debt. Such measures have not been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). These non-GAAP financial measures adjust for factors that are unusual or unpredictable. These measures exclude the impact of certain amounts related to the effect of changes in currency exchange rates, acquisitions, and restructuring, including employee related costs, equipment relocation costs, accelerated depreciation, and the write-down of equipment. These measures also exclude gains or losses on sales of significant property and divestitures, significant property and other impairments, net of insurance recovery, certain regulatory and litigation matters, significant pension settlements, impairments in goodwill and equity method investments, and certain acquisition-related expenses, including transaction and integration expenses, due diligence expenses, professional and legal fees, purchase accounting adjustments for inventory, order backlog, intangible amortization, changes in the fair value of contingent acquisition payments and economic hedging instruments on commercial paper, CEO transition costs, and impacts related to the Russia-Ukraine conflict. Note that while amortization of acquired intangible assets is excluded from non-GAAP adjusted financial measures, the revenue of the acquired entities and all other expenses unless otherwise stated, are reflected in Adjusted EBIT and adjusted net income and the acquired assets contribute to revenue generation.

    This adjusted information should not be construed as an alternative to results determined in accordance with U.S. GAAP. We use the non-GAAP measures to evaluate operating performance and believe that these non-GAAP measures are useful to enable investors and other external parties to perform comparisons of our current and historical performance.

    A reconciliation of reported net income attributable to Amcor plc to Adjusted EBIT and adjusted net income for fiscal years 2024, 2023, and 2022 is as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Net income attributable to Amcor plc, as reported	$	730	$	1,048	$	805
Add: Net income attributable to non-controlling interests	10		10		10
Net income	740		1,058		815
Add: Income tax expense	163		193		300
Add: Interest expense	348		290		159
Less: Interest income	(38)		(31)		(24)
EBIT	1,213		1,510		1,250
Add: 2018/2019 Restructuring programs (1)	—		—		37
Add: Amortization of acquired intangible assets from business combinations (2)	167		160		163
Add: Impact of hyperinflation (3)	53		24		16
Add: Net loss on disposals (4)	—		—		10
Add: Property and other losses, net (5)	—		2		13
Add/(Less): Restructuring and other related activities, net (6)	97		(90)		200
Add: CEO transition costs (7)	8		—		—
Add: Other (8)	22		2		12
Adjusted EBIT	1,560		1,608		1,701
Less: Income tax expense	(163)		(193)		(300)
Less: Adjustments to income tax expense (9)	(62)		(57)		(32)
Less: Interest expense	(348)		(290)		(159)
Add: Interest income	38		31		24
Less: Net income attributable to non-controlling interests	(10)		(10)		(10)
Adjusted net income	$	1,015	$	1,089	$	1,224

(1)2018/2019 Restructuring programs include restructuring and related expenses for the 2019 Bemis Integration Plan for fiscal year 2022. Refer to Note 6, "Restructuring," for more information.

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(2)Amortization of acquired intangible assets from business combinations includes amortization expenses related to all acquired intangible assets from past acquisitions.

(3)Impact of hyperinflation includes the adverse impact of highly inflationary accounting for subsidiaries in Argentina where the functional currency was the Argentine Peso.

(4)Net loss on disposals, excluding the disposal of our Russian business, includes an expense of $10 million from the disposal of non-core assets in fiscal year 2022. Refer to Note 10, "Fair Value Measurements," for more information.

(5)Property and other losses, net in fiscal year 2023 includes property claims and losses of $5 million and $3 million of net insurance recovery related to the closure of our South African business. Fiscal year 2022 includes business losses primarily associated with the destruction of our Durban, South Africa facility during general civil unrest in July 2021, net of insurance recovery.

(6)Restructuring and other related activities, net in fiscal year 2024 primarily includes costs incurred in connection with the 2023 Restructuring Plan. Fiscal year 2023 includes a pre-tax net gain on the sale of our Russian business of $215 million, incremental costs of $18 million, and restructuring and related expenses of $107 million incurred in connection with the conflict. Fiscal year 2022 includes $138 million of impairment charges, $57 million of restructuring and related expenses, and $5 million of other expenses. Refer to Note 4, "Restructuring, Impairment, and Other Related Activities, Net," and Note 6, "Restructuring," for further information.

(7)CEO transition costs primarily reflect accelerated compensation, including share-based compensation, granted to our former Chief Executive Officer who retired from that role in April 2024, and other transition related expenses.

(8)Other in fiscal year 2024 includes fair value losses of $16 million on economic hedges, retroactive foil duties, certain litigation reserve adjustments, and pension settlements, partially offset by changes in contingent purchase consideration. Fiscal year 2023 includes other restructuring, acquisition, litigation, and integration expenses of $13 million, pension settlement expenses of $5 million, and fair value gains of $16 million on economic hedges. Fiscal year 2022 includes costs associated with the Bemis transaction and pension settlement expenses of $8 million.

(9)Net tax impact on items (1) through (8) above.

Reconciliation of Net Debt

    A reconciliation of total debt to net debt at June 30, 2024 and 2023 is as follows:

($ in millions)	June 30, 2024		June 30, 2023
Current portion of long-term debt	$	12	$	13
Short-term debt	84		80
Long-term debt, less current portion	6,603		6,653
Total debt	6,699		6,746
Less cash and cash equivalents	(588)		(689)
Net debt	$	6,111	$	6,057

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Supplemental Guarantor Information

    Amcor plc, along with certain wholly owned subsidiary guarantors, guarantee the following senior notes issued by the wholly owned subsidiaries, Amcor Flexibles North America, Inc., Amcor UK Finance plc, Amcor Finance (USA), Inc., and Amcor Group Finance plc.

•$500 million, 4.000% Guaranteed Senior Notes due 2025 of Amcor Flexibles North America, Inc.

•$300 million, 3.100% Guaranteed Senior Notes due 2026 of Amcor Flexibles North America, Inc.

•$600 million, 3.625% Guaranteed Senior Notes due 2026 of Amcor Flexibles North America, Inc.

•$500 million, 4.500% Guaranteed Senior Notes due 2028 of Amcor Flexibles North America, Inc.

•$500 million, 2.630% Guaranteed Senior Notes due 2030 of Amcor Flexibles North America, Inc.

•$800 million, 2.690% Guaranteed Senior Notes due 2031 of Amcor Flexibles North America, Inc.

•€500 million, 1.125% Guaranteed Senior Notes due 2027 of Amcor UK Finance plc

•€500 million, 3.950% Guaranteed Senior Notes due 2032 of Amcor UK Finance plc

•$500 million, 5.625% Guaranteed Senior Notes due 2033 of Amcor Finance (USA), Inc.

•$500 million, 5.450% Guaranteed Senior Notes due 2029 of Amcor Group Finance plc

    The six notes issued by Amcor Flexibles North America, Inc. are guaranteed by its parent entity, Amcor plc, and the subsidiary guarantors Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor Group Finance plc, and Amcor UK Finance plc. The two notes issued by Amcor UK Finance plc are guaranteed by its parent entity, Amcor plc, and the subsidiary guarantors Amcor Pty Ltd, Amcor Flexibles North America, Inc., Amcor Finance (USA), Inc., and Amcor Group Finance plc. The note issued by Amcor Finance (USA), Inc. is guaranteed by its ultimate parent entity, Amcor plc, and the subsidiary guarantors Amcor Pty Ltd, Amcor Flexibles North America, Inc., Amcor Group Finance plc, and Amcor UK Finance plc. The note issued by Amcor Group Finance plc is guaranteed by its ultimate parent entity, Amcor plc, and the subsidiary guarantors Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor Flexibles North America, Inc., and Amcor UK Finance plc.

    All guarantors fully, unconditionally, and irrevocably guarantee, on a joint and several basis, to each holder of the notes, the due and punctual payment of the principal of, and any premium and interest on, such note and all other amounts payable, when and as the same shall become due and payable, whether at stated maturity, by declaration of acceleration, call for redemption or otherwise, in accordance with the terms of the notes and related indenture. The obligations of the applicable guarantors under their guarantees will be limited as necessary to recognize certain defenses generally available to guarantors (including those that relate to fraudulent conveyance or transfer, voidable preference, financial assistance, corporate purpose, or similar laws) under applicable law. The guarantees will be unsecured and unsubordinated obligations of the guarantors and will rank equally with all existing and future unsecured and unsubordinated debt of each guarantor. None of our other subsidiaries guarantee such notes. The issuers and guarantors conduct large parts of their operations through other subsidiaries of Amcor plc.

    Amcor Flexibles North America, Inc. is incorporated in Missouri in the United States, Amcor UK Finance plc and Amcor Group Finance plc are incorporated in England and Wales, United Kingdom, Amcor Finance (USA), Inc. is incorporated in Delaware in the United States, and the guarantors are incorporated under the laws of Jersey, Australia, the United States, and England and Wales and, therefore, insolvency proceedings with respect to the issuers and guarantors could proceed under, and be governed by, among others, Jersey, Australian, United States, or English insolvency law, as the case may be, if either issuer or any guarantor defaults on its obligations under the applicable Notes or Guarantees, respectively.

    Set forth below is the summarized financial information of the combined Obligor Group made up of Amcor plc (as parent guarantor), Amcor Flexibles North America, Inc., Amcor UK Finance plc, Amcor Group Finance plc, and Amcor Finance (USA), Inc. (as subsidiary issuers of the notes and guarantors of each other’s notes), and Amcor Pty Ltd (as the remaining subsidiary guarantor).

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Basis of Preparation

    The following summarized financial information is presented for the parent, issuer, and guarantor subsidiaries ("Obligor Group") on a combined basis after elimination of intercompany transactions between entities in the combined group and amounts related to investments in any subsidiary that is a non-guarantor.

    This information is not intended to present the financial position or results of operations of the combined group of companies in accordance with U.S. GAAP.

Statement of Income for Obligor Group

(in millions)

For the year ended June 30,	2024
Net sales - external	$	992
Net sales - to subsidiaries outside the Obligor Group	7
Total net sales	$	999
Gross profit	214
Net income (1)	$	741
Net income attributable to non-controlling interests	—
Net income attributable to Obligor Group	$	741

(1) Includes $1,247 million net intercompany income from Amcor entities from outside the Obligor Group, mainly attributable to intercompany dividends and intercompany interest income.

Balance Sheet for Obligor Group

(in millions)

As of June 30,	2024
Assets
Current assets - external	$	1,160
Current assets - due from subsidiaries outside the Obligor Group	165
Total current assets	1,325
Non-current assets - external	1,447
Non-current assets - due from subsidiaries outside the Obligor Group	12,538
Total non-current assets	13,985
Total assets	$	15,310
Liabilities
Current liabilities - external	$	2,341
Current liabilities - due to subsidiaries outside the Obligor Group	34
Total current liabilities	2,375
Non-current liabilities - external	6,815
Non-current liabilities - due to subsidiaries outside the Obligor Group	10,822
Total non-current liabilities	17,637
Total liabilities	$	20,012

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Liquidity and Capital Resources

    We finance our business primarily through cash flows provided by operating activities, borrowings from banks, and proceeds from issuances of debt and equity. We periodically review our capital structure and liquidity position in light of market conditions, expected future cash flows, potential funding requirements for debt refinancing, capital expenditures and acquisitions, the cost of capital, sensitivity analyses reflecting downside scenarios, the impact on our financial metrics and credit ratings, and our ease of access to funding sources.

    We believe that our cash flows provided by operating activities, together with borrowings available under our credit facilities and access to the commercial paper market, backstopped by our bank debt facilities, will continue to provide sufficient liquidity to fund our operations, capital expenditures, and other commitments, including dividends and purchases of our ordinary shares and CHESS Depositary Instruments under authorized share repurchase programs, into the foreseeable future.

Overview

	Year Ended June 30,
($ in millions)	2024		2023
Net cash provided by operating activities	$	1,321	$	1,261
Net cash used in investing activities	(476)		(309)
Net cash used in financing activities	(857)		(1,025)

Cash Flow Overview

    Net Cash Provided by Operating Activities

    Net cash provided by operating activities increased by $60 million in fiscal year 2024, compared to fiscal year 2023. The increase in cash flow is primarily driven by lower working capital outflows in the current period.

    Net Cash Used in Investing Activities

    Net cash used in investing activities increased by $167 million in fiscal year 2024, compared to fiscal year 2023. The increase is primarily driven by the disposal proceeds collected from the sale of the Russian business in the prior period, partially offset by lower outflows for investments in affiliated companies and business acquisitions compared to the prior period.

    Net Cash Used in Financing Activities

    Net cash used in financing activities decreased by $168 million in fiscal year 2024, compared to fiscal year 2023. The change is primarily driven by lower share buyback activity in the current period.

Net Debt

    We borrow from financial institutions and debt investors in the form of bank overdrafts, bank loans, corporate bonds, unsecured notes, and commercial paper. We have a mixture of fixed and floating interest rates and use interest rate swaps to provide further flexibility in managing the interest cost of borrowings.

    Short-term debt consists of bank debt with a duration of less than 12 months and bank overdrafts which are classified as current due to the short-term nature of the borrowings, except where we have the ability and intent to refinance and as such extend the debt beyond 12 months. The current portion of long-term debt consists of debt amounts repayable within a year after the balance sheet date.

    Our primary bank debt facilities and notes are unsecured and subject to negative pledge arrangements limiting the amount of secured indebtedness we can incur to 10.0% of our total tangible assets, subject to some exceptions and variations by facility. In addition, the covenants of the bank debt facilities require us to maintain a leverage ratio not higher than 3.9 times. The negative pledge arrangements and the financial covenants are defined in the related debt agreements. As of June 30, 2024, we were in compliance with all applicable covenants under our bank debt facilities.

    Our net debt at each of June 30, 2024 and June 30, 2023 was $6.1 billion.

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Debt Facilities and Refinancing

    As of June 30, 2024, we had undrawn credit facilities available in the amount of $2.4 billion. Our senior facilities are available to fund working capital, growth capital expenditures, and refinancing obligations and are provided to us by two bank syndicates. On April 23, 2024, we extended the maturity of our three-year syndicated facility agreement by one year until April 2026. The three-year syndicated facility agreement will be reduced from $1.9 billion to $1.7 billion effective April 2025. Our five-year syndicated credit facility matures in April 2027 and provides a revolving credit facility of $1.9 billion. The three-year facility has one 12-month option available to us to extend the maturity date and the five-year facility has two 12-month options available to us to extend the maturity date.

    As of June 30, 2024, the revolving senior bank debt facilities had an aggregate limit of $3.8 billion, of which $1.4 billion had been drawn (inclusive of amounts drawn under commercial paper programs reducing the overall balance of available senior facilities). Subject to certain conditions, we can request the total commitment level under each agreement to be increased by up to $500 million. For further information, refer to Note 13, "Debt."

On May 21, 2024, we issued U.S. dollar notes with an aggregate principal amount of $500 million and a contractual maturity in May 2029. The notes pay a coupon of 5.45% per annum, payable semi-annually in arrears. The notes are unsecured senior obligations of Amcor and are fully and unconditionally guaranteed by Amcor plc and certain of its subsidiaries. In conjunction with this issuance, we entered into U.S. dollar to Swiss franc cross currency swap contracts with a total notional amount of $500 million to effectively convert the fixed-rate U.S. dollar denominated debt into Swiss franc denominated debt, including semi-annual interest payments and the payment of principal at maturity. Under the terms of the cross currency swaps, we receive a fixed U.S. dollar rate of interest of 5.45% and pay a fixed weighted average Swiss franc rate of interest of 2.218%.

On May 22, 2024, we issued Euro notes with an aggregate principal amount of €500 million and a contractual maturity in May 2032. The notes pay a coupon of 3.95% per annum, payable annually in arrears. The notes are unsecured senior obligations of Amcor and are fully and unconditionally guaranteed by Amcor plc and certain of its subsidiaries.

Dividend Payments

    In fiscal years 2024, 2023, and 2022, we paid $722 million, $723 million, and $732 million, respectively, in dividends. The dividend per share has increased in each of the years, with the total amount paid declining due to repurchase of shares under announced share buyback programs.

Credit Rating

    Our capital structure and financial practices have earned us investment grade credit ratings from two internationally recognized credit rating agencies. These investment grade credit ratings are important to our ability to issue debt at favorable rates of interest, for various terms, and from a diverse range of markets that are highly liquid, including European and U.S. debt capital markets and from global financial institutions.

Share Repurchases

    On August 17, 2022, our Board of Directors approved a $400 million buyback of ordinary shares and/or CHESS Depositary Instruments ("CDIs") and this program has been completed in fiscal year 2023.

    On February 7, 2023, our Board of Directors approved a $100 million buyback of ordinary shares and/or CDIs in the following twelve months. On February 6, 2024, our Board of Directors extended the approval for the remaining $39 million of

ordinary shares and CDIs of the $100 million buyback for twelve months. During the fiscal year ended June 30, 2024, we repurchased approximately $30 million, including transaction costs, or 3 million shares.

    The shares repurchased as part of the above programs were canceled upon repurchase.

    We had cash outflows of $48 million, $221 million, and $143 million for the purchase of our shares in the open market during fiscal years 2024, 2023, and 2022, respectively, as treasury shares to satisfy the vesting and exercises of share-based compensation awards. As of June 30, 2024, 2023, and 2022, we held treasury shares at cost of $11 million, $12 million, and $18 million, representing 1 million, 1 million, and 2 million shares, respectively.

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Material Cash Requirements

    Our material cash requirements for future periods from known contractual obligations are included below. We expect to fund these cash requirements primarily through cash flows provided by operating activities, borrowings from banks, and proceeds from issuances of debt and equity. These amounts reflect material cash requirements for which we are contractually committed.

•Debt obligations and interest payments: Refer to Note 13, “Debt” of the notes to consolidated financial statements for additional information about our debt obligations and interest payments and the related timing of these expected payments.

•Operating and finance leases: Refer to Note 14, “Leases” of the notes to consolidated financial statements for information about our lease obligations and the related timing of the expected payments.

•Employee benefit plan obligations: Refer to Note 12, “Defined Benefit Plans” of the notes to consolidated financial statements for additional information about our employee benefit plan obligations and the related timing of the expected payments.

•Capital expenditures: As of June 30, 2024, we have $266 million in committed capital expenditures for fiscal year 2025.

•Other purchase obligations: Amcor has other purchase obligations, including commitments to purchase a specified minimum amount of goods, inclusive of raw materials, utilities, and other. These obligations are legally binding and non-cancellable. Where we are unable to determine the periods in which these obligations could be payable under these contracts, we present the cash requirement in the earliest period in which the minimum obligation could be payable. The estimated future cash outlays are approximately $1.1 billion, $250 million, $100 million, $100 million, and $100 million in fiscal years 2025, 2026, 2027, 2028, and 2029, respectively.

Off-Balance Sheet Arrangements

    Other than as described under "Material Cash Requirements", we had no significant off-balance sheet contractual obligations or other commitments as of June 30, 2024.

Liquidity Risk and Outlook

    Liquidity risk arises from the possibility that we might encounter difficulty in settling our debts or otherwise meeting our obligations related to financial liabilities. We manage liquidity risk centrally and such management involves maintaining available funding and ensuring that we have access to an adequate amount of committed credit facilities. Due to the dynamic nature of our business, the aim is to maintain flexibility within our funding structure through the use of bank overdrafts, bank loans, corporate bonds, unsecured notes, and commercial paper. The following guidelines are used to manage our liquidity risk:

•maintaining minimum undrawn committed liquidity of at least $200 million that can be drawn at short notice;

•regularly performing a comprehensive analysis of all cash inflows and outflows in relation to operational, investing, and financing activities;

•generally using tradable instruments only in highly liquid markets;

•maintaining a credit investment grade rating with a reputable independent rating agency;

•managing credit risk related to financial assets;

•monitoring the duration of long-term debt;

•only investing surplus cash with major financial institutions or well diversified money market funds; and

•to the extent practicable, spreading the maturity dates of long-term debt facilities.

    Our three- and five-year syndicated unsecured facility agreements each provide a revolving credit facility of $1.9 billion, $3.8 billion in total. On April 23, 2024, we extended the maturity of our three-year syndicated facility agreement by one year until April 2026. The three-year syndicated facility agreement will be reduced from $1.9 billion to $1.7 billion effective April 2025. Our five-year syndicated credit facility matures in April 2027 and provides a revolving credit facility of $1.9 billion. The three-year facility has one 12-month option available to us to extend the maturity date and the five-year facility has two 12-month options available to us to extend the maturity date.

    As of June 30, 2024, and 2023, an aggregate principal amount of $1.4 billion and $2.5 billion, respectively, was drawn under commercial paper programs. However, such programs are backstopped by committed bank syndicated loan facilities with maturities in April 2026 and April 2027, with options to extend, under which we had $2.4 billion in unused capacity remaining as of June 30, 2024.

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    We expect long-term future funding needs to primarily relate to refinancing and servicing our outstanding financial liabilities maturing as outlined above and to finance our capital expenditure and payments for acquisitions that may be completed. We expect to continue to fund our long-term business needs on the same basis as in the past, i.e., partially through the cash flow provided by operating activities available to the business and management of the capital of the business, in particular through issuance of commercial paper and debt securities on a regular basis. We decide on discretionary growth capital expenditures and acquisitions individually based on, among other factors, the return on investment after related financing costs and the payback period of required upfront cash investments in light of our mid-term liquidity planning covering a period of four years post the current fiscal year. Our long-term access to liquidity depends on both our results of operations and on the availability of funding in financial markets.

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Critical Accounting Estimates and Judgments

    Our discussion and analysis of our financial condition and results of operations is based on our consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. On an ongoing basis, we evaluate our estimates and judgments, including those related to retirement benefits, intangible assets, goodwill, and expected future performance of operations. Our estimates and judgments are based on historical experience and various other factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions.

    We believe the following are critical accounting estimates used in the preparation of our consolidated financial statements. The critical accounting estimates discussed below should be read together with our significant accounting policies in Note 2, “Significant Accounting Policies,” of the notes to our consolidated financial statements.

Pensions

    The majority of our principal defined benefit plans are closed to new entrants and future accruals. The accounting for defined benefit pension plans requires us to recognize the overfunded or underfunded status of the pension plans on our balance sheet. A significant portion of our pension amounts relates to our defined benefit plans in the United States, Switzerland, United Kingdom, and Germany. The net periodic pension cost recorded in fiscal year 2024 was $12 million, compared to net periodic pension cost of $11 million in fiscal year 2023 and $12 million in fiscal year 2022. We expect our net periodic pension cost before the effect of income taxes for fiscal year 2025 to be approximately $16 million. 

    For our sponsored plans, the relevant accounting guidance requires management to make certain assumptions relating to the long-term rate of return on plan assets, discount rates used to determine the present value of future obligations and expenses, salary inflation rates, mortality rates, and other assumptions. We believe the accounting estimates related to our pension plans are critical accounting estimates because they are highly susceptible to change from period to period based on the performance of plan assets, actuarial valuations, market conditions, and contractual benefit changes. The selection of assumptions is based on historical trends, known economic and market conditions at the time of valuation, and independent studies of trends performed by our actuaries. However, actual results may differ substantially from the estimates that were based on the critical assumptions.

    The difference between the fair value of plan assets and the projected benefit obligation of a pension plan must be recorded on the consolidated balance sheets as an asset, in the case of an overfunded plan, or as a liability, in the case of an underfunded plan. Gains or losses and prior service costs or credits that arise but are not recognized as components of pension cost are recorded as a component of other comprehensive income/(loss). Pension plan liabilities are revalued annually, or when an event occurs that requires remeasurement, based on updated assumptions and information about the individuals covered by the plan. Accumulated actuarial gains and losses in excess of a 10 percent corridor and the prior service cost are amortized on a straight-line basis from the date recognized over the average remaining service period of active participants or over the average life expectancy for plans with significant inactive participants.

    We review annually the discount rates used to calculate the present value of pension plan liabilities. The discount rates used at each measurement date is determined based on a high-quality corporate bond yield curve, derived based on bond universe information sourced from reputable third-party indexes, data providers, and rating agencies. In countries where there is not a deep market for corporate bonds, we generally use a government bond approach to set the discount rate. Additionally, the expected long-term rates of return on plan assets is derived for each benefit plan by considering the expected future long-term return assumption for each individual asset class. A single long-term return assumption is then derived for each plan based on the plan's target asset allocation.

Pension Assumptions Sensitivity Analysis

    The following chart depicts the sensitivity of estimated fiscal year 2025 pension expense to incremental changes in the weighted average discount rate and expected long-term rate of return on assets.

42

Discount Rate	Total Increase/(Decrease) to Net Periodic Pension Cost from Current Assumption	Rate of Return on Plan Assets	Total Increase/ (Decrease) to Net Periodic Pension Cost from Current Assumption
	(in $ millions)		(in $ millions)
+25 basis points	1	+25 basis points	(3)
4.22 percent (current assumption)	—	5.16 percent (current assumption)	—
-25 basis points	(1)	-25 basis points	3

Goodwill and Other Intangible Assets

    Goodwill represents the excess of the aggregate purchase price over the fair value of net assets acquired, including intangible assets. Goodwill is not amortized but is instead tested for impairment annually as of April 1 of each fiscal year, or when events and circumstances indicate an impairment may have occurred. Our reporting units each contain goodwill that is assessed for potential impairment. All goodwill is assigned to a reporting unit, which we have defined as an operating segment, based on the relative fair value of the reporting unit at the time of each acquisition. We have six reporting units, of which five are included in our Flexibles reportable segment. The other reporting unit, Rigid Packaging, is also a reportable segment.

    In our impairment analysis, we may elect to first assess qualitative factors to determine whether a quantitative test is necessary. If we determine that a quantitative test is necessary or elect to perform a quantitative test instead of the qualitative test, we derive an estimate of fair values for each of our reporting units using income approaches. The most significant assumptions used in the determination of the estimated fair value of the reporting units are revenue growth, projected operating income growth, market multiples, terminal values, and discount rates. When the carrying value of a reporting unit exceeds its fair value, we recognize an impairment loss equal to the difference between the carrying value and estimated fair value of the reporting unit, adjusted for any tax benefits, limited to the amount of the carrying value of goodwill.

    Our estimates associated with the goodwill impairment tests are considered critical due to the amount of goodwill recorded on our consolidated balance sheets and the judgment required in determining fair value amounts, including projected future cash flows. Judgment is also used in assessing whether goodwill should be tested more frequently for impairment than annually. Factors such as a significant decrease in expected net earnings, adverse equity market conditions, and other external events, such as significant inflation and rising interest rates, may result in the need for more frequent assessments.

    Intangible assets consist primarily of purchased customer relationships, technology, trademarks, and software and are amortized using the straight-line method over their estimated useful lives, ranging from one to twenty years. We review these intangible assets for impairment when changes in circumstances or the occurrence of events suggest that the remaining value is not recoverable. The impairment test requires us to make estimates about fair value, most of which are based on projected future cash flows and discount rates. These estimates and projections require judgments about future events, conditions, and amounts of future cash flows.

Deferred Taxes and Uncertain Tax Positions

    Significant judgments and estimates are required in determining our deferred tax assets and liabilities and uncertain tax positions as tax laws are often complex and may be subject to differing interpretations by the taxpayer and the relevant taxing authorities. Determining uncertain tax positions involves evaluating whether the weight of available positive and negative evidence indicates that it is more likely than not that the position taken or expected to be taken in the tax return will be sustained upon tax audit, including resolution of related appeals or litigation processes, if any. The recognized tax benefits are measured as the largest benefit of having a more likely than not likelihood of being sustained upon settlement. Additionally, we are required to assess the likelihood of recovering deferred tax assets against future sources of taxable income which may result in the need for a valuation allowance on deferred tax assets, including operating loss, capital loss, and tax credit carryforwards if we do not reach the more likely than not threshold based on all available evidence. Examples of factors considered in determining deferred tax asset realizability include the expected future performance of operations and taxable earnings, the expected timing of the reversal of temporary differences, as well as the feasibility of tax planning strategies. If actual results differ from these estimates or if there are future changes in tax laws or statutory tax rates, we may need to adjust valuation allowances, or deferred tax liabilities, which could have a material impact on our consolidated financial position and results of operations.

Valuation of Assets and Liabilities Held for Sale

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    Disposal groups held for sale are assessed for impairment by comparing their fair values, less cost to sell, to their carrying values. The fair values of disposal groups held for sale are estimated using accepted valuation techniques, including earnings multiples, discounted cash flows, and indicative bids. Several significant estimates and assumptions are involved in the application of these techniques, including forecasting sales, expenses, and various other factors. We consider historical experience, guidance received from third parties, and all information available at the time the estimates are made to derive fair value. However, the fair value that is ultimately realized upon the divestiture of a business may significantly differ from the estimated fair value recognized in our consolidated financial statements, especially for disposal groups located in conflict regions. Refer to Note 5, "Acquisitions and Divestitures."

New Accounting Pronouncements

    Refer to Note 3, "New Accounting Guidance," of the notes to consolidated financial statements for information about new accounting pronouncements.

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Item 7A. - Quantitative and Qualitative Disclosures About Market Risk

Overview

    Our activities expose us to a variety of market risks and financial risks. Our overall risk management program seeks to minimize potential adverse effects of these risks on Amcor's financial performance. From time to time, we enter into various derivative financial instruments, such as foreign exchange contracts, commodity fixed price swaps (on behalf of customers), cross currency swaps, and interest rate swaps to manage these risks. Our hedging activities are conducted on a centralized basis through standard operating procedures and delegated authorities, which provide guidelines for control, counterparty risk, and ongoing reporting. These derivative instruments are designed to reduce the economic risk associated with movements in foreign exchange rates, raw material prices, and to fixed and variable interest rates, but may not have been designated or qualify for hedge accounting under U.S. GAAP and hence may increase income statement volatility. However, we do not trade in derivative financial instruments for speculative purposes. In addition, we may enter into loan agreements in currencies other than the respective legal entity's functional currency to economically hedge foreign exchange risk in net investments in our non-U.S. subsidiaries, which do not qualify for hedge accounting under U.S. GAAP and hence may increase income statement volatility.

    There have been no material changes in the risks described below, other than increased inflation and market volatility attributed to a variety of factors, including the Russia-Ukraine conflict, in fiscal years 2024 and 2023.

Interest Rate Risk

    Our policy is to manage exposure to interest rate risk by maintaining a mixture of fixed-rate and variable-rate debt, monitoring global interest rates and, where appropriate, hedging floating interest rate exposure or debt at fixed interest rates through the use of various interest rate derivative instruments including, but not limited to, interest rate swaps, cross currency interest rate swaps, and interest rate locks.

    A hypothetical but reasonably possible increase of 1% in the floating rate on the relevant interest rate yield curve applicable to both derivative and non-derivative instruments denominated in U.S. dollars and Euros, the currencies with the largest interest rate sensitivity, outstanding as of June 30, 2024, would have resulted in an adverse impact on income before income taxes and equity in loss of affiliated companies of $28 million expense for the fiscal year ended June 30, 2024.

Foreign Exchange Risk

    We operate in over 40 countries across the world and, as a result, we are exposed to movements in foreign currency exchange rates.

    For the year ended June 30, 2024, a hypothetical but reasonably possible adverse change of 1% in the underlying average foreign currency exchange rate for the Euro would have resulted in an adverse impact on our net sales of $22 million.

    Economic and political events in Argentina expose us to heightened levels of foreign currency exchange risks. Although our functional currency in Argentina is the U.S. dollar, we have net assets and transactions in Argentina that are denominated in pesos. In fiscal year 2024, the new Argentine government devalued the Argentine peso by approximately 55% against the U.S. dollar which was the primary factor in our recognition of a $53 million loss on monetary balances in this fiscal year. We are focused on reducing our foreign exchange risk in Argentina, including through utilization of new Argentine government programs to reduce our Argentine peso net assets. As of June 30, 2024, a hypothetical but reasonably possible 10% devaluation of the Argentine peso against the U.S. dollar would have resulted in an adverse impact on our Argentine peso monetary assets of approximately $5 million. Our operations in Argentina represented approximately 2% of our consolidated net sales and annual adjusted earnings before interest and tax in the last two fiscal years.

    During fiscal years 2024 and 2023, 51% and 52% of our net sales, respectively, were effectively generated in U.S. dollar functional currency entities. During fiscal year 2024 and 2023, 16% and 18%, respectively, of our net sales were generated in Euro functional currency entities with the remaining 33% and 30% of net sales, respectively, being generated in entities with functional currencies other than U.S. dollars and Euros. The impact of translating Euro and other non-U.S. dollar net sales and operating expenses into U.S. dollar for reporting purposes will vary depending on the movement of those currencies from period to period.

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Raw Material and Commodity Price Risk

    The primary raw materials for our products are polymer resins and films, inks, solvents, adhesives, aluminum, and chemicals. We have market risk primarily in connection with the pricing of our products and are exposed to commodity price risk from a number of commodities and other raw materials and energy price risk.

    Changes in prices of our primary raw materials may result in a temporary or permanent reduction in income before income taxes and equity in loss of affiliated companies depending on the level of recovery by material type. The level of recovery depends both on the type of material and the market in which we operate. Across our business, we have a number of contractual provisions that allow for passing on of raw material price fluctuations to customers within predefined periods.

    A hypothetical but reasonably possible 1% increase on average prices for polymer resins and films, inks, solvents, adhesives, aluminum, and chemicals, not passed on to the customer by way of a price adjustment, would have resulted in an increase in cost of sales and hence an adverse impact on income before income taxes and equity in loss of affiliated companies of approximately $50 million for fiscal year 2024 before any contractual pass-through to selling price.

Credit Risk

    Credit risk refers to the risk that a counterparty will default on its contractual obligations, resulting in financial loss. We are exposed to credit risk arising from financing activities including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments, as well as from over-the-counter raw material and commodity related derivative instruments.

    We manage our credit risk from balances with financial institutions through our counterparty risk policy, which provides guidelines on setting limits to minimize the concentration of risks and therefore mitigating financial loss through potential counterparty failure and on dealing and settlement procedures. The investment of surplus funds is made only with approved counterparties and within credit limits assigned to each specific counterparty. Financial derivative instruments can only be entered into with high credit quality approved financial institutions. As of June 30, 2024, and 2023, we did not have a significant concentration of credit risk in relation to derivatives entered into in accordance with our hedging and risk management activities.

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Item 8. - Financial Statements and Supplementary Data

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of Amcor plc

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Amcor plc and its subsidiaries (the “Company”) as of June 30, 2024 and 2023, and the related consolidated statements of income, comprehensive income, equity and cash flows for each of the three years in the period ended June 30, 2024, including the related notes and schedule of valuation and qualifying accounts and reserves for each of the three years in the period ended June 30, 2024 appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of June 30, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of June 30, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended June 30, 2024 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of June 30, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

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Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Goodwill Impairment Assessment - Flexibles Latin America Reporting Unit

As described in Notes 2 and 9 to the consolidated financial statements, the Company’s consolidated goodwill balance was $5,345 million as of June 30, 2024, and the goodwill associated with the Flexibles Segment was $4,373 million, which includes goodwill associated with the Flexibles Latin America reporting unit. Management conducts an impairment analysis as of April 1 of each financial year, or whenever events and circumstances indicate an impairment may have occurred during the financial year. Management’s quantitative assessment utilizes discounted cash flow models to determine the fair value of the reporting unit. As disclosed by management, if the carrying value of a reporting unit exceeds its fair value, management would recognize an impairment loss equal to the difference between the carrying value and the estimated fair value of the reporting unit, adjusted for any tax benefits, limited to the amount of the carrying value of goodwill. Management’s projected future cash flows for the Flexibles Latin America reporting unit included key assumptions relating to revenue growth, projected operating income growth, market multiples, terminal values and discount rate.

The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment of the Flexibles Latin America reporting unit within the Flexibles Segment is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the reporting unit; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue growth and the discount rate; and (iii) the audit effort involved the use of professionals with specialized skills and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s goodwill impairment assessment, including controls over the valuation of the Flexibles Latin America reporting unit. These procedures also included, among others, (i) testing management’s process for developing the fair value estimate of the reporting unit; (ii) evaluating the appropriateness of the discounted cash flow models used by management; (iii) testing the completeness and accuracy of underlying data used in the discounted cash flow models; and (iv) evaluating the reasonableness of the significant assumptions used by management related to revenue growth and the discount rate. Evaluating management’s assumptions related to revenue growth and the discount rate involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the reporting unit; (ii) the consistency with external market and industry data; and (iii) whether the assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skills and knowledge were used to assist in evaluating (i) the appropriateness of the discounted cash flow model and (ii) the reasonableness of the discount rate assumption.

/s/ PricewaterhouseCoopers AG

Zurich, Switzerland

August 16, 2024

We have served as the Company's auditor since 2019.

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Amcor plc and Subsidiaries

Consolidated Statements of Income

($ in millions, except per share data)

For the years ended June 30,	2024		2023		2022
Net sales	$	13,640	$	14,694	$	14,544
Cost of sales	(10,928)		(11,969)		(11,724)
Gross profit	2,712		2,725		2,820
Selling, general, and administrative expenses	(1,260)		(1,246)		(1,284)
Research and development expenses	(106)		(101)		(96)
Restructuring, impairment, and other related activities, net	(97)		104		(234)
Other income/(expenses), net	(35)		26		33
Operating income	1,214		1,508		1,239
Interest income	38		31		24
Interest expense	(348)		(290)		(159)
Other non-operating income, net	3		2		11
Income before income taxes and equity in loss of affiliated companies	907		1,251		1,115
Income tax expense	(163)		(193)		(300)
Equity in loss of affiliated companies, net of tax	(4)		—		—
Net income	$	740	$	1,058	$	815
Net income attributable to non-controlling interests	(10)		(10)		(10)
Net income attributable to Amcor plc	$	730	$	1,048	$	805
Basic earnings per share:
Basic earnings per share	$	0.505	$	0.709	$	0.532
Diluted earnings per share	$	0.505	$	0.705	$	0.529

 See accompanying notes to consolidated financial statements.

49

Amcor plc and Subsidiaries

Consolidated Statements of Comprehensive Income

($ in millions)

For the years ended June 30,	2024		2023		2022
Net income	$	740	$	1,058	$	815
Other comprehensive income/(loss):
Net gains/(losses) on cash flow hedges, net of tax (a)	5		(1)		(7)
Foreign currency translation adjustments, net of tax (b)	(108)		69		(201)
Excluded components of fair value hedges	(10)		—		—
Pension, net of tax (c)	(45)		(50)		94
Other comprehensive income/(loss)	(158)		18		(114)
Total comprehensive income	582		1,076		701
Comprehensive income attributable to non-controlling interests	(10)		(10)		(10)
Comprehensive income attributable to Amcor plc	$	572	$	1,066	$	691
(a) Tax benefit/(expense) related to cash flow hedges	$	(1)	$	1	$	2
(b) Tax expense related to foreign currency translation adjustments	$	—	$	(1)	$	(5)
(c) Tax benefit/(expense) related to pension adjustments	$	12	$	11	$	(21)

See accompanying notes to consolidated financial statements.

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Amcor plc and Subsidiaries

Consolidated Balance Sheets

($ in millions, except share and per share data)

As of June 30,	2024		2023
Assets
Current assets:
Cash and cash equivalents	$	588	$	689
Trade receivables, net of allowance for credit losses of $24 and $21, respectively	1,846		1,875
Inventories, net
Raw materials and supplies	862		992
Work in process and finished goods	1,169		1,221
Prepaid expenses and other current assets	500		531
Total current assets	4,965		5,308
Non-current assets:
Property, plant, and equipment, net	3,763		3,762
Operating lease assets	567		533
Deferred tax assets	148		134
Other intangible assets, net	1,391		1,524
Goodwill	5,345		5,366
Employee benefit assets	34		67
Other non-current assets	311		309
Total non-current assets	11,559		11,695
Total assets	$	16,524	$	17,003
Liabilities
Current liabilities:
Current portion of long-term debt	$	12	$	13
Short-term debt	84		80
Trade payables	2,580		2,690
Accrued employee costs	399		396
Other current liabilities	1,186		1,297
Total current liabilities	4,261		4,476
Non-current liabilities:
Long-term debt, less current portion	6,603		6,653
Operating lease liabilities	488		463
Deferred tax liabilities	584		616
Employee benefit obligations	217		224
Other non-current liabilities	418		481
Total non-current liabilities	8,310		8,437
Total liabilities	$	12,571	$	12,913
Commitments and contingencies (See Note 19)
Shareholders' Equity
Amcor plc shareholders’ equity:
Ordinary shares ($0.01 par value):
Authorized (9,000 million shares)
Issued (1,445 and 1,448 million shares, respectively)	$	14	$	14
Additional paid-in capital	4,019		4,021
Retained earnings	879		865
Accumulated other comprehensive loss	(1,020)		(862)
Treasury shares (1 and 1 million shares, respectively)	(11)		(12)
Total Amcor plc shareholders' equity	3,881		4,026
Non-controlling interests	72		64
Total shareholders' equity	3,953		4,090
Total liabilities and shareholders' equity	$	16,524	$	17,003

See accompanying notes to consolidated financial statements.

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Amcor plc and Subsidiaries

Consolidated Statements of Cash Flows

($ in millions)

For the years ended June 30,	2024		2023		2022
Cash flows from operating activities:
Net income	$	740	$	1,058	$	815
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization, and impairment	595		586		625
Russia and Ukraine impairment	—		—		138
Net periodic benefit cost	12		11		12
Amortization of debt discount and deferred financing costs	10		4		2
Net gain on disposal of property, plant, and equipment	(11)		(5)		(3)
Net gain on disposal of businesses	—		(220)		—
Equity in loss of affiliated companies	4		—		—
Net foreign exchange (gain)/loss	27		28		(14)
Share-based compensation	32		54		63
Other, net	(37)		5		106
Loss from highly inflationary accounting for Argentine subsidiaries	106		62		22
Deferred income taxes, net	(37)		(57)		(33)
Changes in operating assets and liabilities, excluding effect of acquisitions, divestitures, and currency:
Trade receivables	(43)		93		(272)
Inventories	95		248		(626)
Prepaid expenses and other current assets	(5)		(54)		(67)
Trade payables	(43)		(429)		711
Other current liabilities	(74)		21		123
Accrued employee costs	8		(84)		(20)
Employee benefit obligations	(39)		(25)		(35)
Other, net	(19)		(35)		(21)
Net cash provided by operating activities	1,321		1,261		1,526
Cash flows from investing activities:
Issuance of loans to affiliated companies and other	—		(1)		(5)
Investments in affiliated companies and other	(3)		(56)		(12)
Business acquisitions	(20)		(121)		—
Purchase of property, plant, and equipment, and other intangible assets	(492)		(526)		(527)
(Payments)/proceeds from divestitures	—		365		(1)
Proceeds from sales of property, plant, and equipment, and other intangible assets	39		30		18
Net cash used in investing activities	(476)		(309)		(527)
Cash flows from financing activities:
Proceeds from issuance of shares	—		134		114
Purchase of treasury shares and tax withholdings for share-based incentive plans	(51)		(221)		(143)
Proceeds from issuance of long-term debt	1,024		522		1,066
Repayment of long-term debt	(16)		(330)		(1,243)
Net borrowing/(repayment) of commercial paper	(1,041)		94		638
Net borrowing/(repayment) of short-term debt	(10)		(58)		15
Repayment of lease liabilities	(11)		(11)		(5)
Share buyback/cancellations	(30)		(432)		(601)
Dividends paid	(722)		(723)		(732)
Net cash used in financing activities	(857)		(1,025)		(891)
Effect of exchange rates on cash and cash equivalents	(89)		(88)		(108)
Cash and cash equivalents classified as held for sale	—		—		(75)
Net decrease in cash and cash equivalents	(101)		(161)		(75)
Cash and cash equivalents balance at beginning of the fiscal year	689		850		850
Cash and cash equivalents balance at end of the fiscal year	$	588	$	689	$	775

See accompanying notes to consolidated financial statements, including Note 22, "Supplemental Cash Flow Information." Cash and cash equivalents at the beginning of fiscal year 2023 include cash and cash equivalents classified as held for sale.

52

Amcor plc and Subsidiaries

Consolidated Statements of Equity

($ in millions, except per share data)

	Ordinary Shares		Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Treasury Shares		Non-controlling Interests		Total
Balance as of June 30, 2021	$	15	$	5,092	$	452	$	(766)	$	(29)	$	57	$	4,821
Net income					805						10		815
Other comprehensive loss							(114)				—		(114)
Share buyback/cancellations	—		(601)										(601)
Dividends declared ($0.4775 per share)					(723)						(9)		(732)
Options exercised and shares vested			(40)						154				114
Net settlement of forward contracts to purchase own equity for share-based incentive plans, net of tax			(83)										(83)
Purchase of treasury shares									(143)				(143)
Share-based compensation expense			63										63
Change in non-controlling interests			—		—						1		1
Balance as of June 30, 2022	15		4,431		534		(880)		(18)		59		4,141
Net income					1,048						10		1,058
Other comprehensive income							18				—		18
Share buyback/cancellations	(1)		(431)										(432)
Dividends declared ($0.4875 per share)					(717)						(6)		(723)
Options exercised and shares vested			(93)						227				134
Net settlement of forward contracts to purchase own equity for share-based incentive plans, net of tax			60										60
Purchase of treasury shares									(221)				(221)
Share-based compensation expense			54										54
Change in non-controlling interests					—						1		1
Balance as of June 30, 2023	14		4,021		865		(862)		(12)		64		4,090
Net income					730						10		740
Other comprehensive loss							(158)				—		(158)
Share buyback/cancellations	—		(30)										(30)
Dividends declared ($0.4975 per share)					(716)						(6)		(722)
Shares vested and related tax withholdings			(52)						49				(3)
Net settlement of forward contracts to purchase own equity for share-based incentive plans, net of tax			48										48
Purchase of treasury shares									(48)				(48)
Share-based compensation expense			32										32
Change in non-controlling interests											4		4
Balance as of June 30, 2024	$	14	$	4,019	$	879	$	(1,020)	$	(11)	$	72	$	3,953

See accompanying notes to consolidated financial statements.

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Amcor plc and Subsidiaries

Notes to Consolidated Financial Statements

Note 1 - Business Description

    Amcor plc ("Amcor" or the "Company") is a public limited company incorporated under the Laws of the Bailiwick of Jersey. The Company's history dates back more than 150 years, with origins in both Australia and the United States of America. Today, Amcor is a global leader in developing and producing responsible packaging solutions across a variety of materials for food, beverage, pharmaceutical, medical, home and personal-care, and other consumer goods end markets. The Company's innovation excellence and global packaging expertise enable the Company to solve packaging challenges around the world every day, producing a range of flexible packaging, rigid packaging, cartons, and closures that are more functional, appealing, and cost effective for its customers and their consumers and importantly, more sustainable for the environment.

    The Company's business activities are organized around two reportable segments, Flexibles and Rigid Packaging. The Company has a globally diverse operating footprint, selling to customers in Europe, North America, Latin America, Africa, the Middle East, and the Asia Pacific regions. The Company's sales are widely diversified, with the majority of sales made to the food, beverage, pharmaceutical, medical device, home and personal care, and other consumer goods end markets. All markets are considered to be highly competitive as to price, innovation, quality, and service.

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Note 2 - Significant Accounting Policies

Basis of Presentation and Principles of Consolidation: The consolidated financial statements include the accounts of the Company and its subsidiaries, for which the Company has a controlling financial interest. All significant intercompany transactions and balances have been eliminated. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Certain amounts in the Company's notes to consolidated financial statements may not add up or recalculate due to rounding.

Business Combinations: The Company uses the acquisition method of accounting, which requires separate recognition of assets acquired and liabilities assumed from goodwill, at the acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred and the fair value of any non-controlling interests in the acquiree over the net of the acquisition date fair values of the assets acquired and liabilities assumed. During the measurement period, which may be up to one year from the acquisition date, the Company has the ability to record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. After the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded in the consolidated statements of income.

Held for Sale and Discontinued Operations: The Company classifies assets and liabilities (the "disposal group") as held for sale in the period when all of the relevant criteria to be classified as held for sale are met. These criteria include management's commitment to sell the disposal group in its present condition and the sale being deemed probable of being completed within one year. Assets held for sale are reported at the lower of their carrying value or fair value less cost to sell. Fair value is determined based on management’s assessment of indicative bids, a market multiples model in which a market multiple is applied to forecasted earnings before interest, taxes, depreciation, and amortization (“EBITDA”), discounted cash flows, appraised values, or management's estimates, depending on the specific situation. Any loss resulting from the measurement is recognized in the period when the held for sale criteria are met. If the disposal group meets the definition of a business, the goodwill within the reporting unit is allocated to the disposal group based on its relative fair value. The Company assesses the fair value of a disposal group, less any costs to sell, each reporting period it remains classified as held for sale and reports any subsequent changes as an adjustment to the carrying value of the disposal group, as long as the new carrying value does not exceed the initial carrying value of the disposal group. Assets held for sale are not amortized or depreciated. The Company recorded an impairment charge on assets held for sale of $90 million for the fiscal year ended June 30, 2022. See Note 5, "Acquisitions and Divestitures," for further information.

    A disposal group that represents a strategic shift to the Company or is acquired with the intention to sell is reflected as a discontinued operation on the consolidated statements of income and prior periods are recast to reflect the earnings or losses as income from discontinued operations.

Estimates and Assumptions Required: The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods.

    These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Management evaluates these estimates on an ongoing basis and adjusts or revises them as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the consolidated financial statements reflect all adjustments necessary to fairly present the results of the periods presented.

Translation of Foreign Currencies: The reporting currency of the Company is the U.S. dollar. The functional currency of the Company’s subsidiaries is generally the local currency of each entity. Transactions in currencies other than the functional currency of the entity are recorded at the exchange rates prevailing at the transaction date. Monetary assets and liabilities in currencies other than the entity’s functional currency are remeasured at the exchange rates as of the balance sheet date to the entity’s functional currency. Foreign currency transaction gains and losses are recorded in other income/(expenses), net in the consolidated statements of income. These foreign currency transaction net gains or net losses, not including losses on monetary balances in Argentina, amounted to a net loss of $10 million, a net loss of $17 million, and a net gain of $19 million during the fiscal years ended June 30, 2024, 2023, and 2022, respectively.

    Upon consolidation, the results of operations of subsidiaries with functional currencies other than the reporting currency of the Company are translated using average exchange rates during each year. Assets and liabilities of operations with a functional currency other than the U.S. dollar are translated at the exchange rates as of the balance sheet date, while equity

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balances are translated at historical rates. Translation gains and losses are reported in accumulated other comprehensive loss as a component of shareholders’ equity.

Highly Inflationary Accounting: A highly inflationary economy is defined as an economy with a cumulative inflation rate of approximately 100 percent or more over a three-year period. As of July 1, 2018, the Argentine economy was designated as highly inflationary for accounting purposes. Accordingly, the U.S. dollar replaced the Argentine peso as the functional currency for the Company's subsidiaries in Argentina. The impact of highly inflationary accounting on monetary balances was a loss of $53 million, $24 million, and $16 million for the fiscal years ended June 30, 2024, 2023, and 2022, respectively, in the consolidated statements of income.

Revenue Recognition: The Company generates revenue primarily by providing its customers with flexible and rigid packaging, serving a variety of markets including food, beverage, consumer products, and healthcare end markets. The Company enters into a variety of agreements with customers, including quality agreements, pricing agreements, and master supply agreements, which outline the terms under which the Company does business with a specific customer. The Company also sells to some customers solely based on purchase orders. The Company has concluded for the vast majority of its revenues, that its contracts with customers are either a purchase order or the combination of a purchase order with a master supply agreement. All revenue recognized in the consolidated statements of income is considered to be revenue from contracts with customers.

    The Company typically satisfies the obligation to provide packaging to customers at a point in time upon shipment when control is transferred to customers. Revenue is recognized net of allowances for returns and customer claims and any taxes collected from customers, which are subsequently remitted to governmental authorities. The Company does not have any material contract assets or contract liabilities. The Company disaggregates revenue based on geography. Disaggregation of revenue is presented in Note 20, "Segments."

Significant Judgments

    Determining whether products and services should be accounted for as distinct performance obligations or as combined performance obligations may require significant judgment. The Company has identified potential performance obligations in its customer master supply agreements and determined that none of them are capable of being distinct as the customer can only benefit from the supplied packaging. Therefore, the Company has concluded that it has one performance obligation, which is to supply packaging to customers.

    The Company may provide variable consideration in several forms, which are determined through its agreements with customers. The Company can offer prompt payment discounts, sales rebates, or other incentive payments to customers. Sales rebates and other incentive payments can be awarded contingent on the achievement of certain performance metrics, including volume. The Company accounts for variable consideration using the most likely amount method. The Company utilizes forecasted sales data and rebate percentages specific to each customer agreement and updates its judgment of the amounts to which the customer is entitled each period.

    The Company enters into long-term agreements with certain customers, under which it is obligated to make various up-front payments for which it expects to receive a benefit in excess of the cost over the term of the contract. These up-front payments are deferred and reflected in prepaid expenses and other current assets or other non-current assets on its consolidated balance sheets. Contract incentives are typically recognized as a reduction to revenue over the term of the customer agreement.

Practical Expedients

    The Company sells primarily through its direct sales force. Any external sales commissions are expensed when incurred because the amortization period would be one year or less. External sales commission expense is included in selling, general, and administrative expenses in the consolidated statements of income.

    The Company accounts for shipping and handling activities as fulfillment costs. Accordingly, shipping and handling costs are classified as a component of cost of sales while amounts billed to customers are classified as a component of net sales.

    The Company excludes from the measurement of the transaction price all taxes assessed by a government authority that are both imposed on and concurrent with a specific revenue producing transaction and collected from the customer, including sales taxes, value added taxes, excise taxes, and use taxes. Accordingly, the tax amounts are not included in net sales.

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    The Company does not adjust the promised consideration for the time value of money for contracts where the difference between the time of payment and performance is one year or less.

Research and Development: Research and development expenses are expensed as incurred.

Restructuring Costs: Restructuring costs are recognized when the liability is incurred. The Company calculates severance obligations based on its standard customary practices. Accordingly, the Company records provisions for severance when payments are probable and estimable and when the Company has committed to the restructuring plan. In the absence of a standard customary practice or established local practice, liabilities for severance are recognized when incurred. If fixed assets become impaired as a result of the Company’s restructuring efforts, these assets are written down to their fair value less costs to sell, as the Company commits to dispose of them, and they are no longer in use. Depreciation is accelerated on fixed assets for the period of time the asset continues to be used until the asset ceases to be used. Other restructuring costs, including costs to relocate equipment, are generally recorded as the cost is incurred or the service is provided. See Note 6, "Restructuring," for more information on the Company’s restructuring plans.

Cash, Cash Equivalents, and Restricted Cash: The Company considers all highly liquid investments, with a maturity of three months or less when purchased, to be cash equivalents. Cash equivalents include demand deposits that can be readily liquidated without penalty at the Company’s option. Cash equivalents are carried at cost which approximates fair market value. The Company had immaterial amounts of restricted cash as of June 30, 2024, and 2023.

Trade Receivables, net of allowance for credit losses ("Trade accounts receivable, net"): Trade accounts receivable, net, are stated at the amount the Company expects to collect, which is net of an allowance for sales returns and the estimated losses resulting from the inability of its customers to make required payments. The allowance for doubtful accounts is estimated based on the current expected credit loss model ("CECL") and it incorporates information about past events, current conditions, and reasonable and supportable forecasts of future economic conditions. When determining the collectability of specific customer accounts, several factors are evaluated, including customer creditworthiness, past transaction history with the customer, and changes in customer payment terms or practices. In addition, overall historical collection experience, current economic industry trends, and a review of the current status of trade accounts receivable are considered when determining the required allowance for credit losses. Changes in allowance for doubtful accounts were not material for fiscal years ended June 30, 2024, 2023, and 2022.

    The Company enters into customer-based supply-chain financing programs from time to time to sell trade receivables to third-party financial institutions. Agreements which result in true sales of the transferred receivables, which occur when receivables are transferred without recourse to the Company, are reflected as a reduction of trade receivables, net on the consolidated balance sheets and the proceeds are included in the cash flows from operating activities in the consolidated statements of cash flows. Agreements that allow the Company to maintain effective control over the transferred receivables and which do not qualify as a true sale are accounted for as secured borrowings and recorded on the consolidated balance sheets within trade receivables, net and short-term debt. The expenses associated with receivables factoring are recorded in the consolidated statements of income primarily as a reduction of net sales. The Company did not factor any material trade receivables in fiscal years 2024 and 2023 which did not qualify as true sales of the receivables.

Inventories, net: Inventories are stated at the lower of cost and net realizable value. The cost of inventories is based upon the first-in, first-out ("FIFO") method or average cost method. Costs related to inventories include raw materials, direct labor, and manufacturing overhead.

Property, Plant, and Equipment, Net ("PP&E"): PP&E is carried at cost less accumulated depreciation and impairment and includes expenditures for new facilities and equipment, as well as costs that substantially increase the useful lives or capacity of existing PP&E. Cost of constructed assets includes capitalized interest incurred during the construction period. Maintenance and repairs that do not improve efficiency or extend economic life are expensed as incurred.

    PP&E, including assets held under finance leases, is depreciated using the straight-line method over the estimated useful lives of the assets or, in the case of leasehold improvements and finance leases, over the period of the lease or useful life of the asset as described below. The Company periodically reviews these estimated useful lives and, when appropriate, changes are made prospectively.

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Leasehold land	Over lease term
Land improvements	Up to 30 years
Buildings	Up to 45 years
Machinery and equipment	Up to 25 years
Finance leases	Lease term or 5 to 25 years

Impairment of Long-lived Assets: The Company reviews long-lived assets, primarily PP&E and certain identifiable intangible assets with finite lives, for impairment when facts or circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If impairment indicators are present and the estimated future undiscounted cash flows are less than the carrying value of the assets, the carrying values are reduced to their estimated fair value. Fair values are determined based on quoted market values, discounted cash flows, or external appraisals, as applicable.

    Impairments of long-lived assets recognized in the consolidated statements of income, excluding assets held for sale, were as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Selling, general, and administrative expenses	$	—	$	—	$	1
Restructuring, impairment, and other related activities, net	12		18		42
Total impairment losses recognized in the consolidated statements of income	$	12	$	18	$	43

Leases: The Company enters into leasing arrangements for certain manufacturing sites, offices, warehouses, land, vehicles, and equipment. The Company determines at the inception of the contract whether the contract is or contains a lease. A contract is a lease if it conveys the right to control an identified asset for a period of time in exchange for consideration.

    For leases with an original term of more than twelve months, the Company recognizes a right-of-use (“ROU”) asset and a lease liability. Short-term leases with a term of twelve months or less are not recorded on the consolidated balance sheets and the related expense is recognized on a straight-line basis over the term of the lease.

    Lease liabilities are recognized at the commencement date based on the present value of the remaining lease payments over the lease terms, which include any noncancellable lease terms and any renewal periods that the Company is reasonably certain to exercise. A significant portion of the Company's leases includes an option or options to extend the lease term. The Company re-evaluates its leases on a regular basis to consider the economic and strategic incentives of exercising lease renewal options. As the implicit rates in the Company's leases generally cannot be readily determined, the Company uses estimates of its incremental borrowing rate as the discount rates to determine the lease liabilities.

    Certain leases require variable payments that are dependent on usage, output, or other factors. Variable lease payments that do not depend on an index or rate are excluded from lease payments in the measurement of the ROU lease asset and lease liability and recognized as an expense in the period in which the obligation for the payments occur.

Goodwill: Goodwill represents the excess of cost over the fair value of net assets acquired in a business combination. Goodwill is not amortized but is instead tested annually for impairment by the Company as of April 1 of each fiscal year or whenever events and circumstances indicate an impairment may have occurred during the fiscal year. Factors that could trigger an impairment review include a significant decline in a reporting unit’s operating results compared to its operating plan or historical performance, and competitive pressures and changes in the general markets in which it operates. All goodwill is assigned to a reporting unit, which is defined as the operating segment. The Company has six reporting units with goodwill that are assessed for potential impairment.

    When performing the required impairment tests, the Company has the option to first assess qualitative factors to determine if a quantitative assessment for goodwill impairment is necessary. If the qualitative assessment concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company performs a quantitative assessment. The Company's quantitative assessment utilizes discounted cash flow models to determine the fair value of the reporting units. Deriving fair value using discounted cash flows requires judgment and is sensitive to changes in underlying assumptions and market factors. Key assumptions include revenue growth, projected operating income growth, market multiples, terminal values, and discount rates. Sensitivity analyses are performed around certain of these assumptions to assess

58

the reasonableness of the assumptions and the resulting estimated fair values. If current expectations of future growth rates and margins are not met, or if market factors beyond the Company’s control, such as factors impacting the applicable discount rate or economic or political conditions in key markets, change significantly, then goodwill allocated to one or more reporting units may be impaired.

    In fiscal year 2024, the Company performed quantitative impairment tests for all of its reporting units and the Company concluded that goodwill was not impaired as the fair values of the reporting units substantially exceeded their carrying values.

Other Intangible Assets, Net: Contractual or separable intangible assets that have finite useful lives are amortized against income using the straight-line method over their estimated useful lives, which range from 1 to 20 years. The straight-line method of amortization reflects an appropriate allocation of the costs of the intangible assets to earnings in proportion to the amount of economic benefits obtained by the Company in each reporting period.

    Costs incurred to develop software programs to be used solely to meet the Company's internal needs have been capitalized as computer software within other intangible assets.

Fair Value Measurements: The fair values of the Company's financial assets and financial liabilities reflect the amounts that would be received to sell the assets or paid to transfer the liabilities in an orderly transaction between market participants at the measurement date (exit price). The Company determines fair value based on a three-tiered fair value hierarchy. The hierarchy consists of:

•Level 1: fair value measurements represent exchange-traded securities, which are valued at quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access as of the reporting date;

•Level 2: fair value measurements are determined using input prices that are directly observable for the asset or liability or indirectly observable through corroboration with observable market data; and

•Level 3: fair value measurements are determined using unobservable inputs, such as internally developed pricing models for the asset or liability due to little or no market activity for the asset or liability.

Derivative Instruments: The Company recognizes all derivative instruments on the consolidated balance sheets at fair value. The impact on earnings from recognizing the fair values of these instruments depends on their intended use, their hedge designation and their effectiveness in offsetting changes in the fair values of the exposures they are hedging. Derivatives not designated as hedging instruments are adjusted to fair value through income. Depending on the nature of derivatives designated as hedging instruments, changes in the fair value are either offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings or recognized in shareholders’ equity through other comprehensive income/(loss) until the hedged item is recognized. Gains or losses, if any, related to the ineffective portion of any hedge are recognized through earnings over the life of the hedging relationship.

    See Note 11, "Derivative Instruments," for more information regarding specific derivative instruments included on the Company’s consolidated balance sheets, such as forward foreign currency exchange contracts, currency swap contracts, and interest rate swap arrangements, among other derivative instruments.

Employee Benefit Plans: The Company sponsors various defined contribution plans to which it makes contributions on behalf of employees. The expense under such plans was $91 million, $87 million, and $79 million for the fiscal years ended June 30, 2024, 2023, and 2022, respectively.

    The Company also sponsors a number of defined benefit plans that provide benefits to current and former employees. For the Company-sponsored plans, the relevant accounting guidance requires management to make certain assumptions relating to the long-term rate of return on plan assets, discount rates used to determine the present value of future obligations and expenses, salary inflation rates, mortality rates, and other assumptions. The Company believes that the accounting estimates related to its pension plans are critical accounting estimates because they are highly susceptible to change from period to period based on the performance of plan assets, actuarial valuations, market conditions, and contracted benefit changes. The selection of assumptions is based on historical trends, known economic and market conditions at the time of valuation, and independent studies of trends performed by the Company’s actuaries. However, actual results may differ substantially from the estimates that were based on the critical assumptions.

    The Company recognizes the funded status of each defined benefit pension plan in the consolidated balance sheets. Each overfunded plan is recognized as an asset in employee benefit assets and each underfunded plan is recognized as a liability

59

in employee benefit obligations. Pension plan liabilities are revalued annually, or when an event occurs that requires remeasurement, based on updated assumptions and information about the individuals covered by the plan. Accumulated actuarial gains and losses in excess of a 10 percent corridor and the prior service cost are amortized on a straight-line basis from the date recognized over the average remaining service period of active participants or over the average life expectancy for plans with significant inactive participants. The service costs related to defined benefits are included in operating income. The other components of net benefit cost other than service cost are recorded within other non-operating income, net in the consolidated statements of income.

Equity Method and Other Investments: Investments in ordinary shares of companies, in which the Company believes it exercises significant influence over operating and financial policies, are accounted for using the equity method of accounting. Investments in limited partnerships or limited liability companies that maintain separate ownership accounts are also accounted for under the equity method unless the Company's interest is so minor that it has virtually no influence over the investee's operating and financial policies. Under this method, the investment is carried at cost and is adjusted to recognize the investor’s share of earnings or losses of the investee after the date of acquisition and is adjusted for impairment whenever it is determined that a decline in the fair value below the cost basis is other than temporary. The fair value of the investment then becomes the new cost basis of the investment, and it is not adjusted for subsequent recoveries in fair value. The Company reviews its investments accounted for under the equity method for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable.

    All equity investments that do not result in consolidation and are not accounted for under the equity method are measured at fair value with unrealized gains and losses related to mark-to-market adjustments included in net income. The Company utilizes the measurement alternative for equity investments that do not have readily determinable fair values and measures these investments at cost adjusted for impairments and observable price changes in orderly transactions. See Note 7, "Equity Method and Other Investments," for more information on the Company's equity method and other investments.

Contingencies: The Company is subject to numerous contingencies arising in the ordinary course of business, such as legal and administrative proceedings, environmental claims and proceedings, workers' compensation, and other claims. Accruals for estimated losses are recorded by the Company at the time information becomes available indicating that losses are probable, and the amounts can be reasonably estimated. When management can reasonably estimate a range of losses that it may incur, it records an accrual for the amount within the range that constitutes its best estimate. If no amount within a range appears to be a better estimate than any other, the low end of the range is accrued. The Company records anticipated recoveries under existing insurance contracts when recovery is probable.

Share-based Compensation: The Company has a variety of equity incentive plans. For employee awards with a service or market condition, compensation expense is recognized over the vesting period on a straight-line basis using the grant date fair value of the award and the estimated number of awards that are expected to vest. For awards with a performance condition, the Company reassesses the probability of vesting at each reporting period and adjusts compensation cost based on its probability assessment. The Company also has immaterial cash-settled share-based compensation plans which are accounted for as liabilities. Such share-based awards are remeasured to fair value at each reporting date. The Company estimates forfeitures based on employee level, time remaining to vest, and historical forfeiture experience.

Income Taxes: The Company uses the asset and liability method to account for income taxes. Deferred income taxes reflect the future tax consequences of temporary differences between the tax bases of assets and liabilities and their financial reporting amounts at each balance sheet date, based upon enacted income tax laws and tax rates. Income tax expense or benefit is provided based on earnings reported in the consolidated financial statements. The provision for income tax expense or benefit differs from the amounts of income taxes currently payable because certain items of income and expense included in the consolidated financial statements are recognized in different time periods by taxing authorities.

    Deferred tax assets, including operating losses, capital losses, and tax credit carryforwards, are reduced by a valuation allowance when it is more likely than not that any portion of these tax attributes will not be realized. In addition, from time to time, management assesses the need to accrue or disclose uncertain tax positions. In making these assessments, management must often analyze complex tax laws of multiple jurisdictions. Accounting guidance prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Company records the related interest expense and penalties, if any, as tax expense in the tax provision. See Note 16, "Income Taxes," for more information on the Company's income taxes.

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Note 3 - New Accounting Guidance

Recently Adopted Accounting Standards

    In September 2022, the Financial Accounting Standards Board ("FASB") issued ASU 2022-04 that adds certain disclosure requirements for entities that use supplier finance programs in connection with the purchase of goods and services. The Company adopted the disclosure requirements in ASU 2022-04 on July 1, 2023, except for the amendment on roll forward information, which is effective in fiscal year 2025.

    The Company facilitates several regional voluntary supply chain financing ("SCF") programs with financial institutions, all of which have similar characteristics. The Company establishes these SCF programs to provide its suppliers with a potential source of liquidity and to enable a more efficient payment process. Under these SCF programs, qualifying suppliers may elect, but are not obligated, to sell their receivables due from Amcor to these financial institutions in advance of the agreed payment due date. The Company is not involved in negotiations between the suppliers and the financial institutions, and its rights and obligations to its suppliers are not impacted by its suppliers’ decisions to sell amounts to the financial institutions. Under these SCF programs, the Company agrees to pay the financial institution the stated invoice amounts from its participating suppliers on the original maturity dates of the invoices. The range of payment terms negotiated with suppliers under these arrangements are consistent with industry norms and short-term in nature, regardless of whether a supplier participates in the program. The Company's SCF programs do not include any guarantees to the financial institutions, or any assets pledged as securities.

    All outstanding amounts related to suppliers participating in the SCF programs are reflected in trade payables in the Company’s consolidated balance sheets, and associated payments are included in operating activities within the Company’s consolidated statements of cash flows. As of June 30, 2024 and June 30, 2023, the amounts due to suppliers participating in the Company’s SCF programs amounted to $1.1 billion.

Accounting Standards Not Yet Adopted

    In November 2023, the FASB issued Accounting Standards Update ("ASU") 2023-07 that adds new reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker and included within segment profit or loss. The standard's amendments are effective for the Company for annual periods beginning July 1, 2024, and interim periods beginning July 1, 2025, with early adoption permitted, and will be applied retrospectively to all periods in the financial statements. The Company will adopt this guidance in fiscal year 2025. The Company is currently evaluating the impact that this guidance will have on its disclosures.

    In December 2023, the FASB issued ASU 2023-09 that adds new income tax disclosure requirements, primarily related to existing income tax rate reconciliation and income taxes paid information. The standard's amendments are effective for the Company for annual periods beginning July 1, 2025, with early adoption permitted, and can be applied either prospectively or retrospectively. The Company is currently evaluating the impact that this guidance will have on its disclosures.

    The Company considers the applicability and impact of all ASUs issued by the FASB. The Company determined at this time that all other ASUs not yet adopted are either not applicable or are expected to have minimal impact on the Company's consolidated financial statements.

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Note 4 - Restructuring, Impairment, and Other Related Activities, Net

    Restructuring, impairment, and other related activities, net as reported on the consolidated statements of income are summarized as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Gain on disposal of Russian business, net	$	—	$	215	$	—
Restructuring and related expenses, net	(97)		(111)		(96)
Russia-Ukraine impairment expenses	—		—		(138)
Restructuring, impairment, and other related activities, net	$	(97)	$	104	$	(234)

    A pre-tax net gain on disposal of the Company's three manufacturing facilities in Russia ("Russian business") of $215 million was recognized during fiscal year 2023. The carrying value of the Russian business had previously been impaired by $90 million in the fourth quarter of fiscal year 2022, following the Company's approved plan to sell its Russian business. For further information, refer to Note 5, "Acquisitions and Divestitures".    

    Impairment expenses of $138 million were incurred in the fourth quarter of fiscal year 2022 as a result of the Russia-Ukraine conflict. In addition to the impairment charge on the Russian business mentioned above, the Company recognized other impairment expenses of $48 million, given the expectation that certain assets not held for sale in the conflict region were not recoverable. The Company's manufacturing plant in Ukraine ceased operations in February 2022 and has not resumed operations given the ongoing conflict in the region has displaced the Company's employees, destroyed nearby manufacturing facilities, and impaired the region's supporting infrastructure.

    Other asset impairment expenses in the last three fiscal years were not material and were primarily reported in restructuring and related expenses, net.

    Refer to Note 6, "Restructuring," for information on restructuring and related expenses, net.

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Note 5 - Acquisitions and Divestitures

Acquisitions

Year ended June 30, 2024

    On September 27, 2023, the Company completed the acquisition of a small manufacturer of flexible packaging for food, home care, and personal care applications in India for a purchase consideration of $14 million plus the assumption of debt of $10 million. The acquisition is part of the Company's Flexibles reportable segment and the Company aims to complete the purchase price allocation as soon as practicable but no later than one year from the date of the acquisition.

Year ended June 30, 2023

    On August 1, 2022, the Company completed the acquisition of 100% equity interest in a Czech Republic company that operates a world-class flexible packaging manufacturing plant. The purchase consideration of $59 million included a deferred portion of $5 million that was paid in the first quarter of fiscal year 2024. The acquisition is part of the Company's Flexibles reportable segment and resulted in the recognition of acquired identifiable net assets of $36 million and goodwill of $23 million. Goodwill is not deductible for tax purposes.

    On March 17, 2023, the Company completed the acquisition of 100% equity interest in a medical device packaging manufacturing site in Shanghai, China. The purchase consideration of $61 million included contingent consideration of $20 million, to be earned and paid in cash over the three years following the acquisition date, subject to meeting certain performance targets. The acquisition is part of the Company's Flexibles reportable segment and resulted in the recognition of acquired identifiable net assets of $21 million and goodwill of $40 million. Goodwill is not deductible for tax purposes.

    On May 31, 2023, the Company completed the acquisition of a New Zealand based leading manufacturer of state-of-the-art, automated protein packaging machines. The purchase consideration of $45 million was subject to customary post-closing adjustments. The consideration includes contingent consideration of $13 million, to be earned and paid in cash over the two years following the acquisition date, subject to meeting certain performance targets. The acquisition is part of the Company's Flexibles reportable segment and resulted in the recognition of acquired identifiable net assets of $21 million and goodwill of $24 million. Goodwill is deductible for tax purposes.

    The fair value estimates for all four acquisitions in fiscal years 2024 and 2023 were based on income, market, and cost valuation methods. Pro forma information related to these acquisitions has not been presented, as the effect of the acquisitions on the Company's consolidated financial statements was not material. The fair values of the identifiable net assets acquired and goodwill are based on the Company's best estimates using information available as of the respective acquisition date.

Divestitures

Year ended June 30, 2023

    On December 23, 2022, the Company completed the sale of its Russian business after receiving all necessary regulatory approvals and cash proceeds, including receipt of closing cash balances. The sale followed the Company’s previously announced plan to pursue the orderly sale of its Russian business. The total net cash consideration received, excluding disposed cash and items settled net, was $365 million and resulted in a pre-tax net gain of $215 million. The carrying value of the Russian business had previously been impaired by $90 million in the quarter ended June 30, 2022. The impairment charge was based on the Company's best estimate of the fair value of its Russian business, which considered the wide range of indicative bids received and uncertain regulatory environment. The net pre-tax gain on disposal of the Russian business was recorded as restructuring, impairment, and other related activities, net within the consolidated statements of income. The Russian business had a net carrying value of $252 million, including allocated goodwill of $46 million and accumulated other comprehensive losses of $73 million, primarily attributed to foreign currency translation adjustments.

Year ended June 30, 2022

    During the third quarter of fiscal year 2022, the Company completed the disposal of non-core assets in the Flexibles reportable segment. The Company recorded an expense of $10 million during the fiscal year ended June 30, 2022, to adjust the long-lived assets to their fair value less cost to sell.

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Note 6 - Restructuring

    Restructuring and related expenses, net were $97 million, $111 million, and $96 million for the fiscal years ended June 30, 2024, 2023, and 2022, respectively. The net expenses related to restructuring activities have been presented on the consolidated statements of income as part of restructuring, impairment, and other related activities, net. The Company's restructuring activities for the fiscal years ended June 30, 2024, and 2023 were primarily comprised of restructuring activities related to the 2023 Restructuring Plan (as defined below). The Company's restructuring activities for the fiscal year ended June 30, 2022, included expenses triggered by the Russia-Ukraine conflict to help mitigate the impact of the Russian sale and expenses related to the Company's 2019 plan from the integration of the acquired Bemis operations ("2019 Bemis Integration Plan"), which was substantially completed at the end of fiscal year 2022.

    Restructuring related expenses are directly attributable to restructuring activities; however, they do not qualify for special accounting treatment as exit or disposal activities. The Company believes the disclosure of restructuring related costs provides more information on its restructuring activities.

2023 Restructuring Plan

    On February 7, 2023, the Company announced that it will allocate approximately $110 million to $130 million of the sale proceeds from the Russian business to various cost saving initiatives to partly offset divested earnings from the Russian business (the "2023 Restructuring Plan" or the "Plan"). The Company expects total Plan cash and non-cash net expenses of approximately $220 million, of which $85 million relates to employee related expenses, $33 million to fixed asset related expenses (net of expected gains on asset disposals), $62 million to other restructuring expenses, and $40 million to restructuring related expenses. The Plan initiatives are expected to result in approximately $130 million of net cash expenditures. The Plan includes both the Flexibles and Rigid Packaging reportable segments and is expected to be largely completed by the end of calendar year 2024.

    From the initiation of the Plan through June 30, 2024, the Company has incurred $82 million in employee related expenses, $31 million in fixed asset related expenses, $47 million in other restructuring, and $21 million in restructuring related expenses, with $156 million incurred in the Flexibles reportable segment and $25 million incurred in the Rigid Packaging reportable segment. The Plan has resulted in cumulative net cash outflows of approximately $70 million.

    The restructuring related costs relate primarily to the closure of facilities and include startup and training costs after relocation of equipment, and other costs incidental to the Plan.

2019 Bemis Integration Plan

    In connection with the acquisition of Bemis Company, Inc. ("Bemis"), the Company initiated restructuring activities in the fourth quarter of 2019 aimed at integrating and optimizing the combined organization.

    The 2019 Bemis Integration Plan was completed by June 30, 2022, with a final pre-tax integration cost amounting to $253 million. The total 2019 Bemis Integration Plan cost included $213 million of restructuring and related expenses, net, and $40 million of general integration expenses. The net cash expenditures for the plan, including disposal proceeds, were $170 million, of which $40 million related to general integration expenses. As part of this Plan, the Company incurred $144 million in employee related expenses, $36 million in fixed asset related expenses, $39 million in other restructuring, and $45 million in restructuring related expenses, partially offset by a gain on disposal of a business of $51 million.

    The restructuring related costs relate primarily to the closure of facilities and include costs to replace graphics, train new employees on relocated equipment, and losses on sale of closed facilities.

Other Restructuring Plans

    During fiscal year 2024, the Company recorded $10 million in restructuring and related expenses classified within Other Restructuring Plans of which $1 million related to employee related expenses, $2 million to fixed asset related expenses, $3 million to other restructuring expenses, and $4 million to restructuring related expenses. During fiscal year 2023, the Company recorded $17 million in restructuring and related expenses classified within Other Restructuring Plans of which $3 million related to employee related expenses, $5 million to fixed asset related expenses, $5 million to other restructuring expenses, and $4 million to restructuring related expenses. During fiscal year 2022, the Company recorded $57 million in restructuring and related expenses classified within Other Restructuring Plans triggered by the Russia-Ukraine conflict to help mitigate the impact of disposed earnings from the Russian sale.

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Consolidated Restructuring Plans

    The total expenses incurred from the beginning of the Company's 2019 Bemis Integration Plan, 2023 Restructuring Plan, and Other Restructuring Plans are as follows:

($ in millions)	2019 Bemis Integration Plan (3)		2023 Restructuring Plan (1)		Other Restructuring Plans (2)		Total Restructuring and Related Expenses, Net
Fiscal year 2019	$	48	$	—	$	19	$	67
Fiscal year 2020	60		—		18		78
Fiscal year 2021	68		—		6		74
Fiscal year 2022	37		—		59		96
Fiscal year 2023	—		94		17		111
Fiscal year 2024	—		87		10		97
Net expenses incurred	$	213	$	181	$	129	$	523

(1)Includes restructuring related costs of $15 million and $6 million for fiscal years 2024 and 2023, respectively. In fiscal years 2024 and 2023, respectively, $69 million and $86 million of restructuring and related expenses, net, were incurred in the Flexibles reportable segment and $18 million and $8 million in the Rigid Packaging reportable segment.

(2)Includes restructuring related costs of $4 million in both fiscal years 2024 and 2023. Fiscal year 2022 includes $55 million in restructuring expenses and $2 million of restructuring related expenses that pertain to the Russia-Ukraine conflict as discussed above in section "Other Restructuring Plans."

(3)Fiscal year 2022 includes $17 million of restructuring related costs from the 2019 Bemis Integration Plan.

    An analysis of the restructuring expenses by type incurred follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Employee related expenses	$	18	$	68	$	58
Fixed asset related expenses, net (1)	20		18		4
Other expenses	40		15		15
Total restructuring expenses, net	$	78	$	101	$	77

(1)    Fiscal year 2024 includes a net gain on disposal of properties of $6 million.

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    An analysis of the Company's restructuring plan liability, not including restructuring related liabilities, is as follows:

($ in millions)	Employee Costs		Fixed Asset Related Costs		Other Costs		Total Restructuring Costs
Liability balance at June 30, 2021	$	78	$	—	$	17	$	95
Net charges to earnings	58		4		15		77
Cash (paid)/received, net	(27)		4		(14)		(37)
Non-cash and other	(3)		(5)		—		(8)
Foreign currency translation	(9)		—		—		(9)
Liability balance at June 30, 2022	97		3		18		118
Net charges to earnings	68		18		15		101
Cash paid	(42)		—		(13)		(55)
Non-cash and other	—		(18)		—		(18)
Foreign currency translation	3		—		1		4
Liability balance at June 30, 2023	126		3		21		150
Net charges to earnings	18		26		40		84
Cash paid	(61)		—		(42)		(103)
Non-cash and other	—		(26)		—		(26)
Foreign currency translation	(3)		—		—		(3)
Liability balance at June 30, 2024	$	80	$	3	$	19	$	102

    The Company expects the majority of the liability for employee, fixed assets related, and other costs as of June 30, 2024, to be paid within the next twelve months. The accruals related to restructuring activities have been recorded on the consolidated balance sheets under other current liabilities and other non-current liabilities.

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Note 7 - Equity Method and Other Investments

    As of June 30, 2024 and 2023, the Company has investments of $87 million and $89 million, respectively, in multiple equity and other investments. All of the investments are individually immaterial, with the Company's largest equity investment of $38 million and $33 million as of June 30, 2024 and 2023, respectively, in ePac Holdings, LLC ("ePac") representing an ownership of 21.5% and 18.9%, respectively. The Company's investment in ePac has been accounted for under the equity method since fiscal year 2023. All investments are included in other non-current assets in the Company's consolidated balance sheets. The Company accounts for its share in ePac's net loss in equity in loss of affiliated companies, net of tax in the consolidated statements of income, with a three month lag due to the availability of financial information.

    The Company received no dividends from its equity method investments in the fiscal years ended June 30, 2024, 2023, and 2022.

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Note 8 - Property, Plant, and Equipment, Net

    The components of property, plant, and equipment, net, were as follows:

($ in millions)	June 30, 2024		June 30, 2023
Land and land improvements	$	196	$	203
Buildings and improvements	1,424		1,483
Plant and equipment	6,358		6,084
Total property, plant, and equipment	7,978		7,770
Accumulated depreciation	(4,178)		(3,963)
Accumulated impairment	(37)		(45)
Total property, plant, and equipment, net	$	3,763	$	3,762

    Depreciation expense amounted to $402 million, $395 million, and $398 million for fiscal years 2024, 2023, and 2022, respectively. Amortization of assets under finance leases is included in depreciation expense.

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Note 9 - Goodwill and Other Intangible Assets

    Changes in the carrying amount of goodwill attributable to each reportable segment were as follows:

($ in millions)	Flexibles Segment		Rigid Packaging Segment		Total
Balance as of June 30, 2022	$	4,307	$	978	$	5,285
Acquisitions and acquisition adjustments (1)	98		—		98
Disposals (2)	(30)		—		(30)
Foreign currency translation	16		(3)		13
Balance as of June 30, 2023	4,391		975		5,366
Acquisitions and acquisition adjustments (1)	1		—		1
Foreign currency translation	(19)		(3)		(22)
Balance as of June 30, 2024	$	4,373	$	972	$	5,345

(1)    Acquisitions and acquisition adjustments are detailed in Note 5, "Acquisitions and Divestitures."

(2)    As of June 30, 2022, $16 million of goodwill attributable to the Russian business was classified as assets held for sale, net. When the business was disposed on December 23, 2022, an additional $30 million of goodwill was allocated and disposed of. For further information, refer to Note 5, "Acquisitions and Divestitures."

Other Intangible Assets, Net

    Other intangible assets, net were comprised of the following:

	June 30, 2024
($ in millions)	Gross Carrying Amount		Accumulated Amortization and Impairment (1)		Net Carrying Amount
Customer relationships	$	1,999	$	(791)	$	1,208
Computer software	272		(182)		90
Other (2)	334		(241)		93
Total other intangible assets	$	2,605	$	(1,214)	$	1,391

	June 30, 2023
($ in millions)	Gross Carrying Amount		Accumulated Amortization and Impairment (1)		Net Carrying Amount
Customer relationships	$	1,987	$	(660)	$	1,327
Computer software	261		(185)		76
Other (2)	327		(206)		121
Total other intangible assets	$	2,575	$	(1,051)	$	1,524

(1)Accumulated amortization and impairment as of June 30, 2024, and 2023, included $34 million of accumulated impairment in the Other category.

(2)As of June 30, 2024, and 2023, Other included $17 million of acquired intellectual property assets not yet being amortized as the related R&D projects have not yet been completed.

    Amortization expenses for intangible assets were $181 million, $174 million, and $180 million during the fiscal years 2024, 2023, and 2022, respectively. During the last three fiscal years, there were no impairment charges recorded on intangible assets.

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    Estimated future amortization expense for intangible assets is as follows:

($ in millions)	Amortization
Fiscal year 2025	$	162
Fiscal year 2026	159
Fiscal year 2027	145
Fiscal year 2028	144
Fiscal year 2029	139

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Note 10 - Fair Value Measurements

    The fair values of the Company's financial assets and financial liabilities listed below reflect the amounts that would be received to sell the assets or paid to transfer the liabilities in an orderly transaction between market participants at the measurement date (exit price).

    The Company's non-derivative financial instruments primarily include cash and cash equivalents, trade receivables, trade payables, short-term debt, and long-term debt. At June 30, 2024, and 2023, the carrying value of these financial instruments, excluding long-term debt, approximated fair value because of the short-term nature of these instruments.

    Fair value disclosures are classified based on the fair value hierarchy. See Note 2, "Significant Accounting Policies," for information about the Company's fair value hierarchy.

    The carrying value of long-term debt with variable interest rates approximates its fair value. The fair value of the Company's long-term debt with fixed interest rates is based on market prices, if available, or expected future cash flows discounted at the current interest rate for financial liabilities with similar risk profiles.

    The carrying values and estimated fair values of long-term debt with fixed interest rates (excluding the fair value of designated receive-fixed, pay-variable rate swaps) were as follows:

	June 30, 2024				June 30, 2023
	Carrying Value		Fair Value		Carrying Value		Fair Value
($ in millions)			(Level 2)				(Level 2)
Total long-term debt with fixed interest rates (excluding commercial paper (1) and finance leases)	$	5,141	$	4,973	$	4,123	$	3,844

(1)As of June 30, 2023, the Company had entered into interest rate swap contracts for a total notional amount of commercial paper equal to $1.2 billion, maturing on June 30, 2024. These contracts were considered to be economic hedges and the related $1.2 billion notional amount of commercial paper was also excluded from the total long-term debt with fixed interest rates.

Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis

    Additionally, the Company measures and records certain assets and liabilities, including derivative instruments and contingent purchase consideration liabilities, at fair value. The following tables summarize the fair values of these instruments, which are measured at fair value on a recurring basis, by level, within the fair value hierarchy:

	June 30, 2024
($ in millions)	Level 1		Level 2		Level 3		Total
Assets
Commodity contracts	$	—	$	2	$	—	$	2
Forward exchange contracts	—		2		—		2
Total assets measured at fair value	$	—	$	4	$	—	$	4
Liabilities
Contingent purchase consideration liabilities	$	—	$	—	$	36	$	36
Commodity contracts	—		1		—		1
Forward exchange contracts	—		4		—		4
Interest rate swaps	—		92		—		92
Cross currency swaps	—		16		—		16
Total liabilities measured at fair value	$	—	$	113	$	36	$	149

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	June 30, 2023
($ in millions)	Level 1		Level 2		Level 3		Total
Assets
Forward exchange contracts	$	—	$	3	$	—	$	3
Interest rate swaps	—		16		—		16
Total assets measured at fair value	$	—	$	19	$	—	$	19
Liabilities
Contingent purchase consideration liabilities	$	—	$	—	$	46	$	46
Commodity contracts	—		2		—		2
Forward exchange contracts	—		5		—		5
Interest rate swaps	—		96		—		96
Total liabilities measured at fair value	$	—	$	103	$	46	$	149

    The fair value of the commodity contracts was determined using a discounted cash flow analysis based on the terms of the contracts and observed market forward prices discounted at a currency specific rate. Forward exchange contract fair values were determined based on quoted prices for similar assets and liabilities in active markets using inputs such as currency rates and forward points. The fair value of the interest rate swaps was determined using a discounted cash flow method based on market-based swap yield curves, taking into account current interest rates.

    Contingent purchase consideration liabilities arise from business acquisitions and other investments. As of June 30, 2024, the Company had contingent purchase consideration liabilities of $36 million, consisting of $26 million of contingent purchase consideration predominantly relating to fiscal year 2023 acquisitions (refer to Note 5, "Acquisitions and Divestitures") and a $10 million liability that is contingent on future royalty income generated by Discma AG, a subsidiary acquired in March 2017. The fair values of the contingent purchase consideration liabilities were determined for each arrangement individually. The fair values were determined using an income approach with significant inputs that are not observable in the market. Key assumptions include the selection of discount rates consistent with the level of risk of achievement and probability-adjusted financial projections. The expected outcomes are recorded at net present value, which require adjustment over the life for changes in risks and probabilities. Changes arising from modifications in forecasts related to contingent consideration are not expected to be material. During the fiscal year ended June 30, 2024, income of $9 million was recorded in other income/(expenses), net from remeasuring the fair value of the Company's contingent purchase consideration liability.

    The fair value of contingent purchase consideration liabilities is included in other current liabilities and other non-current liabilities in the consolidated balance sheets.

    The following table sets forth a summary of changes in the value of the Company's Level 3 financial liabilities:

	June 30,
($ in millions)	2024		2023
Fair value at the beginning of the year	$	46	$	16
Additions due to acquisitions	1		33
Change in fair value of Level 3 liabilities	(9)		(2)
Payments	(2)		—
Foreign currency translation	—		(1)
Fair value at the end of the year	$	36	$	46

Assets and Liabilities Measured and Recorded at Fair Value on a Nonrecurring Basis

    In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records certain assets at fair value on a nonrecurring basis, generally when events or changes in circumstances indicate the carrying value may not be recoverable, or when they are deemed to be other than temporarily impaired. These assets include goodwill and other intangible assets, equity method and other investments, long-lived assets and disposal groups held for sale, and other long-lived assets. The fair values of these assets are determined, when applicable, based on valuation techniques using the best information

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available, and may include quoted market prices, market comparables, and discounted cash flow projections. These nonrecurring fair value measurements are considered to be Level 3 in the fair value hierarchy.

    During the fiscal years ended June 30, 2024, and 2023, there were no impairment charges recorded on indefinite-lived intangibles, including goodwill. During the fourth quarter of fiscal year 2022, the Company met the criteria to recognize the related assets and liabilities of its Russian operations as held for sale which resulted in the Company remeasuring the disposal group at its fair value, less cost to sell, which is considered a Level 3 fair value measurement. As a result, the Company recorded an impairment of $90 million. For information on long-lived asset impairments, refer to Note 2, "Significant Accounting Policies".

    In addition, resulting from the effective disposal of non-core businesses during the fiscal year ended June 30, 2022, the Company recorded a total loss of $34 million, predominantly to adjust the long-lived assets to their fair value less cost to sell. Of these losses, $24 million are included within restructuring, impairment, and other related activities, net as relating to the Russia-Ukraine conflict with the balance recorded in other income, net in the consolidated statements of income. During the fiscal year ended June 30, 2022, further long-lived assets with a carrying value of $12 million were written down to a fair value of zero as the Company's Durban, South Africa, manufacturing facility was destroyed in a fire as the result of general civil unrest. In addition, during the fiscal year ended June 30, 2022, other long-lived assets in South Africa, with a carrying amount of $8 million, were written down to their estimated fair value of $4 million using level 3 inputs. These expenses are included within other income, net in the consolidated statements of income.

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Note 11 - Derivative Instruments

    The Company periodically uses derivatives and other financial instruments to hedge exposures to interest rate, commodity price, and currency risks. The Company does not hold or issue derivative instruments for speculative or trading purposes. For hedges that meet the hedge accounting criteria, the Company, at inception, formally designates and documents the instruments as a fair value hedge or a cash flow hedge of a specific underlying exposure. On an ongoing basis, the Company assesses and documents that its hedges have been and are expected to continue to be highly effective.

Interest Rate Risk

    The Company's policy is to manage exposure to interest rate risk by maintaining a mixture of fixed-rate and variable-rate debt, monitoring global interest rates, and, where appropriate, hedging floating interest rate exposure or debt at fixed interest rates through various interest rate derivative instruments, including, but not limited to, interest rate swaps, and interest rate locks. For interest rate swaps that are accounted for as fair value hedges, the gains and losses related to the changes in the fair value of the interest rate swaps are included in interest expense and offset changes in the fair value of the hedged portion of the underlying debt that are attributable to the changes in market interest rates. Changes in the fair value of interest rate swaps that have not been designated as hedging instruments are reported in the accompanying consolidated statements of income in other income/(expenses), net.

    In October 2022, the Company entered into interest rate swap contracts for a total notional amount of $1.25 billion. Under the terms of the contracts, the Company paid a weighted-average fixed rate of interest of 4.53% and received a variable rate of interest, based on compound overnight Secured Overnight Financing Rate ("SOFR"), for the period from November 2022 through June 2023, settled monthly. In March 2023, the Company entered into interest rate swap contracts for a total notional amount of $1.2 billion. Under the terms of the contracts, the Company paid a weighted-average fixed interest rate of 3.88% and received a variable rate of interest, based on 1-month Term SOFR, from July 2023 through June 2024, settled monthly. As of June 30, 2024, the Company had no receive-variable, pay-fixed interest rate swaps outstanding. As of June 30, 2023, the Company had no other receive-variable, pay-fixed interest rate swaps than those listed above. The Company did not apply hedge accounting on these economic hedging instruments.

    As of June 30, 2024, and 2023, the total notional amount of the Company's receive-fixed, pay-variable interest rate swaps was $650 million.

Foreign Currency Risk

    The Company manufactures and sells its products and finances operations in a number of countries throughout the world and, as a result, is exposed to movements in foreign currency exchange rates. The purpose of the Company's foreign currency hedging program is to manage the volatility associated with the changes in exchange rates. To manage this exchange rate risk, the Company utilizes forward contracts and cross currency swaps.

    Forward contracts that qualify for hedge accounting are designated as cash flow hedges of certain forecasted transactions denominated in foreign currencies. The effective portion of the changes in fair value of these instruments is reported in accumulated other comprehensive loss ("AOCI") and reclassified into earnings in the same financial statement line item and in the same period or periods during which the related hedged transactions affect earnings. The ineffective portion is recognized in earnings over the life of the hedging relationship in the same consolidated statements of income line item as the underlying hedged item. Changes in the fair value of forward contracts that have not been designated as hedging instruments are reported in the accompanying consolidated statements of income.

    As of June 30, 2024, and 2023, the notional amount of the outstanding forward contracts was $0.6 billion and $0.5 billion, respectively.

    In May 2024, the Company entered into cross currency swap contracts for a total notional amount of $500 million. Under the terms of the contracts, the Company swapped the notional and periodic interest payments to Swiss francs to manage the foreign currency risk, and receives a fixed U.S. dollar rate of interest of 5.450% and pays a fixed weighted-average Swiss franc rate of interest of 2.218%. The Company has designated these cross currency swap contracts as a fair value hedge of $500 million notes and recognizes the components excluded from the hedging relationship in accumulated other comprehensive loss ("AOCI") and reclassifies into earnings through the accrual of the periodic interest settlements on the swaps.

    At June 30, 2024 and 2023, the Company had cross currency swaps with a notional amount of $500 million and zero, respectively, outstanding.

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Commodity Risk

    Certain raw materials used in the Company's production processes are subject to price volatility caused by weather, supply conditions, political and economic variables, and other unpredictable factors. The Company's policy is to minimize exposure to price volatility by passing through the commodity price risk to customers, including through the use of fixed price swaps.

    In some cases, the Company purchases, on behalf of customers, fixed price commodity swaps to offset the exposure of price volatility on the underlying sales contracts. These instruments are cash closed out on maturity and the related cost or benefit is passed through to customers. Information about commodity price exposure is derived from supply forecasts submitted by customers and these exposures are hedged by central treasury units. Changes in the fair value of commodity hedges are recognized in AOCI. The cumulative amount of the hedge is recognized in the consolidated statements of income when the forecasted transaction is realized.

    The Company had the following outstanding commodity contracts to hedge forecasted purchases:

	June 30, 2024	June 30, 2023
Commodity	Volume	Volume
Aluminum	10,673 tons	14,325 tons
PET resin	27,916,666 lbs.	0 lbs.

    The following table provides the location of derivative instruments in the consolidated balance sheets:

($ in millions)	Balance Sheet Location	June 30, 2024		June 30, 2023
Assets
Derivatives in cash flow hedging relationships:
Commodity contracts	Other current assets	$	2	$	—
Forward exchange contracts	Other current assets	2		2
Derivatives not designated as hedging instruments:
Forward exchange contracts	Other current assets	—		1
Interest rate swaps	Other current assets	—		16
Total current derivative contracts		4		19
Total non-current derivative contracts		—		—
Total derivative asset contracts		$	4	$	19
Liabilities
Derivatives in cash flow hedging relationships:
Commodity contracts	Other current liabilities	$	1	$	2
Forward exchange contracts	Other current liabilities	3		3
Derivatives not designated as hedging instruments:
Forward exchange contracts	Other current liabilities	1		1
Total current derivative contracts		5		6
Derivatives in cash flow hedging relationships:
Forward exchange contracts	Other non-current liabilities	—		1
Derivatives in fair value hedging relationships:
Interest rate swaps	Other non-current liabilities	92		96
Cross currency swaps	Other non-current liabilities	16		—
Total non-current derivative contracts		108		97
Total derivative liability contracts		$	113	$	103

    Certain derivative financial instruments are subject to netting arrangements and are eligible for offset. The Company has made an accounting policy election not to offset the fair values of these instruments within the consolidated balance sheets.

75

    The following tables provide the effects of derivative instruments on AOCI and in the consolidated statements of income:

	Location of Gain / (Loss) Reclassified from AOCI into Income	Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)
		Years ended June 30,
($ in millions)		2024		2023		2022
Derivatives in cash flow hedging relationships:
Commodity contracts	Cost of sales	$	(2)	$	2	$	20
Forward exchange contracts	Net sales	1		(2)		—
Treasury locks	Interest expense	(3)		(3)		(3)
Total		$	(4)	$	(3)	$	17

	Location of Gain / (Loss) Recognized in the Consolidated Income Statements	Gain / (Loss) Recognized in Income for Derivatives not Designated as Hedging Instruments
		Years ended June 30,
($ in millions)		2024		2023		2022
Derivatives not designated as hedging instruments:
Forward exchange contracts	Other income/(expenses), net	$	15	$	(7)	$	(45)
Interest rate swaps	Other income/(expenses), net	(16)		16		—
Total		$	(1)	$	9	$	(45)

	Location of Gain / (Loss) Recognized in the Consolidated Income Statements	Gain / (Loss) Recognized in Income for Derivatives in Fair Value Hedging Relationships
		Years ended June 30,
($ in millions)		2024		2023		2022
Derivatives in fair value hedging relationships:
Interest rate swaps	Interest expense	$	4	$	(27)	$	(75)
Cross currency swaps	Interest expense	2		—		—
Cross currency swaps	Other income/(expenses), net	(8)		—		—
Forward exchange contracts	Other income/(expenses), net	—		—		(11)
Total		$	(2)	$	(27)	$	(86)

    The changes in AOCI for effective derivatives were as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Amounts reclassified into earnings:
Commodity contracts	$	2	$	(2)	$	(20)
Forward exchange contracts	(1)		2		—
Treasury locks	3		3		3
Fair value gains / (losses):
Commodity contracts	1		(2)		9
Forward exchange contracts	1		(3)		(1)
Cross currency swaps	(10)		—		—
Tax effect	(1)		1		2
Total	$	(5)	$	(1)	$	(7)

76

Note 12 - Defined Benefit Plans

    The Company sponsors both funded and unfunded defined benefit pension plans that include a statutory and mandated benefit provision in various countries as well as voluntary plans, with both types of plans generally closed to new joiners. The Company’s principal defined benefit plans are in the United States, Switzerland, United Kingdom, and Germany. The United States plans are closed to new entrants and mostly closed to future accruals, and are funded. The Switzerland plan is open to new entrants, and is funded. The United Kingdom benefit plans are closed to new entrants and future accruals, and are funded. The Germany plans are closed to new entrants and mostly closed to future accruals, and are unfunded.

    During the fourth quarter of fiscal year 2023, Amcor announced a plan termination date of July 31, 2023, for one of the Company's closed principal funded defined benefit plans in the United States (the "U.S. Plan"). The U.S. Plan's benefit obligations as of June 30, 2023 were determined on a plan termination basis, assuming that a portion of eligible active and deferred vested participants would elect lump sum payments. In June 2024, the Company exercised its right to rescind its decision to terminate the U.S. Plan due to a change in market conditions. Benefit obligations related to the U.S. Plan of $236 million as of June 30, 2024 were determined on an ongoing plan basis.

    During the second quarter of fiscal year 2022, the Company contracted with Pacific Life Insurance Company to purchase a group annuity contract and transfer $186 million of its pension plan assets and related benefit obligations related to three principal defined benefit plans in the United States. This transaction required a remeasurement of the pension plan assets and obligations and resulted in the recognition of a $3 million non-cash pension settlement loss in fiscal year 2022.

    Net periodic benefit cost for benefit plans includes the following components:

	Years ended June 30,
($ in millions)	2024		2023		2022
Service cost	$	18	$	13	$	24
Interest cost	50		49		39
Expected return on plan assets	(57)		(55)		(61)
Amortization of net loss	3		2		5
Amortization of prior service credit	(4)		(3)		(3)
Curtailment credit	(1)		—		—
Settlement costs	3		5		8
Net periodic benefit cost	$	12	$	11	$	12

77

    Changes in benefit obligations and plan assets were as follows:

($ in millions)	June 30, 2024		June 30, 2023
Change in benefit obligation:
Benefit obligation at the beginning of the year	$	1,224	$	1,314
Service cost	18		13
Interest cost	50		49
Participant contributions	6		6
Actuarial (gain)/loss	19		(90)
Plan curtailments	(1)		—
Settlements	(19)		(27)
Benefits paid	(61)		(62)
Administrative expenses	(6)		(4)
Plan amendments	1		(4)
Other	—		(2)
Foreign currency translation	(4)		31
Benefit obligation at the end of the year	$	1,227	$	1,224
Accumulated benefit obligation at the end of the year	$	1,191	$	1,186

Change in plan assets:
Fair value of plan assets at the beginning of the year	$	1,061	$	1,195
Actual return on plan assets	19		(100)
Employer contributions	36		26
Participant contributions	6		6
Benefits paid	(61)		(62)
Settlements	(19)		(27)
Administrative expenses	(6)		(4)
Other	(2)		—
Foreign currency translation	(1)		27
Fair value of plan assets at the end of the year	$	1,033	$	1,061
Funded status at the end of the year	$	(194)	$	(163)

    Actuarial losses resulting in an increase of the benefit obligation were primarily due to lower than expected asset returns mainly in the U.S., UK, Switzerland, and Ireland. Liability assumption losses for fiscal year 2024 were caused by a reduction in discount rates in the majority of territories, and an increase in the inflation assumption for the UK and Switzerland. The weighted average decrease in discount rates for the Company's pension plans was (0.1)% for the fiscal year ended June 30, 2024 and a weighted average increase of 0.5% for the fiscal year ended June 30, 2023. The losses were partially offset by the lower inflation rate assumption in the European Union in fiscal year 2024.    

    The following table provides information for defined benefit plans with a projected benefit obligation in excess of plan assets:

($ in millions)	June 30, 2024		June 30, 2023
Projected benefit obligation	$	808	$	832
Fair value of plan assets	580		601

78

    The following table provides information for defined benefit plans with an accumulated benefit obligation in excess of plan assets:

($ in millions)	June 30, 2024		June 30, 2023
Accumulated benefit obligation	$	786	$	799
Fair value of plan assets	574		589

    The following table provides information as to how the funded status is recognized in the consolidated balance sheets:

($ in millions)	June 30, 2024		June 30, 2023
Non-current assets - Employee benefit assets	$	34	$	67
Current liabilities - Other current liabilities	(11)		(6)
Non-current liabilities - Employee benefit obligations	(217)		(224)
Funded status	$	(194)	$	(163)

    Amounts recognized in other comprehensive (income)/loss are as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Changes in plan assets and benefit obligations recognized in other comprehensive (income)/loss:
Net actuarial loss/(gain) occurring during the year	$	57	$	65	$	(91)
Net prior service loss/(gain) occurring during the year	1		(4)		1
Amortization of actuarial loss	(3)		(2)		(5)
Gain recognized due to settlement/curtailment	(2)		(4)		(8)
Amortization of prior service credit	4		3		3
Loss on divestiture	—		—		(1)
Foreign currency translation	—		3		(14)
Tax effect	(12)		(11)		21
Total recognized in other comprehensive (income)/loss	$	45	$	50	$	(94)

    

    Amounts in AOCI that have not yet been recognized as net periodic benefit cost are as follows:

	June 30,
($ in millions)	2024		2023		2022
Net prior service credit	$	(13)	$	(17)	$	(15)
Net actuarial loss	181		128		65
Accumulated other comprehensive loss at the end of the year	$	168	$	111	$	50

    Weighted-average assumptions used to determine benefit obligations were:

	June 30,
	2024		2023		2022
Discount rate	4.2	%	4.3	%	3.8	%
Rate of compensation increase	1.9	%	1.9	%	2.3	%

79

    Weighted-average assumptions used to determine net periodic benefit cost were:

	Years ended June 30,
	2024		2023		2022
Discount rate	4.3	%	3.8	%	2.1	%
Rate of compensation increase	1.9	%	2.3	%	1.7	%
Expected long-term rate of return on plan assets	5.5	%	4.4	%	3.8	%

    Where funded, the Company and, in some countries, the employees make cash contributions into the pension funds. In the case of unfunded plans, the Company is responsible for benefit payments as they fall due. Plan funding requirements are generally determined by local regulation and/or best practice and differ between countries. The local statutory funding positions are not necessarily consistent with the funded status disclosed on the consolidated balance sheets. For any funded plans in deficit (as measured under local country guidelines), the Company agrees with the trustees and plan fiduciaries to undertake suitable funding programs to provide additional contributions over time in accordance with local country requirements. Contributions to the Company's defined benefit pension plans, not including unfunded plans, are expected to be $32 million over the next fiscal year.

    The following benefit payments for the succeeding five fiscal years and thereafter, which reflect expected future service, as appropriate, are expected to be paid:

($ in millions)
2025	$	72
2026	75
2027	77
2028	77
2029	77
2030-2034	394

    The ERISA Benefit Plan Committee in the United States, the Pension Plan Committee in Switzerland, and the Trustees of the pension plans in UK establish investment policies, investment strategies, allocation strategies, and investment risk profiles for the Company's pension plan assets and are required to consult with the Company on changes to their investment policy. In developing the expected long-term rate of return on plan assets at each measurement date, the Company considers the plan assets' historical returns, asset allocations, and the anticipated future economic environment and long-term performance of the asset classes. While appropriate consideration is given to recent and historical investment performance, the assumption represents management's best estimate of the long-term prospective return.

    The pension plan assets measured at fair value were as follows:

	June 30, 2024
($ in millions)	Level 1		Level 2		Level 3		Total
Equity securities	$	100	$	29	$	—	$	129
Debt securities	104		251		—		355
Real estate	7		100		—		107
Insurance contracts	—		—		258		258
Cash and cash equivalents	140		11		—		151
Other	5		20		8		33
Total	$	356	$	411	$	266	$	1,033

80

	June 30, 2023
($ in millions)	Level 1		Level 2		Level 3		Total
Equity securities	$	114	$	54	$	—	$	168
Debt securities	77		405		—		482
Real estate	7		105		—		112
Insurance contracts	—		—		192		192
Cash and cash equivalents	58		13		—		71
Other	5		22		9		36
Total	$	261	$	599	$	201	$	1,061

Equity securities: Valued primarily at the closing prices reported in the active market in which the individual securities are traded (Level 1); or based on significant observable inputs such as fund values provided by the independent fund administrators (Level 2).

Debt securities: Consists of government and corporate debt securities, valued at the closing prices reported in the active market in which the individual securities are traded (Level 1); or based on observable inputs such as fund values provided by independent fund administrators, pricing of similar agency issues, reported trades, broker/dealer quotes, issuer spread, live trading feeds from several vendors, and benchmark yields (Level 2). Inputs may be prioritized differently at certain times based on market conditions.

Real estate: Valued at the closing prices reported in the active market in which the individual securities are traded (Level 1); or based on observable inputs such as fund values provided by independent fund administrators (Level 2).

Insurance contracts: Valued based on the present value of the underlying insured liabilities (Level 3).

Cash and cash equivalents: Consists of cash on deposit with brokers and short-term money market funds, shown net of receivables and payables for securities traded at period end but not yet settled (Level 1) and cash indirectly held across investment funds (Level 2). All cash and cash equivalents are stated at cost, which approximates fair value.

Other:

Level 1: Derivatives valued at the closing prices reported in the active market.

Level 2: Assets held in diversified growth funds, pooled funds, financing funds, and derivatives, where the values of the assets are determined by the investment managers or other independent third parties, based on observable inputs.

Level 3: Indemnified plan assets and pooled funds (equity, credit, macro-orientated, multi-strategy, cash, and other). The values of indemnified plan assets are determined based on the value of the liabilities that the assets cover. The value of the pooled funds is calculated by the investment managers based on the net asset values of the underlying portfolios.

    The following table sets forth a summary of changes in the value of the Company's Level 3 plan assets:

($ in millions)
Balance as of June 30, 2023	$	201
Actual return on plan assets	82
Purchases, sales, and settlements	(11)
Transfer out of Level 3	(5)
Foreign currency translation	(1)
Balance as of June 30, 2024	$	266

81

Note 13 - Debt

Long-Term Debt

    The following table summarizes the carrying value of long-term debt as of June 30, 2024, and 2023, respectively:

				June 30,
($ in millions)	Maturities	Interest rates		2024		2023
Term debt
U.S. dollar notes, $500 million (3)	May 2025	4.00	%	$	500	$	500
U.S. dollar notes, $600 million	Apr 2026	3.63	%	600		600
U.S. dollar notes, $300 million	Sep 2026	3.10	%	300		300
Euro bonds, €500 million	Jun 2027	1.13	%	535		543
U.S. dollar notes, $500 million	May 2028	4.50	%	500		500
U.S. dollar notes, $500 million (1)	May 2029	5.45	%	500		—
U.S. dollar notes, $500 million	Jun 2030	2.63	%	500		500
U.S. dollar notes, $800 million	May 2031	2.69	%	800		800
Euro notes, €500 million (2)	May 2032	3.95	%	535		—
U.S. dollar notes, $500 million	May 2033	5.63	%	500		500
Total term debt				$	5,270	$	4,243
Bank loans				$	25	$	22
Commercial paper (3)				1,386		2,445
Other loans (4)				20		33
Finance lease obligations				43		50
Fair value hedge accounting adjustments (5)				(92)		(96)
Unamortized discounts and debt issuance costs				(37)		(31)
Total debt				$	6,615	$	6,666
Less: current portion				(12)		(13)
Total long-term debt				$	6,603	$	6,653

(1)On May 21, 2024, the Company issued U.S. dollar notes with an aggregate principal amount of $500 million and a contractual maturity in May 2029. The notes pay a coupon of 5.45% per annum, payable semi-annually in arrears. The notes are unsecured senior obligations of the Company and are fully and unconditionally guaranteed by the Company and certain of its subsidiaries.

(2)On May 22, 2024, the Company issued Euro notes with an aggregate principal amount of €500 million and a contractual maturity in May 2032. The notes pay a coupon of 3.95% per annum, payable annually in arrears. The notes are unsecured senior obligations of the Company and are fully and unconditionally guaranteed by the Company and certain of its subsidiaries.

(3)Indicates debt which has been classified as long-term liabilities in accordance with the Company’s ability and intent to refinance such obligations on a long-term basis.

(4)Fiscal year 2023 includes other loans of $12 million which were classified as long-term liabilities in accordance with the Company’s ability and intent to refinance such obligations on a long-term basis.

(5)Relates to fair value hedge basis adjustments relating to interest rate hedging.

    The following table summarizes the contractual maturities of the Company's long-term debt, including current maturities (excluding payments for finance leases) as of June 30, 2024, for the succeeding five fiscal years:

($ in millions)
2025	$	501
2026 (1)	797
2027 (2)	2,028
2028	503
2029	501

(1)    Commercial paper denominated in U.S. dollars is classified as maturing in 2026, supported by the 3-year syndicated facility, with one 12-month option available to the Company to extend the maturity date.

(2)    Commercial paper denominated in Euros is classified as maturing in 2027, supported by the 5-year syndicated facility, with two 12-month options available to the Company to extend the maturity date.

82

Bank and other loans

    The Company has entered into syndicated and bilateral multi-currency credit facilities with financial institutions. On April 26, 2022, the Company entered into three- and five-year syndicated facility agreements that each provided a revolving credit facility of $1.9 billion, or $3.8 billion in total. On April 23, 2024, the Company extended the maturity of its three-year facility by one year until April 2026. The three-year syndicated facility agreement will be reduced from $1.9 billion to $1.7 billion effective April 2025. The Company's five-year syndicated credit facility matures in April 2027 and provides a revolving credit facility of $1.9 billion. The three-year facility has one 12-month option available to the Company to extend the maturity date and the five-year facility has two 12-month options available to the Company to extend the maturity date.

    The facilities are unsecured and the agreements include customary terms and conditions for a syndicated facility of this nature.

    Interest charged on borrowings under the credit facilities is based on the applicable market rate plus the applicable margin. As of June 30, 2024, and 2023, the Company's credit facilities amounted to $3.8 billion.

    As of June 30, 2024, and 2023, the Company had $2.4 billion and $1.3 billion of undrawn commitments, respectively. The Company incurs facility fees of 0.125% on the undrawn commitments. Such facility fees incurred were immaterial in the fiscal years ended June 30, 2024, 2023, and 2022, respectively.

    As of June 30, 2024, and 2023, land and buildings with a carrying value of $37 million and $38 million, respectively, have been pledged as security for bank and other loans.

Redemption of term debt

    The Company may redeem its long-term debt, in whole or in part, at any time or from time to time prior to its maturity. The redemption prices typically represent 100% of the principal amount of the relevant debt plus any accrued and unpaid interest. In addition, for notes that are redeemed by the Company before their stated permitted redemption date, a make-whole premium is payable.

Priority, Guarantees, and Financial Covenants

    All the notes are general unsecured senior obligations of the Company and are fully and unconditionally guaranteed on a joint and several basis by certain existing subsidiaries that guarantee its other indebtedness.

    The Company's primary bank debt facilities and notes are unsecured and subject to negative pledge arrangements limiting the amount of secured indebtedness the Company can incur to 10.0% of total tangible assets, subject to some exceptions and variations by facility. The Company is required to satisfy certain financial covenants pursuant to its bank debt facilities, which are tested as of the last day of each quarterly and annual financial period. The covenants require the Company to maintain a leverage ratio of not higher than 3.9 times, which is calculated as total net debt divided by Adjusted EBITDA. As of June 30, 2024, and 2023, the Company was in compliance with all debt covenants.

83

Short-Term Debt

    Short-term debt is generally used to fund working capital requirements. The Company has classified commercial paper as long-term as of June 30, 2024, in accordance with the Company’s ability and intent to refinance such obligations on a long-term basis.

    The following table summarizes the carrying value of short-term debt as of June 30, 2024, and 2023, respectively:

	June 30,
($ in millions)	2024		2023
Bank loans	$	57	$	13
Secured borrowings	3		—
Bank overdrafts	24		67
Total short-term debt	$	84	$	80

    As of June 30, 2024, the Company paid a weighted-average interest rate of 5.39% per annum on short-term debt, payable at maturity. As of June 30, 2023, the Company paid a weighted-average interest rate of 3.98% per annum, payable at maturity.

84

Note 14 - Leases

    The components of lease expense are as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Operating lease expense (1)	$	135	$	127	$	130
Short-term and variable lease expense (2)	14		21		17
Finance lease expense
Amortization of right-of-use assets (2)	4		4		2
Interest on lease liabilities (3)	1		2		1
Total lease expense	$	154	$	154	$	150

(1)Included in both cost of sales and selling, general, and administrative expenses

(2)Included primarily in cost of sales

(3)Included in interest expense

    The Company's leases do not contain any material residual value guarantees or material restrictive covenants. As of June 30, 2024, the Company does not have material lease commitments that have not commenced.

    Supplemental balance sheet information related to leases:

		June 30,
($ in millions)	Balance Sheet Location	2024		2023
Assets
Operating lease right-of-use assets, net	Operating lease assets	$	567	$	533
Finance lease assets (1)	Property, plant, and equipment, net	57		57
Total lease assets		$	624	$	590
Liabilities
Operating leases:
Current operating lease liabilities	Other current liabilities	$	114	$	101
Non-current operating lease liabilities	Operating lease liabilities	488		463
Finance leases:
Current finance lease liabilities	Current portion of long-term debt	11		10
Non-current finance lease liabilities	Long-term debt, less current portion	32		40
Total lease liabilities		$	645	$	614

(1)Finance lease assets are recorded net of accumulated amortization of $11 million and $12 million as of June 30, 2024 and 2023, respectively.

85

    Supplemental cash flow information related to leases:

	Years ended June 30,
($ in millions)	2024		2023		2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	127	$	118	$	122
Operating cash flows from finance leases	1		2		1
Financing cash flows from finance leases	11		11		5
Lease assets obtained in exchange for new lease obligations:
Operating leases	$	44	$	26	$	55
Finance leases	3		—		34
Other non-cash modifications to lease assets:
Operating leases	73		33		88

    The following table presents the maturities of the Company's lease liabilities recorded on the consolidated balance sheets as of June 30, 2024:

($ in millions)	Operating Leases		Finance Leases
Fiscal year 2025	$	132	$	12
Fiscal year 2026	121		7
Fiscal year 2027	104		3
Fiscal year 2028	92		2
Fiscal year 2029	74		2
Thereafter	182		24
Total lease payments	705		50
Less: imputed interest	(103)		(7)
Total lease liabilities	$	602	$	43

    The weighted-average remaining lease term and discount rate are as follows:

	June 30,
	2024		2023
Weighted-average remaining lease term (in years):
Operating leases	7.2		8.0
Finance leases	10.5		10.3
Weighted-average discount rate:
Operating leases	4.1	%	3.6	%
Finance leases	3.0	%	3.0	%

86

Note 15 - Shareholders' Equity

    The changes in ordinary and treasury shares during fiscal years 2024, 2023, and 2022, were as follows:

	Ordinary Shares			Treasury Shares
(shares and $ in millions)	Number of Shares	Amount		Number of Shares	Amount
Balance as of June 30, 2021	1,538	$	15	3	$	(29)
Share buyback/cancellations	(49)	—		—	—
Options exercised and shares vested	—	—		(13)	154
Purchase of treasury shares	—	—		12	(143)
Balance as of June 30, 2022	1,489	15		2	(18)
Share buyback/cancellations	(41)	(1)		—	—
Options exercised and shares vested	—	—		(19)	227
Purchase of treasury shares	—	—		18	(221)
Balance as of June 30, 2023	1,448	14		1	(12)
Share buyback/cancellations	(3)	—		—	—
Shares vested	—	—		(4)	49
Purchase of treasury shares	—	—		4	(48)
Balance as of June 30, 2024	1,445	$	14	1	$	(11)

87

    The changes in the components of accumulated other comprehensive loss during the fiscal years ended June 30, 2024, 2023, and 2022 were as follows:

	Foreign Currency Translation		Net Investment Hedge		Pension		Effective Derivatives		Total Accumulated Other Comprehensive Loss
($ in millions)	(Net of Tax)		(Net of Tax)		(Net of Tax)		(Net of Tax)
Balance as of June 30, 2021	$	(691)	$	(13)	$	(54)	$	(8)	$	(766)
Other comprehensive income / (loss) before reclassifications	(220)		—		85		6		(129)
Amounts reclassified from accumulated other comprehensive loss	19		—		9		(13)		15
Net current period other comprehensive income / (loss)	(201)		—		94		(7)		(114)
Balance as of June 30, 2022	(892)		(13)		40		(15)		(880)
Other comprehensive loss before reclassifications	(9)		—		(53)		(4)		(66)
Amounts reclassified from accumulated other comprehensive loss	78		—		3		3		84
Net current period other comprehensive income / (loss)	69		—		(50)		(1)		18
Balance as of June 30, 2023	(823)		(13)		(10)		(16)		(862)
Other comprehensive loss before reclassifications	(108)		—		(46)		(9)		(163)
Amounts reclassified from accumulated other comprehensive loss	—		—		1		4		5
Net current period other comprehensive income/(loss)	(108)		—		(45)		(5)		(158)
Balance as of June 30, 2024	$	(931)	$	(13)	$	(55)	$	(21)	$	(1,020)

88

    The following tables provide details of amounts reclassified from accumulated other comprehensive loss:

	For the years ended June 30,
($ in millions)	2024		2023		2022
Pension:
Amortization of prior service credit	$	(4)	$	(3)	$	(3)
Amortization of actuarial loss	3		2		5
Loss on divestiture	—		—		1
Effect of pension settlement/curtailment	2		4		8
Total before tax effect	1		3		11
Tax effect on amounts reclassified into earnings	—		—		(2)
Total net of tax	$	1	$	3	$	9
(Gains)/losses on cash flow hedges:
Commodity contracts	$	2	$	(2)	$	(20)
Forward exchange contracts	(1)		2		—
Treasury locks	3		3		3
Total before tax effect	4		3		(17)
Tax effect on amounts reclassified into earnings	—		—		4
Total net of tax	$	4	$	3	$	(13)
Losses on foreign currency translation:
Foreign currency translation adjustment (1)	$	—	$	78	$	19
Total before tax effect	—		78		19
Tax effect on amounts reclassified into earnings	—		—		—
Total net of tax	$	—	$	78	$	19

(1)During the fiscal year ended June 30, 2023, the Company disposed of its Russian business and certain non-core operations and transferred $73 million and $5 million, respectively, of accumulated foreign currency translation from accumulated other comprehensive loss to earnings. During the fiscal year ended June 30, 2022, the Company effectively disposed of a non-core business and transferred $19 million of accumulated foreign currency translation from accumulated other comprehensive loss to earnings. Refer to Note 5, "Acquisitions and Divestitures" for further information.

Forward contracts to purchase own shares

    The Company's employee share plans require the delivery of shares to employees in the future when rights vest or vested options are exercised. The Company currently acquires shares on the open market to deliver shares to employees to satisfy vesting or exercising commitments which exposes the Company to market price risk.

    To protect the Company from share price volatility, the Company has entered into forward contracts for the purchase of its ordinary shares. As of June 30, 2024, the Company had forward contracts outstanding that were entered into in September 2022 and mature in September 2024 to purchase 6 million shares at a weighted average price of $12.11. As of June 30, 2023, the Company had forward contracts outstanding that were entered into in May 2022 and September 2022 that matured between September 2023 and November 2023 to purchase 9 million shares at a weighted average price of $12.39. During the fiscal year ended June 30, 2024, the Company's forward contracts related to 3 million shares were settled, which were outstanding as of June 30, 2023.

    The forward contracts to purchase the Company's own shares have been included in other current liabilities in the consolidated balance sheets. Equity is reduced by an amount equal to the fair value of the shares at inception. The carrying value of the forward contracts at each reporting period was determined based on the present value of the cost required to settle the contracts.

89

Note 16 - Income Taxes

    Amcor plc is a tax resident of the United Kingdom of Great Britain and Northern Ireland ("UK").

    The components of income before income taxes and equity in loss of affiliated companies were as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Domestic (UK)	$	(108)	$	82	$	(58)
Foreign	1,015		1,169		1,173
Total income before income taxes and equity in loss of affiliated companies	$	907	$	1,251	$	1,115

    Income tax expense consisted of the following:

	Years ended June 30,
($ in millions)	2024		2023		2022
Current tax:
Domestic (UK)	$	2	$	3	$	2
Foreign	198		247		331
Total current tax	200		250		333
Deferred tax:
Domestic (UK)	18		(6)		(10)
Foreign	(55)		(51)		(23)
Total deferred tax	(37)		(57)		(33)
Income tax expense	$	163	$	193	$	300

    The following is a reconciliation of income tax computed at the UK statutory tax rate of 25.0%, 20.5%, and 19.0% for fiscal years 2024, 2023, and 2022, respectively, to income tax expense.

	Years ended June 30,
($ in millions)	2024		2023		2022
Income tax expense at statutory rate	$	226	$	256	$	212
Foreign tax rate differential	(3)		54		43
Capital gain on the sale of the Russian business	—		(63)		—
Non-deductible expenses, non-taxable items, net	(6)		16		(2)
Change in valuation allowance	3		(7)		4
Uncertain tax positions, net	(51)		(39)		62
Other (1)	(6)		(24)		(19)
Income tax expense	$	163	$	193	$	300

(1)In fiscal year 2024, Other is comprised of adjustments to prior year provisions, movement in deferred tax positions, including a $15 million benefit from the Swiss Tax Reform, effects of foreign currency exchange rates, including a $14 million benefit from inflation adjustment in Argentina, partially offset by changes in tax rates, and other individually immaterial items. In fiscal year 2023, Other is comprised of effects of foreign currency exchange of $25 million, adjustments to prior year, movement in deferred tax positions, changes in tax rate, and other individually immaterial items. In fiscal year 2022, Other is comprised of adjustments to prior year, movements in deferred tax positions of $13 million, changes in tax rates, and other individually immaterial items.

    Amcor operates in over forty different jurisdictions with a wide range of statutory tax rates. The tax expense from operating in non-UK jurisdictions in excess of the UK statutory tax rate is included in the line "Foreign tax rate differential" in the above tax rate reconciliation table. For fiscal year 2024, the Company's effective tax rate was 18.0% as compared to the effective tax rates of 15.4% and 26.9% for fiscal years 2023 and 2022, respectively. The higher effective tax rate for fiscal year 2024 versus fiscal year 2023 is largely attributable to the non-taxable gain on the disposal of the Russian business in the comparative period. The decrease in effective tax rate in fiscal year 2023 compared to fiscal year 2022 was predominantly attributable to the non-taxable gain on the disposal of the Russian business and the release of provisions for uncertain tax positions related to the disposed Russian business.

90

    Significant components of deferred tax assets and liabilities are as follows:

	June 30,
($ in millions)	2024		2023
Deferred tax assets:
Inventories	$	15	$	20
Accrued employee benefits	78		70
Provisions	9		4
Net operating loss carryforwards	345		332
Tax credit carryforwards	31		37
Accruals and other	50		46
Total deferred tax assets	528		509
Valuation allowance	(403)		(400)
Net deferred tax assets	125		109
Deferred tax liabilities:
Property, plant, and equipment	(267)		(294)
Other intangible assets	(245)		(259)
Derivatives and other financial instruments	(26)		(25)
Undistributed foreign earnings	(23)		(13)
Total deferred tax liabilities	(561)		(591)
Net deferred tax liability	(436)		(482)
Balance sheet location:
Deferred tax assets	148		134
Deferred tax liabilities	(584)		(616)
Net deferred tax liability	$	(436)	$	(482)

    The Company maintains a valuation allowance on net operating losses and other deferred tax assets in jurisdictions for which it does not believe it is more likely than not to realize those deferred tax assets based upon all available positive and negative evidence, including historical operating performance, carry-back periods, reversal of taxable temporary differences, tax planning strategies, and earnings expectations. The Company's valuation allowance increased by $3 million, decreased by $7 million, and increased by $4 million for fiscal years 2024, 2023, and 2022, respectively.

    As of June 30, 2024, and 2023, the Company had total net operating loss carry forwards, including capital losses, in the amount of $1.4 billion and $1.3 billion, respectively, and tax credits of $31 million and $37 million, respectively. The vast majority of the net operating loss carry forwards and tax credits do not expire.

    The Company considers the following factors, among others, in evaluating its plans for indefinite reinvestment of its subsidiaries' earnings: (i) the forecasts, budgets, and financial requirements of the Company and its subsidiaries, both for the long-term and for the short-term; and (ii) the tax consequences of any decision to repatriate or reinvest earnings of any subsidiary. As of June 30, 2024, the Company has not provided deferred taxes on approximately $1.7 billion of earnings in certain foreign subsidiaries because such earnings are indefinitely reinvested in its international operations. Upon distribution of such earnings in the form of dividends or otherwise, the Company may be subject to incremental foreign tax. It is not practicable to estimate the amount of foreign tax that might be payable. As of June 30, 2024, a cumulative deferred tax liability of $23 million has been recorded attributable to undistributed earnings that the Company has deemed are not indefinitely reinvested. The remaining undistributed earnings of the Company's subsidiaries are not deemed to be indefinitely reinvested and can be repatriated at no tax cost. Accordingly, there is no provision for income or withholding taxes on these earnings.

    The Company accounts for its uncertain tax positions in accordance with ASC 740, "Income Taxes." At June 30, 2024, and 2023, unrecognized tax benefits totaled $104 million and $155 million, respectively, all of which would favorably impact the effective tax rate if recognized.

    The Company recognizes interest and penalties accrued related to unrecognized tax benefits in income tax expense. As of June 30, 2024, 2023, and 2022, the Company's accrual for interest and penalties for these uncertain tax positions was $17

91

million, $13 million, and $12 million, respectively. The Company does not currently anticipate that the total amount of unrecognized tax benefits will result in material changes to its financial position within the next 12 months.

    A reconciliation of the beginning and ending amount of unrecognized tax benefits for the fiscal years presented is as follows:

	June 30,
($ in millions)	2024		2023		2022
Balance at the beginning of the year	$	155	$	195	$	133
Additions based on tax positions related to the current year	10		12		50
Additions for tax positions of prior years	7		24		19
Reductions for tax positions from prior years	(39)		(69)		(6)
Reductions for settlements	(2)		(5)		—
Reductions due to lapse of statute of limitations	(27)		(2)		(1)
Balance at the end of the year	$	104	$	155	$	195

    The Company conducts business in a number of tax jurisdictions and, as such, is required to file income tax returns in multiple jurisdictions globally. The fiscal years 2020 through 2023 remain open for examination by the United States Internal Revenue Service ("IRS"), the fiscal year 2022 remains open for examination by His Majesty’s Revenue & Customs ("HMRC"), and the fiscal years 2011 through 2023 are currently subject to audit or remain open for examination in various tax jurisdictions.

    The Company believes that its income tax reserves are adequately maintained taking into consideration both the technical merits of its tax return positions and ongoing developments in its income tax audits. However, the final determination of the Company's tax return positions, if audited, is uncertain and therefore there is a possibility that final resolution of these matters could have a material impact on the Company's results of operations or cash flows.

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Note 17 - Share-based Compensation

    The Company's equity incentive plans include grants of share options, restricted share units, performance shares, performance rights, and share rights.

    In fiscal years 2024, 2023, and 2022, share options and performance rights or performance shares (awarded to U.S. participants in place of performance rights) were granted to officers and employees. The exercise price for share options was set at the time of grant. The requisite service period for outstanding share options, performance rights, or performance shares ranges from two to three years. The awards are also subject to performance and market conditions. At vesting, share options can be exercised and converted to ordinary shares on a one-for-one basis, subject to payment of the exercise price. The contractual terms of the share options range from five to ten years from the grant date. At vesting, performance rights can be exercised and converted to ordinary shares on a one-for-one basis. Performance shares vest automatically and convert to ordinary shares on a one-for-one basis.

    Restricted share units may be granted to directors, officers, and employees of the Company and vest on terms as described in the award. The restrictions prevent the participant from disposing of the restricted share units during the vesting period. The fair value of restricted share units is determined based on the closing price of the Company's shares on the grant date.

    Share rights may be granted to directors, officers, and employees of the Company and vest on terms as described in the award. The restrictions prevent the participant from disposing of the share rights during the vesting period. The fair value of share rights is determined based on the closing price of the Company's shares on the grant date, adjusted for dividend yield.

    As of June 30, 2024, 34 million shares were available for future grants under shareholder approved equity incentive plans. The Company uses treasury shares to settle share-based compensation obligations. Treasury shares were acquired through market purchases throughout the fiscal year for the required number of shares.

    Share-based compensation expense was primarily recorded in selling, general, and administrative expenses in the consolidated statements of income. The total share-based compensation expense settled in equity in fiscal years 2024, 2023, and 2022 amounted to $32 million, $54 million, and $63 million, respectively.

    As of June 30, 2024, there was $70 million of total unrecognized compensation cost related to all unvested share options and other equity incentive plans. That cost is expected to be recognized over a weighted-average period of 1.8 years.

    The weighted-average grant date fair values by type of equity incentive plan for awards granted in fiscal years 2024, 2023, and 2022 were as follows:

	Years ended June 30,
(in $ per unit of award)	2024	2023	2022
Share options (1)	1.45	1.66	1.29
Restricted share units	9.44	11.91	11.62
Performance rights/shares (2)	6.37	8.18	9.40
Share rights	8.42	10.90	11.44

(1)The fair value of share options was determined using the Black-Scholes option pricing model and/or Monte Carlo simulations. The following key assumptions were used for the fiscal years ended June 30, 2024, 2023, and 2022, respectively: risk-free interest rate of 4.6% (2023: 3.4%, 2022: 1.0%), expected share-price volatility of 21.8% (2023: 23.0%, 2022: 22.0%), expected dividend yield of 5.2% (2023: 4.0%, 2022: 4.1%), and expected life of options of 6.6 years (2023: 6.1 years, 2022: 6.1 years).

(2)The fair value of performance rights/shares was determined using discounting and Monte Carlo simulations. The key assumptions for the fiscal years ended June 30, 2024, 2023, and 2022, respectively, were: risk-free interest rate of 4.8% (2023: 3.5%, 2022: 0.4%), expected share-price volatility of 23.4% (2023: 23.0%, 2022: 22.0%), and expected dividend yield of 5.2% (2023: 4.0%, 2022: 4.1%).

93

    Changes in outstanding share options were as follows:

	Share options
	Number	Weighted-average Exercise Price
	(in millions)
Share options outstanding at June 30, 2023	33	$	11.29
Granted	8	9.35
Forfeited	(8)	11.20
Share options outstanding at June 30, 2024	33	$	10.86
Vested and exercisable at June 30, 2024	13	$	10.36

    As of June 30, 2024, the share options outstanding have an intrinsic value of $3 million and a remaining weighted average contractual life of 4.1 years. As of June 30, 2024, the share options that have vested and are exercisable have an intrinsic value of nil and a remaining weighted average contractual life of 1.7 years.

    The Company received nil, $134 million, and $114 million on the exercise of stock options during the fiscal years ended June 30, 2024, 2023, and 2022, respectively. During the fiscal years ended June 30, 2024, 2023, and 2022, the intrinsic value associated with the exercise of share options was nil, $31 million, and $15 million, respectively. The grant date fair value of share options vested was $5 million, $15 million, and $13 million for fiscal years ended June 30, 2024, 2023, and 2022, respectively.

    Changes in outstanding other equity incentive plans and the fair values vested are presented below:

	Restricted share units				Performance rights/shares				Share rights
	Number		Weighted-average Grant Date Fair Value		Number		Weighted-average Grant Date Fair Value		Number		Weighted-average Grant Date Fair Value
	(in millions)				(in millions)				(in millions)
Outstanding at June 30, 2023	1		$	11.67	11		$	8.20	4		$	11.22
Granted	3		9.44		6		6.37		1		8.42
Exercised	(1)		11.54		(2)		7.20		(2)		11.43
Forfeited	—		12.00		(3)		7.39		(1)		10.66
Outstanding at June 30, 2024	3		$	9.85	12		$	7.72	2		$	9.82
Fair value vested ($ in millions)	Restricted share units				Performance rights/shares				Share rights
Year Ended June 30, 2024	$	6			$	14			$	24
Year Ended June 30, 2023	2				16				20
Year Ended June 30, 2022	3				8				7

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Note 18 - Earnings Per Share Computations

    The Company applies the two-class method when computing its earnings per share ("EPS"), which requires that net income per share for each class of share be calculated assuming all of the Company's net income is distributed as dividends to each class of share based on their contractual rights.

    Basic EPS is computed by dividing net income available to ordinary shareholders by the weighted-average number of ordinary shares outstanding after excluding the ordinary shares to be repurchased using forward contracts. Diluted EPS includes the effects of share options, restricted share units, performance rights, performance shares, and share rights, if dilutive.

	Years ended June 30,
($ in millions, except per share amounts)	2024		2023		2022
Numerator
Net income attributable to Amcor plc	$	730	$	1,048	$	805
Distributed and undistributed earnings attributable to shares to be repurchased	(3)		(7)		(3)
Net income available to ordinary shareholders of Amcor plc—basic and diluted	$	727	$	1,041	$	802
Denominator
Weighted-average ordinary shares outstanding	1,445		1,478		1,514
Weighted-average ordinary shares to be repurchased by Amcor plc	(6)		(10)		(5)
Weighted-average ordinary shares outstanding for EPS—basic	1,439		1,468		1,509
Effect of dilutive shares	2		8		6
Weighted-average ordinary shares outstanding for EPS—diluted	1,441		1,476		1,516
Per ordinary share income
Basic earnings per ordinary share	$	0.505	$	0.709	$	0.532
Diluted earnings per ordinary share	$	0.505	$	0.705	$	0.529

    Certain stock awards outstanding were not included in the computation of diluted earnings per share above because they would not have had a dilutive effect. The excluded stock awards represented an aggregate of 29 million, 16 million, and 7 million shares for the years ended June 30, 2024, 2023, and 2022, respectively. Basic and diluted weighted average ordinary shares outstanding have decreased in fiscal years 2024, 2023, and 2022 due to share repurchases.

95

Note 19 - Contingencies and Legal Proceedings

Contingencies - Brazil

    The Company's operations in Brazil are involved in various governmental assessments and litigation, principally related to claims for excise and income taxes. The Company vigorously defends its positions and believes it will prevail on most, if not all, of these matters. The Company does not believe that the ultimate resolution of these matters will materially impact the Company's consolidated results of operations, financial position, or cash flows. Under customary local regulations, the Company's Brazilian subsidiaries may need to post cash or other collateral if a challenge to any administrative assessment proceeds to the Brazilian court system; however, the level of cash or collateral already pledged or potentially required to be pledged would not significantly impact the Company's liquidity. As of June 30, 2024, the Company has recorded accruals of $12 million, included in other non-current liabilities in the consolidated balance sheets. The Company has estimated a reasonably possible loss exposure in excess of the accrual of $23 million as of June 30, 2024. The litigation process is subject to many uncertainties and the outcome of individual matters cannot be accurately predicted. The Company routinely assesses these matters as to the probability of ultimately incurring a liability and records the best estimate of the ultimate loss in situations where the likelihood of an ultimate loss is probable. The Company's assessments are based on its knowledge and experience, but the ultimate outcome of any of these matters may differ from the Company's estimates.

    As of June 30, 2024, the Company provided letters of credit of $16 million, judicial insurance of $1 million, and deposited cash of $12 million with the courts to continue to defend the cases referenced above.

Contingencies - Environmental Matters

    The Company, along with others, has been identified as a potentially responsible party ("PRP") at several waste disposal sites under U.S. federal and related state environmental statutes and regulations and may face potentially material environmental remediation obligations. While the Company benefits from various forms of insurance policies, actual coverage may not, or only partially, cover the total potential exposures. As of June 30, 2024, the Company has recorded aggregate accruals of $9 million for its share of estimated future remediation costs at these sites.

    In addition to the matters described above, as of June 30, 2024, the Company has also recorded aggregate accruals of $44 million for potential liabilities for remediation obligations at various worldwide locations that are owned or operated by the Company or were formerly owned or operated.

    The SEC requires the Company to disclose certain information about proceedings arising under federal, state, or local environmental provisions if the Company reasonably believes that such proceeding may result in monetary sanctions above a stated threshold. Pursuant to SEC regulations, the Company uses a threshold of $1 million or more for purposes of determining whether disclosure of any such proceedings is required. Applying this threshold, there are no environmental matters required to be disclosed for the fiscal year ended June 30, 2024.

    While the Company believes that its accruals are adequate to cover its future obligations, there can be no assurance that the ultimate payments will not exceed the accrued amounts. Nevertheless, based on the available information, the Company does not believe that its potential environmental obligations will have a material adverse effect upon its liquidity, results of operations, or financial condition.

Other Matters

    In the normal course of business, the Company is subject to legal proceedings, lawsuits, and other claims. While the potential financial impact with respect to these ordinary course matters is subject to many factors and uncertainties, management believes that any financial impact to the Company from these matters, individually and in the aggregate, would not have a material adverse effect on the Company's financial position or results of operation.

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Note 20 - Segments

    The Company's business is organized and presented in the two reportable segments outlined below:

Flexibles: Consists of operations that manufacture flexible and film packaging in the food and beverage, medical and pharmaceutical, fresh produce, snack food, personal care, and other industries. The Russian business results through the date of disposal (December 23, 2022) are included in the Flexibles reportable segment.

Rigid Packaging: Consists of operations that manufacture rigid containers for a broad range of predominantly beverage and food products, including carbonated soft drinks, water, juices, sports drinks, milk-based beverages, spirits and beer, sauces, dressings, spreads and personal care items, and plastic caps for a wide variety of applications.

    Other consists of the Company's undistributed corporate expenses including executive and functional compensation costs, equity method and other investments, intercompany eliminations, and other business activities.

    Operating segments are organized along the Company's product lines and geographical areas. The Company's five Flexibles operating segments (Flexibles Europe, Middle East and Africa; Flexibles North America; Flexibles Latin America; Flexibles Asia Pacific; and Specialty Cartons) have been aggregated in the Flexibles reportable segment as they exhibit similarity in economic characteristics and future prospects, similarity in the products they offer, their production technologies, the customers they serve, the nature of their service delivery models, and their regulatory environments.

    The Company evaluates performance and allocates resources based on adjusted earnings before interest and taxes ("Adjusted EBIT"). The Company defines Adjusted EBIT as operating income adjusted to eliminate the impact of certain items that the Company does not consider indicative of its ongoing operating performance and to include equity in loss of affiliated companies, net of tax.

    The accounting policies of the reportable segments are the same as those in the consolidated financial statements.

97

    The following table presents information about reportable segments. Intersegment sales are not material and therefore are not presented in the table below.

	Years ended June 30,
($ in millions)	2024		2023		2022
Flexibles	$	10,332	$	11,154	$	11,151
Rigid Packaging	3,308		3,540		3,393
Other	—		—		—
Net sales	$	13,640	$	14,694	$	14,544
Adjusted earnings before interest and taxes ("Adjusted EBIT")
Flexibles	1,395		1,429		1,517
Rigid Packaging	259		265		289
Other	(94)		(86)		(105)
Adjusted EBIT	1,560		1,608		1,701
Less: 2018/2019 Restructuring programs (1)	—		—		(37)
Less: Amortization of acquired intangible assets from business combinations (2)	(167)		(160)		(163)
Less: Impact of hyperinflation (3)	(53)		(24)		(16)
Less: Net loss on disposals (4)	—		—		(10)
Less: Property and other losses, net (5)	—		(2)		(13)
Add/(Less): Restructuring and other related activities, net (6)	(97)		90		(200)
Less: CEO transition costs (7)	(8)		—		—
Less: Other (8)	(22)		(2)		(12)
Interest income	38		31		24
Interest expense	(348)		(290)		(159)
Equity in loss of affiliated companies, net of tax	4		—		—
Income before income taxes and equity in loss of affiliated companies	$	907	$	1,251	$	1,115

(1)2018/2019 Restructuring programs include restructuring and related expenses for the 2019 Bemis Integration Plan for fiscal year 2022. Refer to Note 6, "Restructuring," for more information.

(2)Amortization of acquired intangible assets from business combinations includes amortization expenses related to all acquired intangible assets from past acquisitions.

(3)Impact of hyperinflation includes the adverse impact of highly inflationary accounting for subsidiaries in Argentina where the functional currency was the Argentine Peso.

(4)Net loss on disposals, excluding the disposal of the Company's Russian business, includes an expense of $10 million from the disposal of non-core assets in fiscal year 2022. Refer to Note 10, "Fair Value Measurements," for more information.

(5)Property and other losses, net in fiscal year 2023 includes property claims and losses of $5 million and $3 million of net insurance recovery related to the closure of the Company's South African business. Fiscal year 2022 includes business losses primarily associated with the destruction of the Company's Durban, South Africa facility during general civil unrest in July 2021, net of insurance recovery.

(6)Restructuring and other related activities, net in fiscal year 2024 primarily includes costs incurred in connection with the 2023 Restructuring Plan. Fiscal year 2023 includes a pre-tax net gain on the sale of the Company's Russian business of $215 million, incremental costs of $18 million, and restructuring and related expenses of $107 million incurred in connection with the conflict. Fiscal year 2022 includes $138 million of impairment charges, $57 million of restructuring and related expenses, and $5 million of other expenses. Refer to Note 4, "Restructuring, Impairment, and Other Related Activities, Net," and Note 6, "Restructuring," for further information.

(7)CEO transition costs primarily reflect accelerated compensation, including share-based compensation, granted to the Company's former Chief Executive Officer who retired from that role in April 2024, and other transition related expenses.

(8)Other in fiscal year 2024 includes fair value losses of $16 million on economic hedges, retroactive foil duties, certain litigation reserve adjustments, and pension settlements, partially offset by changes in contingent purchase consideration. Fiscal year 2023 includes other restructuring, acquisition, litigation, and integration expenses of $13 million, pension settlement expenses of $5 million, and fair value gains of $16 million on economic hedges. Fiscal year 2022 includes costs associated with the Bemis transaction and pension settlement expenses of $8 million.

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    The tables below present additional financial information by reportable segments:

    Capital expenditures for the acquisition of long-lived assets by reportable segment were:

	Years ended June 30,
($ in millions)	2024		2023		2022
Flexibles	$	372	$	384	$	376
Rigid Packaging	112		133		136
Other	8		9		15
Total capital expenditures for the acquisition of long-lived assets	$	492	$	526	$	527

    Depreciation and amortization on long-lived assets by reportable segment were:

	Years ended June 30,
($ in millions)	2024		2023		2022
Flexibles	$	447	$	436	$	450
Rigid Packaging	130		125		120
Other	6		8		9
Total depreciation and amortization on long-lived assets	$	583	$	569	$	579

    Total assets by segment are not disclosed as the Company's Chief Operating Decision Maker does not use total assets by segment to evaluate segment performance or allocate resources and capital.

    The Company did not have sales to a single customer that exceeded 10% of consolidated net sales for the fiscal years ended June 30, 2024, 2023, and 2022, respectively.

    Sales by major product were:

		Years ended June 30,
($ in millions)	Segment	2024		2023		2022
Films and other flexible products	Flexibles	$	9,310	$	10,061	$	10,033
Specialty flexible folding cartons	Flexibles	1,022		1,093		1,118
Containers, preforms, and closures	Rigid Packaging	3,308		3,540		3,393
Net sales		$	13,640	$	14,694	$	14,544

    The following table provides long-lived asset information for the major countries in which the Company operates. Long-lived assets include property, plant, and equipment, net of accumulated depreciation and impairments.

	June 30,
($ in millions)	2024		2023
United States of America	$	1,717	$	1,710
Other countries (1)	2,046		2,052
Long-lived assets	$	3,763	$	3,762

(1)Includes the Company's country of domicile, Jersey. The Company had no long-lived assets in Jersey in any period shown. No individual country represented more than 10% of the respective totals.

99

    The following tables disaggregate net sales information by geography in which the Company operates based on manufacturing or selling operations:

	Year Ended June 30, 2024
($ in millions)	Flexibles		Rigid Packaging		Total
North America	$	4,095	$	2,508	$	6,603
Latin America	1,113		800		1,913
Europe (1)	3,507		—		3,507
Asia Pacific	1,617		—		1,617
Net sales	$	10,332	$	3,308	$	13,640

	Year Ended June 30, 2023
($ in millions)	Flexibles		Rigid Packaging		Total
North America	$	4,411	$	2,745	$	7,156
Latin America	1,114		795		1,909
Europe (1)	3,952		—		3,952
Asia Pacific	1,677		—		1,677
Net sales	$	11,154	$	3,540	$	14,694

	Year Ended June 30, 2022
($ in millions)	Flexibles		Rigid Packaging		Total
North America	$	4,296	$	2,656	$	6,952
Latin America	1,060		737		1,797
Europe (1)	4,062		—		4,062
Asia Pacific	1,733		—		1,733
Net sales	$	11,151	$	3,393	$	14,544

(1)Includes the Company's country of domicile, Jersey. The Company had no sales in Jersey in the periods shown.

100

Note 21 - Deed of Cross Guarantee

    The parent entity, Amcor plc, and its wholly owned subsidiaries listed below are subject to a Deed of Cross Guarantee dated June 24, 2019 (the "Deed") under which each company guarantees the debts of the others:

Amcor Pty Ltd	Amcor Holdings (Australia) Pty Ltd
Amcor Services Pty Ltd	Amcor Flexibles Group Pty Ltd
Amcor Investments Pty Ltd	Amcor Flexibles (Australia) Pty Ltd
Amcor Finance Australia Pty Ltd	Amcor Flexibles (Port Melbourne) Pty Ltd
Amcor European Holdings Pty Ltd	Amcor Packaging (Asia) Pty Ltd
ARP North America Holdco Ltd	ARP LATAM Holdco Ltd

    The entities above were the only parties to the Deed as of June 30, 2024, and comprise the closed group for the purposes of the Deed (and also the extended closed group). ARP North America Holdco Ltd and ARP LATAM Holdco Ltd were newly incorporated entities and were added to the deed on September 25, 2019. By a Revocation Deed, dated September 9, 2021, the Deed was revoked in respect of Amcor Flexibles (Dandenong) Pty Ltd, Packsys Pty Ltd, Packsys Holdings (Aus) Pty Ltd, and Techni-Chem Australia Pty Ltd. No other parties have been added, removed or the subject to a notice of disposal since September 9, 2021.

    By entering into the Deed, the wholly owned subsidiaries have been relieved from the requirement to prepare a financial report and directors’ report under ASIC Corporations (Wholly-owned Companies) Instrument 2016/785.

    The following consolidated financial statements are additional disclosure items specifically required by ASIC and represent the consolidated results of the entities subject to the Deed.

101

Deed of Cross Guarantee

Consolidated Statements of Income

($ in millions)

For the years ended June 30,	2024		2023
Net sales	$	323	$	377
Cost of sales	(280)		(319)
Gross profit	43		58
Operating expenses	(361)		(1,125)
Other income, net	910		1,599
Operating income	592		532
Interest income	9		15
Interest expense	(78)		(38)
Income before income taxes	523		509
Income tax expense	17		(22)
Net income	$	540	$	487

102

Deed of Cross Guarantee

Consolidated Statements of Comprehensive Income

($ in millions)

For the years ended June 30,	2024		2023
Net income	$	540	$	487
Other comprehensive income/(loss) (1):
Foreign currency translation adjustments, net of tax	—		(10)
Other comprehensive income/(loss)	—		(10)
Comprehensive income/(loss) attributable to non-controlling interest	—		—
Total comprehensive income	$	540	$	477

(1)All of the items in other comprehensive income/(loss) may be reclassified subsequently to profit or loss.

Deed of Cross Guarantee

Consolidated Statements of Income and Retained Earnings

($ in millions)

For the years ended June 30,	2024		2023
Retained earnings, beginning balance	$	6,937	$	7,167
Net income	540		487
Retained earnings before distribution	7,477		7,654
Dividends recognized during the financial period	(716)		(717)
Retained earnings at the end of the financial period	$	6,761	$	6,937

103

Deed of Cross Guarantee

Consolidated Balance Sheets

($ in millions)

As of June 30,	2024		2023
Assets
Current assets:
Cash and cash equivalents	$	89	$	54
Receivables, net	295		342
Inventories	55		60
Prepaid expenses and other current assets	25		21
Total current assets	464		477
Non-current assets:
Property, plant, and equipment, net	60		60
Deferred tax assets	5		6
Other intangible assets, net	10		13
Goodwill	88		88
Other non-current assets	13,062		13,308
Total non-current assets	13,225		13,475
Total assets	$	13,689	$	13,952
Liabilities
Current liabilities:
Short-term debt	$	338	$	826
Payables	133		153
Accrued employee costs	21		23
Other current liabilities	73		143
Total current liabilities	565		1,145
Non-current liabilities:
Other non-current liabilities	2		2
Total liabilities	567		1,147
Shareholders' Equity
Issued capital	14		14
Additional paid-in capital	4,827		4,829
Retained earnings	6,761		6,937
Accumulated other comprehensive income	1,025		1,025
Total Deed shareholders' equity	12,627		12,805
Non-controlling interest (1)	495		—
Total shareholders' equity	13,122		12,805
Total liabilities and shareholders' equity	$	13,689	$	13,952

(1)In fiscal year 2024, a non-controlling interest in ARP North America Holdco Ltd was acquired by Amcor Group Finance plc, a wholly owned subsidiary of Amcor plc.

104

Note 22 - Supplemental Cash Flow Information

    Supplemental cash flow information and non-cash investing activities are as follows:

	For the years ended June 30,
($ in millions)	2024		2023		2022
Supplemental cash flow information:
Interest paid, net of amounts capitalized	$	336	$	276	$	155
Income taxes paid	253		225		256
Non-cash investing activities:
Purchase of property, plant, and equipment accrued, but not paid	$	81	$	71	$	110
Contingent and deferred liabilities incurred related to acquired businesses, but not paid	27		41		—

105

Note 23 - Subsequent Events

    On August 5, 2024, the Company entered into an interest rate swap contract for a notional amount of $500 million. Under the terms of the contract, the Company will pay a fixed rate of interest of 4.30% and receive a variable rate of interest, based on compound overnight SOFR, effective from August 12, 2024, through June 30, 2025, with monthly settlements commencing on September 1, 2024. The interest rate swap contract will economically hedge the SOFR component of the Company's forecasted commercial paper issuances.

    On August 15, 2024, the Company's Board of Directors declared a quarterly cash dividend of $0.1250 per share to be paid on September 26, 2024, to shareholders of record as of September 6, 2024. Amcor has received a waiver from the Australian Securities Exchange ("ASX") settlement operating rules, which will allow Amcor to defer processing conversions between its ordinary share and CHESS Depositary Instrument ("CDI") registers from September 5, 2024, to September 6, 2024, inclusive.

106

Item 9. - Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

    None.

Item 9A. - Controls and Procedures

Evaluation of Disclosure Controls and Procedures

    Our management, with the participation of our Interim Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2024. The term "disclosure controls and procedures," as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including its principal executive and financial officers, as appropriate, to allow timely decisions regarding required disclosure.

    Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on this evaluation, the Interim Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of June 30, 2024.

Management's Report on Internal Control Over Financial Reporting

    Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our management evaluated the design and operating effectiveness of our internal control over financial reporting based on the criteria established in the Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (the "COSO framework" (2013)). All internal control systems, no matter how well designed, have inherent limitations. Accordingly, even effective internal controls and procedures can provide only reasonable assurance with respect to financial statement preparation and presentation.

    Under the supervision and with the participation of our management, including our Interim Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of June 30, 2024. Based on this evaluation, our management concluded that we maintained effective internal control over financial reporting as of June 30, 2024.

    The effectiveness of our internal control over financial reporting as of June 30, 2024 has been audited by PricewaterhouseCoopers AG, an independent registered public accounting firm, as stated in their report, which appears on "Item 8. - Financial Statements and Supplementary Data" of this Annual Report on Form 10-K.

Changes in Internal Control Over Financial Reporting

    There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the fourth quarter of fiscal year 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Item 9B. - Other Information

    During the three months ended June 30, 2024, no director or Section 16 officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

Item 9C. - Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

    Not applicable.

107

PART III

Item 10. - Directors, Executive Officers and Corporate Governance

    The information required to be submitted in response to this item is omitted because a definitive proxy statement containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after June 30, 2024, and such information is expressly incorporated herein by reference. Information with respect to our executive officers appears in Part I of this Annual Report on Form 10-K.

    Our Board Committee Charters, Corporate Governance Guidelines, and our Code of Conduct & Ethics Policy can be electronically accessed at our website (http://www.amcor.com/investors) under "Corporate Governance" or, free of charge, by writing directly to us, Attention: Corporate Secretary. Our Board of Directors has adopted a Code of Conduct that applies to our principal executive officer, principal financial officer, principal accounting officer, and other persons performing similar functions. We intend to satisfy the disclosure requirements under Item 5.05 of Form 8-K regarding amendments to or waivers from our Code of Conduct by posting such information on the Investor Relations section of our website promptly following the date of such amendment or waiver.

    We are not including the information contained on our website as part of, or incorporating it by reference into, this report.

Insider Trading Policy

    Our Board of Directors has adopted an Insider Trading Policy which governs the purchase, sale, and/or other dispositions of our securities by our directors, officers, other key employees, and covered persons which we believe is reasonably designed to ensure compliance with applicable insider trading rules, regulations, and listing standards. A copy of our Insider Trading Policy is filed as Exhibit 19 to this Annual Report on Form 10-K.

108

Item 11. - Executive Compensation

    Information required to be submitted in response to this item is omitted because a definitive proxy statement containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after June 30, 2024, and such information is expressly incorporated herein by reference.

Item 12. - Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters

    Equity compensation plans as of June 30, 2024, were as follows:

	Number of securities to be issued upon exercise of outstanding options, warrants, and rights		Weighted-average exercise price of outstanding options, warrants, and rights			Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
Plan Category	(a)		(b)			(c)
Equity compensation plans approved by security holders	50,444,293	(1)	$	10.86	(2)	34,236,729	(3)
Equity compensation plans not approved by security holders	—		—			—
Total	50,444,293	(1)	$	10.86	(2)	34,236,729	(3)

(1)Includes outstanding option awards of 33,196,772, which have a weighted-average exercise price of $10.86, 11,924,855 awards of ordinary shares issuable upon vesting of performance shares/rights, 2,445,169 awards of ordinary shares issuable upon vesting of share rights, and 2,877,497 restricted shares issued under the share retention plan.

(2)Performance shares/rights, share rights, restricted share units, and non-executive director share plans are excluded when determining the weighted-average exercise price of outstanding options.

(3)May be issued as options, performance shares/rights, share rights, or restricted share units.

    The additional information required to be submitted in response to this item is omitted because a definitive proxy statement containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after June 30, 2024, and such information is expressly incorporated herein by reference.

Item 13. - Certain Relationships and Related Transactions, and Director Independence

    The information required to be submitted in response to this item is omitted because a definitive proxy statement containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after June 30, 2024, and such information is expressly incorporated herein by reference.

Item 14. - Principal Accountant Fees and Services

    The information required to be submitted in response to this item is omitted because a definitive proxy statement containing such information will be filed with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after June 30, 2024, and such information is expressly incorporated herein by reference.

109

PART IV

Item 15. - Exhibits and Financial Statement Schedules

		Pages in Form 10-K
(a) Financial Statements, Financial Statement Schedule, and Exhibits
(1)  Financial Statements
	Report of Independent Registered Public Accounting Firm (PCAOB ID 1358)	47
	Consolidated Statements of Income	49
	Consolidated Statements of Comprehensive Income	50
	Consolidated Balance Sheets	51
	Consolidated Statements of Cash Flows	52
	Consolidated Statements of Equity	53
	Notes to Consolidated Financial Statements	54
(2)  Financial Statement Schedule
	Schedule II - Valuation and Qualifying Accounts and Reserves	116
	All other schedules are omitted because they are not applicable, or the required information is shown in the financial statements or notes thereto.
(3)  Exhibits

Exhibit		Description	Form of Filing
2	.1	Transaction Agreement, dated as of August 6, 2018, by and among the Amcor plc, Amcor Limited, Arctic Corp. and Bemis Company, Inc. (“Bemis”) (incorporated by reference to Annex A to Amcor plc's Registration Statement on Form S-4 filed on March 12, 2019).	Incorporated by Reference
3	.1	Articles of Association of Amcor plc (incorporated by reference to Exhibit 3.1 to Amcor plc’s Current Report on Form 8-K filed on June 13, 2019).	Incorporated by Reference
3	.2	Memorandum of Association of Amcor plc (incorporated by reference to Exhibit 3.1 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).	Incorporated by Reference
4	.1	Indenture, dated as of April 28, 2016, among Amcor Finance (USA), Inc., Amcor Limited, Amcor UK Finance PLC and Deutsche Bank Trust Company Americas (incorporated by reference to Exhibit 4.7 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).	Incorporated by Reference
4	.2	Form of 5.625% Guaranteed Senior Note due 2033 (incorporated by reference to Exhibit 4.3 on Amcor plc's Current Report on Form 8-K filed on May 26, 2023.	Incorporated by Reference
4	.3	Indenture, dated as of May 26, 2023, among Amcor Finance (USA), Inc., Amcor plc, Amcor UK Finance plc, Amcor Pty Ltd and Amcor Flexibles North America, Inc. and Deutsche Bank Trust Company Americas, as trustee (including the guarantees) (incorporated by reference to Exhibit 4.1 on Amcor plc's Current Report on Form 8-K filed on May 26, 2023).	Incorporated by Reference
4	.4	Form of 3.625% Notes due 2026 (incorporated by reference to Exhibit 4.8 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).	Incorporated by Reference
4	.5	Form of 4.500% Notes due 2028 (incorporated by reference to Exhibit 4.9 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).	Incorporated by Reference
4	.6	Form of 3.100% Notes due 2026 (incorporated by reference to Exhibit 4.13 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).	Incorporated by Reference
4	.7	Form of Indenture, dated as of June 15, 1995, between Bemis and U.S. Bank Trust National Association (formerly known as First Trust National Association), as trustee (incorporated by reference to Exhibit 4.10 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019)	Incorporated by Reference
4	.8	Form of 2.630% Guaranteed Senior Note Due 2030 (incorporated by reference to Exhibit 4.2 on Amcor plc’s Current Report on Form 8-K filed on June 19, 2020).	Incorporated by Reference
4	.9	Form of 1.125% Guaranteed Senior Note Due 2027 (incorporated by reference to Exhibit 4.2 on Amcor plc’s Current Report on Form 8-K filed on June 23, 2020).	Incorporated by Reference

110

Exhibit		Description	Form of Filing
4	.10	Supplemental Indenture, dated as of June 13, 2019, by and between Bemis and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 10.1 on Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).	Incorporated by Reference
4	.11	Indenture, dated as of June 13, 2019, by and among Bemis, as issuer, Amcor plc, Amcor Limited, AFUI, Amcor UK Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 10.3 on Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).	Incorporated by Reference
4	.12	Indenture, dated as of June 13, 2019, by and among AFUI, as issuer, Amcor plc, Amcor Limited, Bemis, Amcor UK Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 10.4 on Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).	Incorporated by Reference
4	.13	First Supplemental Indenture, dated as of May 23, 2024, among Amcor Flexibles North America, Inc., Amcor Group Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 4.4 on Amcor plc's Current Report on Form 8-K filed on May 23, 2024).	Incorporated by Reference
4	.14	Second Supplemental Indenture, dated as of May 23, 2024, among Amcor Flexibles North America, Inc., Amcor Group Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 4.5 on Amcor plc's Current Report on Form 8-K filed on May 23, 2024).	Incorporated by Reference
4	.15	First Supplemental Indenture, dated as of May 23, 2024, among Amcor Flexibles North America, Inc., Amcor Group Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 4.6 on Amcor plc's Current Report on Form 8-K filed on May 23, 2024).	Incorporated by Reference
4	.16	First Supplemental Indenture, dated as of May 23, 2024, among Amcor UK Finance plc, Amcor Group Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 4.7 on Amcor plc's Current Report on Form 8-K filed on May 23, 2024).	Incorporated by Reference
4	.17	First Supplemental Indenture, dated as of May 23, 2024, among Amcor Finance (USA), Inc., Amcor Group Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 4.8 on Amcor plc's Current Report on Form 8-K filed on May 23, 2024).	Incorporated by Reference
4	.18	Indenture, dated as of May 23, 2024, among Amcor Group Finance plc, Amcor plc, Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Pty Ltd and Amcor Flexibles North America, Inc. and Deutsche Bank Trust Company Americas, as trustee (including the guarantees) (incorporated by reference to Exhibit 4.1 to Amcor plc’s Current Report on Form 8-K filed on May 23, 2024).	Incorporated by Reference
4	.19	Indenture, dated as of May 29, 2024, among Amcor UK Finance plc, Amcor plc, Amcor Finance (USA), Inc., Amcor Group Finance plc, Amcor Pty Ltd and Amcor Flexibles North America, Inc. and Deutsche Bank Trust Company Americas, as trustee (including the guarantees) (incorporated by reference to Exhibit 4.1 on Amcor plc's Current Report on Form 8-K filed on May 29, 2024).	Incorporated by Reference
4	.20	Indenture, dated as of June 13, 2019, by and among AFUI, as issuer, Amcor plc, Amcor Limited, Bemis, Amcor UK Finance plc and Deutsche Bank Trust Company Americas, as trustee (incorporated by reference to Exhibit 10.4 on Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).	Incorporated by Reference
4	.21	Indenture, dated as of June 19, 2020, by and among Bemis, as issuer, Amcor plc, Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Pty Ltd and Deutsche Bank Trust Company Americas, the trustee (incorporated by reference to Exhibit 4.1 on Amcor plc’s Current Report on Form 8-K filed on June 19, 2020).	Incorporated by Reference
4	.22	Indenture, dated as of June 23, 2020, by and among Amcor UK Finance plc, as issuer, Amcor plc, Amcor Finance (USA), Inc., Amcor Pty Ltd, Bemis Company, Inc. and Deutsche Bank Trust Company Americas, the trustee (incorporated by reference to Exhibit 4.1 on Amcor plc’s Current Report on Form 8-K filed on June 23, 2020).	Incorporated by Reference
4	.23	Registration Rights Agreement, dated as of June 13, 2019, by and among Bemis, Amcor plc, Amcor Limited, AFUI, Amcor UK Finance plc and the Dealer Managers, relating to the Bemis’ 3.100% 2026 Notes (incorporated by reference to Exhibit 10.6 on Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).	Incorporated by Reference

111

Exhibit		Description	Form of Filing
4	.24	Registration Rights Agreement, dated as of June 13, 2019, by and among AFUI, Amcor plc, Amcor Limited, Bemis, Amcor UK Finance plc and the Dealer Managers, relating to the Amcor’s 3.625% 2026 Notes (incorporated by reference to Exhibit 10.7 on Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).	Incorporated by Reference
4	.25	Registration Rights Agreement, dated as of June 13, 2019, by and among AFUI, Amcor plc, Amcor Limited, Bemis, Amcor UK Finance plc and the Dealer Managers, relating to the Amcor’s 4.500% 2028 Notes (incorporated by reference to Exhibit 10.8 on Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).	Incorporated by Reference
4	.26	Description of the Company's Common Stock	Filed Herewith
4	.27	Description of the Company's 1.125% Guaranteed Senior Note Due 2027	Filed Herewith
4	.28	Description of the Company's 5.450% Guaranteed Senior Note Due 2029	Filed Herewith
4	.29	Description of the Company's 3.950% Guaranteed Senior Note Due 2032	Filed Herewith
4	.30	Form of 2.690% Guaranteed Senior Note Due 2031 (incorporated by reference to Exhibit 4.3 on Amcor plc's Current Report on Form 8-K filed on May 25, 2021).	Incorporated by Reference
4	.31	Form of 4.000% Guaranteed Senior Note due 2025 (incorporated by reference to Exhibit 4.3 on Amcor plc's Current Report on Form 8-K filed on May 17, 2022).	Incorporated by Reference
4	.32	Form of 5.450% Guaranteed Senior Note due 2029 (incorporated by reference to Exhibit 4.3 to Amcor plc’s Current Report on Form 8-K filed on May 23, 2024).	Incorporated by Reference
4	.33	Form of 3.950% Guaranteed Senior Note due 2032 (incorporated by reference to Exhibit 4.3 to Amcor plc’s Current Report on Form 8-K filed on May 29, 2024).	Incorporated by Reference
4	.34	First Supplemental Indenture, dated as of June 30, 2022, among Amcor Finance (USA), Inc., Amcor Flexibles North America, Inc. and Deutsche Bank Trust Company Americas (incorporated by reference to Exhibit 4.7 on Amcor plc's Current Report on Form 8-K filed on July 1, 2022).	Incorporated by Reference
4	.35	Second Supplemental Indenture, dated as of June 30, 2022, among Amcor Finance (USA), Inc., Amcor Flexibles North America, Inc. and Deutsche Bank Trust Company Americas (incorporated by reference to Exhibit 4.6 on Amcor plc's Current Report on Form 8-K filed on July 1, 2022).	Incorporated by Reference
10	.1	Amcor plc 2019 Omnibus Incentive Share Plan (incorporated by reference to Exhibit 99.1 to Amcor plc’s Registration Statement on Form S-8 filed on July 22, 2019).*	Incorporated by Reference
10	.2	Amcor Rigid Plastics Deferred Compensation Plan, as amended by that certain First Amendment, dated December 11, 2014, that certain Second Amendment, dated December 10, 2018 and that certain Third Amendment, dated December 16, 2019 (incorporated by reference to Exhibit 10.8 to Amcor plc's Form 10-K filed on August 27, 2020).*	Incorporated by Reference
10	.3	Employment Agreement between Amcor Limited and Ronald Delia, dated as of January 21, 2015 (incorporated by reference to Exhibit 10.3 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).*	Incorporated by Reference
10	.4	Employment Agreement between Amcor Limited and Michael Casamento, dated as of September 23, 2015 (incorporated by reference to Exhibit 10.4 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).*	Incorporated by Reference
10	.5	Employment Agreement between Amcor Limited and Ian Wilson, dated as of May 22, 2014 (incorporated by reference to Exhibit 10.5 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).*	Incorporated by Reference
10	.6	Employment Agreement between Amcor Limited and Peter Konieczny, dated as of September 17, 2009 (incorporated by reference to Exhibit 10.6 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).*	Incorporated by Reference
10	.7	Employment Agreement between Amcor Limited and Eric Roegner, dated as of August 28, 2018 (incorporated by reference to Exhibit 10.7 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).*	Incorporated by Reference
10	.8	Form of Deed of Appointment (incorporated by reference to Exhibit 10.8 to Amcor plc’s Registration Statement on Form S-4 filed on March 12, 2019).*	Incorporated by Reference

112

Exhibit		Description	Form of Filing
10	.9	Supplement No. 1 to the Term Loan Agreement Guaranty, dated as of June 11, 2019, with Bemis and JPMorgan, as administrative agent (incorporated by reference to Exhibit 10.27 on Amcor plc’s Current Report on Form 8-K filed on June 17, 2019).	Incorporated by Reference
10	.10	Employment Agreement between Amcor Limited and Michael Zacka, dated as of February 24, 2017 (incorporated by reference to Exhibit 10.24 to Amcor plc's Form 10-K filed on August 24, 2021).*	Incorporated by Reference
10	.11	Three-Year Syndicated Facility Agreement, dated as of April 26, 2022, by and among, Amcor plc, Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor UK Finance plc and Amcor Flexibles North America, Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent and foreign administrative agent (incorporated herein by reference to Exhibit 10.1 to Amcor plc's Current Report on Form 8-K filed on April 28, 2022).	Incorporated by Reference
10	.12	First Amendment to Three-Year Syndicated Facility Agreement, dated as of April 23, 2024, by and among Amcor plc, Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Pty Ltd, Amcor Flexibles North America, Inc., the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent and foreign administrative agent (incorporated herein by reference to Exhibit 10.1 of Amcor plc’s Form 8-K filed on April 25, 2024)	Incorporated by Reference
10	.13	Guarantee Agreement dated as of April 26, 2022 among Amcor plc, Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Flexibles North America, Inc., the other guarantors from time to time party thereto an JPMorgan Chase Bank, N.A., as administrative agent	Filed Herewith
10	.14	Guarantee Agreement dated as of April 26, 2022, among Amcor plc, Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Flexibles North America, Inc., the other guarantors from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent	Filed Herewith
10	.15	Supplement No. 1 dated as of May 23, 2024 to the Guarantee Agreement dated as of April 26, 2022, among the Company, Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Flexibles North America, Inc., the other guarantors from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent	Filed Herewith
10	.16	Supplement No. 1 dated as of May 23, 2024 to the Guarantee Agreement dated as of April 26, 2022, among Amcor plc, Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Flexibles North America, Inc., the other guarantors from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent	Filed Herewith
10	.17	Five-Year Syndicated Facility Agreement, dated as of April 26, 2022, by and among, Amcor plc, Amcor Pty Ltd, Amcor Finance (USA), Inc., Amcor UK Finance plc and Amcor Flexibles North America, Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent and foreign administrative agent (incorporated herein by reference to Exhibit 10.2 to Amcor plc's Current Report on Form 8-K filed on April 28, 2022).	Incorporated by Reference
10	.18	Transition and Release Agreement between Amcor plc and Ronald Delia, dated as of March 16, 2024 (incorporated by reference to Exhibit 10.1 to Amcor plc's Form 10-Q filed on May 1, 2024)*.	Incorporated by Reference
10	.19	Interim CEO Letter Agreement between Amcor plc and Peter Konieczny, dated as of March 16, 2024 (incorporated by reference to Exhibit 10.2 to Amcor plc's Form 10-Q filed on May 1, 2024)*.	Incorporated by Reference
19		Insider Trading Policy	Filed Herewith
21		Subsidiaries of Amcor plc.	Filed Herewith
22		Subsidiary Guarantors and Issuers of Guaranteed Securities.	Filed Herewith
23		Consent of PricewaterhouseCoopers AG as auditors for the financial statements of Amcor plc.	Filed Herewith
31	.1	Chief Executive Officer Certification required by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934, as amended.	Filed Herewith
31	.2	Chief Financial Officer Certification required by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934, as amended.	Filed Herewith

113

Exhibit		Description	Form of Filing
32		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes Oxley Act of 2002.	Furnished Herewith
97		Amcor plc Compensation Recovery Policy	Filed Herewith
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.	Filed Electronically
101	.SCH	Inline XBRL Taxonomy Extension Schema Document.	Filed Electronically
101	.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document.	Filed Electronically
101	.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document.	Filed Electronically
101	.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document.	Filed Electronically
101	.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document.	Filed Electronically
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).	Filed Electronically

* This exhibit is a management contract or compensatory plan or arrangement.

Item 16. - Form 10-K Summary

    None.

114

Signatures

    Pursuant to the requirements of Section 13 or 15(d) 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.

AMCOR PLC
By	/s/ Michael Casamento	By	/s/ Julie Sorrells
	Michael Casamento, Executive Vice President and Chief Financial Officer (Principal Financial Officer)		Julie Sorrells, Vice President & Corporate Controller (Principal Accounting Officer)
	August 16, 2024		August 16, 2024

    Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

/s/ Michael Casamento	/s/ Julie Sorrells
Michael Casamento, Executive Vice President and Chief Financial Officer (Principal Financial Officer)	Julie Sorrells, Vice President & Corporate Controller (Principal Accounting Officer)
August 16, 2024	August 16, 2024
/s/ Peter Konieczny	/s/ Lucrèce Foufopoulos-De Ridder
Peter Konieczny, Interim Chief Executive Officer (Principal Executive Officer)	Lucrèce Foufopoulos-De Ridder, Director
August 16, 2024	August 16, 2024
/s/ Graeme Liebelt	/s/ Andrea Bertone
Graeme Liebelt, Director and Chairman	Andrea Bertone, Director
August 16, 2024	August 16, 2024
/s/ Nicholas (Tom) Long	/s/ Karen Guerra
Nicholas (Tom) Long, Director	Karen Guerra, Director
August 16, 2024	August 16, 2024
/s/ Arun Nayar	/s/ Susan Carter
Arun Nayar, Director	Susan Carter, Director
August 16, 2024	August 16, 2024
/s/ Achal Agarwal	/s/ David Szczupak
Achal Agarwal, Director	David Szczupak, Director
August 16, 2024	August 16, 2024

115

Schedule II - Valuation and Qualifying Accounts and Reserves

(in millions)

    Reserves for Credit Losses, Sales Returns, Discounts, and Allowances:

Year ended June 30,	Balance at Beginning of the Year		Additions Charged to Profit and Loss		Write-offs		Foreign Currency Impact and Other (1)		Balance at End of the Year
2024	$	21	$	7	$	(3)	$	(1)	$	24
2023	25		3		(8)		1		21
2022	28		2		(3)		(2)		25

(1)Foreign Currency Impact and Other includes reserve accruals related to acquisitions.

116

EX-4.26

EXHIBIT4.26

DESCRIPTIONOF THE REGISTRANT’S ORDINARYSHARES REGISTEREDPURSUANTTOSECTION12OFTHE SECURITIES EXCHANGE ACT OF 1934

The following is a summary of the material terms of Amcor plc’s (“Amcor,” “we,” “our,” or “us”) ordinary shares, par value $0.01 per share, as set forth in our Articles of Association and the materialprovisionsofthelawsofJersey,ChannelIslands.Our ordinary shares are registered under Section 12 of the Exchange Act of 1934, as amended (the “Exchange Act”), and are listed on the New York Stock Exchange (the “NYSE”) under the trading symbol of “AMCR.” CHESS Depositary Interests (“CDIs”) representing our ordinary shares are traded on the Australian Securities Exchange (“ASX”). Thissummarydoesnotpurporttobecompleteandisqualifiedinits entirety by reference to our Articles of Association, which are filed as an exhibit to the Annual Report on Form 10-K of which this Exhibit 4.26 is a part.

ShareCapital

TheauthorizedsharecapitalofAmcoris$100,000,000,dividedinto9,000,000,000ordinarysharesof$0.01parvalueeachand 1,000,000,000 preferred shares of $0.01 par value each, which may be issued in such class or classes or series as our board of directors (“board”) may determine in accordance with our Articles of Association.

All ordinary shares have equal voting rights and no right to a fixed income and carry the right to receive dividends that have beendeclaredbyAmcor.Theholdersofordinaryshareshavetherighttoreceivenoticeof,andtoattendandvoteat,allgeneral meetings of Amcor. The rights and obligations attaching to any preferred shares will be determined at the time of issue by our board in its absolute discretion and must be set forth in a statement of rights. Any preferred shares that are issued may have priority over the ordinary shares with respect to dividend or liquidation rights or both. We do not have any preferred shares issued and outstanding.

Our board may issue ordinary shares or preferred shares without further shareholder action, unless shareholder action is requiredbyapplicablelaworbytherulesoftheNYSE,ASXorotherstockexchangeorquotationsystemonwhichanyclass or series of our ordinary shares may be listed or quoted.

SubjecttoourArticlesofAssociationandtherightsorrestrictionsattachedtoanysharesorclassofshares,ifAmcoriswound up and the property of Amcor available for distribution among the shareholders is more than sufficient to pay (i) all the debts and liabilities of Amcor and (ii) the costs, charges and expenses of the winding up, the excess must be divided among the shareholders in proportion to the number of shares held by them, irrespective of the amounts paid or credited as paid on the shares. If Amcor is wound up, the directors or liquidator (as applicable) may, with the sanction of a special resolution of the shareholders of Amcor and any other sanction required by the Companies (Jersey) Law 1991 (the “Jersey Companies Law”), divideamongtheshareholdersthewholeoranypartoftheassetsofAmcoranddeterminehowthedivisionwillbecarriedout as between the shareholders or different classes of shareholders.

CDIs are units of beneficial ownership in shares constituted under Australian law which may be held and transferred through theCHESSsystem.ForfurtherinformationregardingtheCDIs,see"CHESSDepositaryInterests"below.Allreferencesto shares in this summary will be deemed, where the context permits, also to be references to the CDIs.

Amcor'sregisteredofficeaddressandtheaddresswhereAmcor'sregisterofmembersismaintainedis3rdFloor44Esplanade, St. Helier, Jersey JE4 9WG.

OrganizationalDocuments;GoverningLaw

TherightsofAmcorshareholdersaregovernedby,amongotherthings,ourArticlesofAssociationandthelawsofJersey, Channel Islands, including the Jersey Companies Law.

VotingRights

Each ordinary share entitles the holder to one vote per share at any general meeting of shareholders. An ordinary resolution requiresapprovalbytheholdersofamajorityofthevotingrightsrepresentedatameeting,inpersonorbyproxy,andvoting

thereon. A special resolution requires approval by the holders of two-thirds of the voting rights represented at a meeting, in person or by proxy, and voting thereon (or such greater majority as the Articles of Association may prescribe).

Votingrightswithrespecttoanyclassofpreferredshares(ifany)willbedeterminedbyourboardandsetoutintherelevant statement of rights for such class.

NeitherJerseylawnortheArticlesofAssociationrestrictnon-residentshareholdersfromholdingorexercisingvotingrightsin relation of our ordinary shares. There are no provisions in the Jersey Companies Law relating to cumulative voting.

NoPreemptiveRights

Amcorshareholdersdonothavepreemptiverightstoacquirenewlyissuedordinary shares.

Variationof Rights

Therightsattachedtoanyclassofordinaryshares,suchasvoting,dividendsandthelike,may,unlesstheirtermsofissuestate otherwise, be varied by a special resolution passed at a separate meeting of the holders of shares of such class.

CertificatedandUncertificatedShares

Ordinarysharesmaybeheldineithercertificatedoruncertificatedform.Everyholderofcertificatedsharesisentitled,without payment, to have a certificate for the shares that it owns executed under Amcor's seal or in such other manner as provided by the Jersey Companies Law.

Transferof Shares

Generally,fullypaidordinarysharesareissuedinregisteredformandmaybefreelytransferredpursuanttotheArticlesof Association unless the transfer is restricted by applicable securities laws or prohibited by another instrument.

Dividends

Ourboardmaydeclareandpayanydividendsfromtimetotimeasitmaydetermine.Ourboardmayrescindadecisiontopaya dividend if it decides, before the payment date, that Amcor's financial position no longer justifies the payment. The payment of a dividend does not require shareholder confirmation or approval at a general meeting of the shareholders.

Holdersofourordinarysharesareentitledtoreceiveequally,onapersharebasis,anydividendsthatmaybedeclaredin respect of ordinary shares by our board.

Ourboardmaydirectthatadividendwillbesatisfiedfromanyavailablesourcepermittedbylaw,includingwhollyorpartlyby the distribution of assets, including paid up shares or securities of another company. If Amcor declares cash dividends, such dividends will be declared in U.S. dollars.

UndertheJerseyCompaniesLaw,dividendsmaybepaidfromanysourcepermittedbylaw(otherthanfromnominalcapital account and capital redemption reserve), subject to a requirement for the directors who are to authorize the payment of any dividend to make a statutory solvency statement.

OurArticlesofAssociationpermitourboardtorequirethatalldividendpaymentswillbepaidonlythroughelectronictransfer into an account selected by the shareholder rather than by a bank check.

NodividendorothermoniespayableonorinrespectofasharewillbearinterestasagainstAmcor(unlessthetermsofthe share specify otherwise).

Ifanydividendisunclaimedfor11calendarmonthsafterissuance,ourboardmaystoppaymentonthedividendorotherwise make use of the unclaimed amount for the benefit of Amcor until claimed or otherwise disposed of according to the laws relating to unclaimed monies.

AlterationofShareCapital

UndertheJerseyCompaniesLaw,Amcormay,byspecialresolutionofitsshareholders:increaseitssharecapital;consolidate and sub-divide; convert shares into or from stock; re-denominate any of its shares into another currency or reduce its share capital, capital redemption reserve or share premium account in any way.

RedeemableShares

Ourordinaryshareswillnotinitiallyberedeemable.PursuanttotheJerseyCompaniesLawandourArticlesofAssociation,our board may issue redeemable shares or convert existing non-redeemable shares, whether issued or not, into redeemable shares, which shares will be, in each case, redeemable in accordance with their terms or at the option of Amcor and/or at the option of the holder (provided that an issued non-redeemable share may only be converted into a redeemable share with the agreement of the holder or pursuant to a special resolution). The directors who are to authorize a redemption of shares are required to make a

statutory solvency statement.

PurchaseofOwnShares

SubjecttotheprovisionsoftheJerseyCompaniesLaw (including, for the avoidance of doubt, the requirement for a statutory

solvency statement) andourArticlesofAssociation,Amcormaypurchaseitsownsharesor CDIs and either cancel them or hold them as treasury shares.

Under Jersey law, Amcor's purchase of its own shares must be sanctioned by a special resolution of Amcor's shareholders (excluding the shareholder from whom Amcor proposes to purchase shares or CDIs). Ifthe purchase is to be made on a stock exchange, the special resolution must specify the maximum number of shares or CDIs to be purchased, the maximum and minimum prices which may be paid, and the date on which the authority to purchase is to expire(whichmaynotbemorethanfiveyearsafterthedateoftheresolution).Ifthepurchaseistobemadeotherwisethanona stock exchange, the purchase must be made pursuant to a written purchase contract approved in advance by a resolution of shareholders (excluding the shareholder from whom Amcor proposes to purchase shares or CDIs).

ShareholderMeetings

AnnualMeetingsofShareholders

UnderJerseylaw,Amcormustholdanannualgeneralmeetingonceeverycalendaryearandnotmorethan18monthsmay elapse between two successive annual general meetings, at such date, time and place as may be determined by our board.

AgeneralshareholdermeetingmayonlybecalledbyaresolutionoftheboardorasotherwiseprovidedintheJersey Companies Law.

SpecialMeetingsofShareholders

Theboardmay,anduponrequestofshareholdersasrequiredbyJerseylaw(andasdescribedbelow)must,convenean extraordinary general meeting of the shareholders.

Under the Jersey Companies Law, shareholders of Amcor holding 10% or more of the company's voting rights and entitled to vote at the relevant meeting may legally require the directors to call a meeting of shareholders. Upon receiving a requisition noticefromshareholders,theboardmustcallaspecialmeetingassoonaspracticablebutinanycasenotlaterthantwomonths after the date of the requisition. If the directors do not within 21 days from the date of the deposit of the requisition proceed to call a meeting to be held within two months of that date, the requisitionists, or any of them representing more than half of the total voting rights of all of them, may themselves call a meeting, but a meeting so called may not be held after three months from that date.

NoticeofMeetings;RecordDate

UndertheArticlesofAssociationandapplicablestockexchangelistingrules,thenoticeforageneralmeetingmustbesentto all shareholders. The content of a notice of a general meeting called by the board is to be decided by the board, but it must

designatethemeetingasanannualorextraordinarygeneralmeetingandmuststatethegeneralnatureofthebusinesstobe transacted at the meeting and any other matters required by the Jersey Companies Law.

For the purpose of determining whether a person is entitled as a shareholder to attend or vote at a meeting and how many votes such person may cast,Amcor may specify inthenoticeadatenotmorethan 60daysnor lessthan10 daysbeforethedatefixed for the meeting, as the date for the determination of the shareholders entitled to receive notice of, attend or vote at the meeting orappointaproxy.

Quorum

UndertheArticlesofAssociation,nobusinessmaybetransactedatanygeneralmeetingunlessaquorum(theholdersofshares representing at least the majority of total voting rights of all shareholders entitled to vote at such meeting) is present in person or by proxy at the time when the meeting proceeds to business.

ActionbyWrittenConsent

The Articles of Association prohibit actions to be taken by unanimous written consent. Under the Articles of Association, any actionrequiredorpermittedtobetakenbyshareholdersoranyclassofthemmustbeeffectedatageneralmeetingofAmcoror of the class in question and may not be effected by any consent or resolution in writing of the shareholders.

ShareholderProposals

Under Articles of Association, a shareholder of record who has the right to vote at an annual general meeting may, on giving noticetoAmcornomorethan120daysandnolessthan90daysbeforethedatewhichisoneyearafterthedateoftheprevious annual general meeting, require Amcor to include a resolution to be proposed at the annual general meeting. Any proposed business must be a proper matter for shareholder action.

In addition, a shareholder of record who has the right to vote at general meetings may propose persons for nomination as directorssubjecttocomplyingwiththeapplicablerequirementstobesetforthintheArticlesofAssociation,includingdelivery to Amcor of specified information on director nominees. Shareholder nominations must be made on notice of (i) in the case of annual general meetings, no more than 120 calendar days and no less than 90 days (in each case from the anniversary date of the preceding annual general meeting), or (ii) in the case of extraordinary general meetings called for the purpose of electing directors, not later than the 10th day following the day on which notice of the date of such meeting was mailed.

ConditionsofAdmission

Under the Articles of Association, the board and the chairperson of any general meeting may make any arrangement and imposeanyrequirementorrestrictionitorheorsheconsidersappropriatetoensurethesafetyofpersonsattendingandthe orderlyconductofageneralmeetingincluding,withoutlimitation,requirementsforidentificationtobeproducedbythose attendingthemeeting,searchesandtherestrictionofitemsthatmaybetakenintothemeetingplace.Theboardand,atany general meeting, the chairperson are entitled to refuse entry to a person who refuses to comply with these arrangements, requirements or restrictions.

BoardofDirectors

ElectionofDirectors

Amcor directors are appointed by Amcor's board of directors and shall hold office until the end of the next annual general meeting following such appointment. Under the Articles of Association, all directors are subject to annual re-election by shareholders. Directorswillholdofficeuntiltheconclusionofthenextannualgeneralmeetingfollowinghisorherappointment,unlesssuch director is re-elected at the general meeting.

Wherethenumberofpersonsvalidlyproposedforelectionorre-electionasadirectorisgreaterthanthenumberofdirectorsto beelected, thepersonsreceiving themostvotes(up to thenumber of directorsto beelected) willbeelected asdirectorsand an absolute majority of votes cast will not be a pre-requisite to the election of such directors.

Removalof Directors

UndertheArticlesofAssociation,adirectormayonlyberemovedfromofficebyordinaryresolutionofAmcorshareholdersas a result of:

•thedirector'sconviction(withapleaofnolocontenderedeemedtobeaconviction)ofaseriousfelonyinvolving moralturpitudeoraviolationofU.S.federalorstatesecuritieslaw,butexcludingaconvictionbasedentirelyon vicarious liability; or

•the director's commission of any material act of dishonesty (such as embezzlement) resulting or intended to result in materialpersonalgainorenrichmentofthedirectorattheexpenseoftheCompanyoranysubsidiaryandwhichact,if made the subject to criminal charges, would be reasonably likely to be charged as a felony.

Forthesepurposesnolocontendere,felony,andmoralturpitudehavethemeaninggiventothembythelawsoftheUnited States of America or any relevant state thereof and shall include equivalent acts in any other jurisdiction.

Vacancies

TheArticlesofAssociationprovidethatanyvacancyoccurringontheAmcorboard(whethercausedbyincreaseinsizeofthe Amcorboard,orbydeath,disability,resignation,removal,orotherwise)shallonlybefilledbyamajority vote oftheAmcorboard then in office, even though fewer than a quorum.

AnydirectorsappointedbytheAmcorboardtofillavacancywillholdofficeuntilthenextannualgeneralmeetingfollowing his or her appointment.

BusinessCombinationswithInterestedShareholders

Under the Articles of Association, Amcor is prohibited from engaging in any business combination with any "interested shareholder"foraperiodofthreeyearsfollowingthetimethatsuchshareholderbecameaninterestedshareholder(subjectto certain specified exceptions), unless (in addition to other exceptions) prior to such business combination the board approved either the business combination or the transaction which resulted in the shareholder becoming an "interested shareholder."

An "interested shareholder" is (subject to certain specified exceptions) any person (together with its affiliates and associates) that (i) owns more than 15% of Amcor's voting stock or (ii) is an affiliate or associate of Amcor and owned more than 15% of Amcor'svotingstockwithinthreeyearsofthedateonwhichitissoughttobedeterminedwhethersuchpersonisan"interested shareholder."

DisclosureofShareholdingOwnership

HoldersofbeneficialinterestsinAmcorordinarysharesmustcomplywiththebeneficialownershipdisclosureobligations contained in section 13(d) of the Exchange Act and the rules promulgated thereunder.

Under the Articles of Association, Amcor may, by written notice, require any person whom Amcor knows or has reasonable causetobelievetoholdaninterestinAmcorordinarysharesortohaveheldaninterestatanytimeduringthethreeyearsprior, to confirm whether that is the case and give further information as to their interest as requested.

Where a person fails to comply with such notice within the reasonable time period specified in the notice or has made a statementwhichisfalseorinadequate,then,unlesstheAmcorboarddeterminesotherwise,thefollowingrestrictionswillapply totheapplicablesharesandtoanynewsharesissuedinrightofthosesharesforsolongassuchpersonremainsindefaultunder the notice:

•novotingrightswillbeexercisableinrespectofthoseshares;

•anydividendorotherdistributionpayableinrespectofthoseshareswillbewithheldbyAmcorwithoutinterest;and

•notransferofthoseshareswillberegisteredexceptforan"excepted transfer".

An"exceptedtransfer"meansatransfer:

•pursuanttoacceptanceofatakeoverofferundertheJerseyCompaniesLaw;

•madethroughtheNYSE,ASXoranyotherstockexchangeonwhichAmcorordinarysharesarenormallytraded;or

•ofthewholeofaperson'sbeneficialinterestinthesharestoanunaffiliatedthird party.

CHESSDepositaryInterests

CDIs are quoted and traded on the financial market operated by ASX. Ordinary shares are not traded on the financial market operated by the ASX. This is because ASX's electronic settlement system, known as CHESS, cannot be used directly for the transfer of securities of issuers, such as Amcor, incorporated in countries whose laws do not recognize CHESS as a system to recorduncertificatedholdingsortoelectronicallytransferlegaltitle.CDIshavebeencreatedtofacilitateelectronicsettlement and transfer in Australia for companies in this situation.

CDIsareatypeofdepositaryreceiptwhichprovidetheholderwithultimatebeneficialownershipoftheunderlyingordinary shares of Amcor. The legal title to these ordinary shares is held by Cede & Co., with CHESS Depositary Nominees Pty Ltd (ABN 75 071 346 506), a wholly-owned subsidiary of ASX, which we refer to as the “Depositary Nominee,” holding the beneficial title to those ordinary shares on behalf of CDI holders.

EachCDIrepresentsabeneficialinterestinoneordinaryshareand,unlikeordinaryshares,eachCDIcanbeheld,transferred and settled electronically through CHESS.

CDIsaretradedelectronicallyonthefinancialmarketoperatedbytheASX.However,thereareanumberofdifferences between holding CDIs and ordinary shares. The major differences are that:

•CDIholdersdonothavelegaltitleintheunderlyingordinarysharestowhichtheCDIsrelate(thechainoftitleinthe ordinary shares underlying the CDIs is summarized above);

•CDI holders are not able to vote personally as shareholders at a meeting of Amcor. Instead, ASX operation rules provide for a process for CDI holders to provide instruction to the Depositary Nominee in relation to the exercise of voting rights; and

•CDIholderswillnotbedirectlyentitledtocertainotherrightsconferredonholdersofordinaryshares,includingthe righttoapplytoaJerseycourtforanorderonthegroundsthattheaffairsofAmcorarebeingconductedinamanner which is unfairly prejudicial to the interests of Amcor shareholders; and the right to apply to the Jersey Financial Services Commission to have an inspector appointed to investigate the affairs of Amcor.

Alternatively,CDIholderscanconverttheirCDIsintoAmcorordinarysharesinsufficienttimebeforetherelevantmeeting,in which case they will be able to vote personally as shareholders of Amcor.

ApplicationofStandardTable

The"standardtable"ofprovisionsundertheJerseyCompaniesLawdoesnotapply.

MaterialDifferencesBetweenRightsofHoldersofAmcor’sOrdinarySharesandRightsofHoldersoftheCommon Stock of Delaware Corporations

Jersey, Channel Islands, companies are governed by the Jersey Companies Law. The Jersey Companies Law differs from laws applicable to Delaware corporations and their shareholders. Set forth below is a summary of some significant differences betweentheprovisionsoftheJerseyCompaniesLawapplicabletoAmcorand,forcomparisonpurposes,thelawsapplicableto companies incorporated in the State of Delaware and their shareholders.

Corporate law issue	Delaware law	Jersey Law
Special Meetings of Shareholders	Shareholders generally do not have the right to call meetings of shareholders unless that right is granted in the certificate of incorporation or by-laws. However, if a corporation fails to hold its annual meeting within a period of 30 days after the date designated for the annual meeting, or if no date has been designated for a period of 13 months after its last annual meeting, the Delaware Court of Chancery may order a meeting to be held upon the application of a shareholder. Under Delaware corporate law, a corporation is required to set a minimum quorum of one-third of the issued and outstanding shares for a shareholders meeting.	The Jersey Companies Law does not provide for a shareholder right to put a proposal before the shareholders at the annual general meeting. However, under the Jersey Companies Law, shareholders holding 10% or more of the company’s voting rights and entitled to vote at the relevant meeting may require the directors to call a meeting of shareholders. This must be held as soon as practicable but in any case not later than two months after the date of the deposit of the requisition. The requisition shall state the objects of the meeting. Pursuant to the Articles of Association, no business may be transacted at a general meeting, except the election of a chairperson and the adjournment of the meeting, unless a quorum of members is present when the meeting proceeds to business. Under the Jersey Companies Law, the quorum requirements for shareholders meetings can be prescribed in a company’s articles of association. The Articles of Association provide that a quorum is persons holding or representing by proxy, attorney or Representative (as defined in the Articles of Association) at least a majority of the voting power of the shares entitled to vote at such meeting.

Interested Shareholders Transactions The Delaware General Corporation Law contains a business combination statute applicable to Delaware corporations whereby, unless the corporation has specifically elected not to be governed by such statute by amendment to its certificate of incorporation, it is prohibited from engaging in certain business combinations with an “interested shareholder” for three years following the date that such person becomes an interested shareholder. An interested shareholder generally is a person or a group who or which owns or owned more than 15% of the target’s outstanding voting stock within the past three years.
This has the effect of limiting the ability of a potential acquirer to make a two tiered bid for the target in which all shareholders would not be treated equally. The statute does not apply if, among other things, prior to the date on which such shareholder becomes an interested shareholder, the board of directors approves either the business combination or the transaction which resulted in the person becoming an interested shareholder. This encourages any potential acquirer of a Delaware corporation to negotiate the terms of any acquisition transaction with the target’s board of directors.
The Jersey Companies Law has no comparable provision. As a result, Amcor cannot avail itself of the types of protections afforded by the Delaware business combination statute. However, although Jersey law does not regulate transactions between a company and its significant shareholders, as a general matter, such transactions must be entered into bona fide in the best interests of the company and not with the effect of constituting a fraud on the minority shareholders.

Interested Director Transactions	Interested director transactions are permissible and may not be legally voided if: •    either a majority of disinterested directors, or a majority in interest of holders of shares of the corporation’s capital stock entitled to vote upon the matter, approves the transaction upon disclosure of all material facts; or •    the transaction is determined to have been fair as to the corporation as of the time it is authorized, approved or ratified by the board of directors, a committee thereof or the shareholders.	An interested director must disclose to the company the nature and extent of any interest in a transaction with the company, or one of its subsidiaries, which to a material extent conflicts or may conflict with the interests of the company and of which the director is aware. Failure to disclose an interest entitles the company or a shareholder to apply to the court for an order setting aside the transaction concerned and directing that the director account to the company for any profit. A transaction is not voidable and a director is not accountable notwithstanding a failure to disclose an interest if the transaction is confirmed by special resolution of shareholders (requiring a two-thirds majority of the shareholders voting) and the nature and extent of the director’s interest in the transaction are disclosed in reasonable detail in the notice calling the meeting at which the resolution is passed. Although it may still order that a director account for any profit, a court will not set aside a transaction unless it is satisfied that the interests of third parties who have acted in good faith would not thereby be unfairly prejudiced and the transaction was not reasonable and fair in the interests of the company at the time it was entered into.
Cumulative Voting	Under Delaware corporate law, cumulative voting for elections of directors is not permitted unless the corporation’s certificate of incorporation specifically provides for it. The certificate of incorporation of a Delaware corporation may provide that shareholders of any class or classes or of any series may vote cumulatively either at all elections or at elections under specified circumstances.	There are no provisions in relation to cumulative voting under the Jersey Companies Law.
Approval of Corporate Matters by Written Consent	Under Delaware corporate law, unless otherwise provided in the certificate of incorporation, any action to be taken at any annual or special meeting of shareholders of a corporation may be taken by written consent of the holders of outstanding stock having not less than the minimum number of votes that would be necessary to take that action at a meeting at which all shareholders entitled to vote were present and voted. In addition, a corporation may eliminate the right of shareholders to act by written consent through amendment to its certificate of incorporation. All consents must be dated and are only effective if the requisite signatures are collected within 60 days of the earliest dated consent delivered.	Under the Articles of Association, shareholders may not pass a resolution by written consent.

Business Combinations and Asset Sales With certain exceptions, a merger, consolidation, or sale of all or substantially all of the assets of a Delaware corporation must be approved by the board of directors and a majority of the outstanding shares entitled to vote thereon. The Jersey Companies Law allows for the merger of two companies into either one consolidated company or one company merged into another so as to form a single surviving company. The merger or consolidation of two or more companies under the Jersey Companies Law requires the directors of the constituent companies to enter into and to approve a written merger agreement (in certain, but not all, circumstances), which must also be authorized by a special resolution of the shareholders of each constituent company (which as noted above requires the affirmative vote of no less than two-thirds of the votes cast at a quorate general meeting (or such higher threshold as may be set out in a company’s articles of association)). In relation to any merger or consolidation under the Jersey Companies Law, unlike dissenting shareholders of a Delaware corporation, dissenting shareholders of a Jersey company have no appraisal rights that would provide the right to receive payment in cash for the judicially determined fair value of the shares. However, under Jersey law, dissenting shareholders may object to the Court on the grounds they are unfairly prejudiced by the merger.
The Jersey Companies Law provides that where a person has made an offer to acquire a class or all of the company’s outstanding shares not already held by the person and has as a result of such offer acquired or contractually agreed to acquire 90% or more of such outstanding shares, that person is then entitled (and may be required) to acquire the remaining shares. In such circumstances, a holder of any such remaining shares may apply to the courts of Jersey for an order that the person making such offer not be entitled to purchase the holder’s shares or that the person purchase the holder’s shares on

Business Combinations and Asset Sales (continued)		terms different than those under which the person made such offer. In addition, where the company and its creditors or shareholders or a class of either of them propose a compromise or arrangement between the company and its creditors or our shareholders or a class of either of them (as applicable), the courts of Jersey may order a meeting of the creditors or class of creditors or of the company’s shareholders or class of shareholders (as applicable) to be called in such a manner as the court directs. Any compromise or arrangement approved by a majority in number representing 75% or more in value of the creditors or 75% or more of the voting rights of shareholders or class of either of them (as applicable) if sanctioned by the court, is binding upon the company and all the creditors, shareholders or members of the specific class of either of them (as applicable). Whether the capital of the company is to be treated as being divided into a single or multiple class(es) of shares is a matter to be determined by the court. The court may in its discretion treat a single class of shares as multiple classes, or multiple classes of shares as a single class, for the purposes of the shareholder approval referred to above, taking into account all relevant circumstances, which may include circumstances other than the rights attaching to the shares themselves. The Jersey Companies Law contains no specific restrictions on the powers of directors to dispose of assets of a company. As a matter of general law, in the exercise of those powers, the directors must discharge their duties of care and act in good faith, for a proper purpose and in the best interests of the company.
Election and Removal of Directors	Under Delaware corporate law, unless otherwise specified in the certificate of incorporation or bylaws of a corporation, directors are elected by a plurality of the votes of the shares entitled to vote on the election of directors and may be removed with or without cause (or, with respect to a classified board, only with cause unless the certificate of incorporation provides otherwise) by the approval of a majority of the outstanding shares entitled to vote.	As permitted by the Jersey Companies Law and pursuant to the Articles of Association, directors of Amcor can be appointed and removed in the manner described in the section headed “Board of Directors” above.

Fiduciary Duties of Directors Under Delaware corporate law, a
director of a Delaware corporation has a fiduciary duty to the corporation and its shareholders. This duty has two components, the duty of care and the duty of loyalty. The duty of care requires that a director act in good faith, with the care that an ordinarily prudent person would exercise under similar circumstances. Under this duty, a director must inform himself of, and disclose to shareholders, all material information reasonably available regarding a significant transaction. The duty of loyalty requires that a director must act in a manner he or she reasonably believes to be in the best interests of the corporation. A director must not use his or her corporate position for personal gain or advantage. This duty prohibits self-dealing by a director and mandates that the best interests of the corporation and its shareholders take precedence over any interest possessed by a director, officer or controlling shareholder and not shared by the shareholders generally. In general, actions of a director are presumed to have been made on an informed basis, in good faith and in the honest belief that the action taken was in the best interests of the corporation. However, this presumption may be rebutted by evidence of a breach of one of the fiduciary duties. Should such evidence be presented concerning a transaction by a director, the director must prove the procedural fairness of the transaction and that the transaction was of fair value to the corporation.
Under the Jersey Companies Law, a director of a Jersey company, in exercising the director’s powers and discharging the director’s duties, has a fiduciary duty to act honestly and in good faith with a view to the best interests of the company; and a duty of care to exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances. Customary law is also an important source of law in the area of directors’ duties in Jersey as it expands upon and provides a more detailed understanding of the general duties and obligations of directors. The Jersey courts view English common law as highly persuasive in this area. In summary, the following duties will apply as manifestations of the general fiduciary duty under the Jersey Companies Law: a duty to act in good faith and in what he or she bona fide considers to be the best interests of the company; a duty to exercise powers for a proper purpose; a duty to avoid any actual or potential conflict between his or her own and the company’s interests; and a duty to account for profits and not take personal profit from any opportunities arising from his or her directorship, even if he or she is acting honestly and for the good of the company. However, the articles of association of a company may permit the director to be personally interested in arrangements involving the company (subject to the
requirement to have disclosed such interest).
Under the Articles of Association, a director who has an interest in a matter that is being considered at a meeting of the Board (as defined in the Articles of Association) may, despite that interest, be present and be counted in a quorum at the meeting, unless that is prohibited by the Jersey Companies Law, but may not vote on the matter if such interest is one which to a material extent conflicts or may conflict with the interests of the Company and of which the director is aware, and in respect of any such matter the decision of the chairperson of the meeting shall be final.

Limitations on Director’s Liability and Indemnification of Directors and Officers	A Delaware corporation may include, subject to certain exceptions, in its certificate of incorporation provisions limiting the personal liability of its directors and officers to the corporation or its shareholders for monetary damages for many types of breach of fiduciary duty. However, these provisions may not limit liability for any breach of the duty of loyalty, acts or omissions not in good faith or that involve intentional misconduct or a knowing violation of law, the authorization of unlawful dividends, stock purchases, or redemptions, or any transaction from which a director derived an improper personal benefit. Moreover, these provisions would not be likely to bar claims arising under U.S. federal securities laws. A Delaware corporation may indemnify a director or officer of the corporation against expenses (including attorneys’ fees), judgments, fines, and amounts paid in settlement actually and reasonably incurred in defense of an action, suit, or proceeding by reason of his or her position if (i) the director or officer acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the corporation, and (ii) with respect to any criminal action or proceeding, the director or officer had no reasonable cause to believe his or her conduct was unlawful.	The Jersey Companies Law does not contain any provision permitting Jersey companies to limit the liabilities of directors for breach of fiduciary duty. However, a Jersey company may exempt from liability, and indemnify directors and officers for, liabilities: •    incurred in defending any civil or criminal legal proceedings where: •    the person is either acquitted or receives a judgment in their favor; •    where the proceedings are discontinued other than by reason of such person (or someone on their behalf) giving some benefit or suffering some detriment; or •    where the proceedings are settled on terms that such person (or someone on their behalf) gives some benefit or suffers some detriment but in the opinion of a majority of the disinterested directors, the person was substantially successful on the merits in the person’s resistance to the proceedings; •    incurred to anyone other than to the company if the person acted in good faith with a view to the best interests of the company; •    incurred in connection with an application made to the court for relief from liability for negligence, default, breach of duty, or breach of trust under Article 212 of the Jersey Companies Law in which relief is granted to the person by the court; or •    incurred in a case in which the company normally maintains insurance for persons other than directors. The Articles of Association provide that Amcor must indemnify each Officer on a full indemnity basis and to the full extent permitted by law against all losses, liabilities, costs, charges and expenses incurred by the Officer as a present or former director or officer of the Company or of a related body corporate.
Variation of Rights of Shares	Under Delaware corporate law, a corporation may vary the rights of a class of shares with the approval of a majority of the outstanding shares of such class, unless the certificate of incorporation provides otherwise.	Under Jersey law and the Articles of Association, if Amcor’s share capital is divided into more than one class of shares, the rights attached to any class of shares may, unless their terms of issue state otherwise, be varied (i) with the written consent of the holders of two-thirds of the shares of the class; or (ii) by a special resolution passed at a separate meeting of the holders of shares of the class.

Appraisal Rights A shareholder of a Delaware corporation participating in certain major corporate transactions may, under certain circumstances, be entitled to appraisal rights under which the shareholder may receive cash in the amount of the fair value of the shares held by that shareholder (as determined by a court) in lieu of the consideration the shareholder would otherwise receive in the transaction. In relation to any merger or consolidation under the Jersey Companies Law, unlike dissenting shareholders of a Delaware corporation, dissenting shareholders of a Jersey company have no appraisal rights that would provide the right to receive payment in cash for the judicially determined fair value of the shares.
However, under Jersey law, dissenting shareholders may object to the Court on the grounds they are unfairly prejudiced by the merger and the Court’s powers extend to specifying terms of acquisition different from those of the offer (which could include terms as to price or form of consideration).

Shareholder Suits Class actions and derivative actions generally are available to the shareholders of a Delaware corporation for, among other things, breach of fiduciary duty, corporate waste, and actions not taken in accordance with applicable law. In such actions, the court has discretion to permit the winning party to recover attorneys’ fees incurred in connection with such action. Under Article 141 of the Jersey Companies Law, a shareholder may apply to court for relief on the ground that the conduct of a company’s affairs, including a proposed or actual act or omission by a company, is “unfairly prejudicial” to the interests of shareholders generally or of some part of shareholders, including at a minimum the shareholder making the application.
Under Article 143 of the Jersey Companies Law (which sets out the types of relief a court may grant in relation to an action brought under Article 141 of the Jersey Companies Law), the court may make an order regulating the affairs of a company, requiring a company to refrain from doing or continuing to do an act complained of, authorizing civil proceedings and providing for the purchase of shares by a company or by any of its other shareholders. There may be customary personal law actions available to shareholders which would include certain derivate and other actions to bring proceedings against the directors of the company as well as the company.
In principle, Amcor will normally be the proper plaintiff and a class action or derivative action may not be brought by a minority shareholder. However, a minority shareholder can seek in limited circumstances agreement from the court for special dispensation if the shareholder can show:
•    that there are wrongdoers in control of the company;
•    those wrongdoers are using their power to prevent anything being done about it;
•    the wrongdoing is unconscionable and oppressive; and
•    in certain other limited circumstances.
Under the Articles of Association, unless the Jersey Companies Law or any other Jersey law provides otherwise or unless the Board determines otherwise, the Royal Court of Jersey is the sole and exclusive forum for: (i) any derivative action or proceeding brought on behalf of Amcor;

Shareholder Suits (continued)		(ii) any action asserting a claim of breach of a fiduciary duty owed by any director or officer of Amcor to Amcor or its members, creditors or other constituents; (iii) any action asserting a claim against Amcor or any director or officer of Amcor arising pursuant to any provision of the Jersey Companies Law or the Articles of Association; or (iv) any action asserting a claim against Amcor or any director or officer of Amcor governed by the internal affairs doctrine. This choice of forum provision may limit a shareholder’s ability to bring a claim in a judicial forum that it finds favorable for disputes with us or our directors, officers or other employees, which may discourage such lawsuits.
Inspection of Books and Records	All shareholders of a Delaware corporation have the right, upon written demand, to inspect or obtain copies of the corporation’s shares ledger and its other books and records for any purpose reasonably related to such person’s interest as a shareholder.	Shareholders of Amcor will have the right under the Jersey Companies Law to inspect Amcor’s register of shareholders and, provided certain conditions are met, to obtain a copy. Shareholders of Amcor will also be able to inspect the minutes of any shareholder meetings. The register of directors and secretaries must during business hours (subject to such reasonable restrictions as the company may by its articles of association or in general meeting impose, but so that not less than two hours in each business day be allowed for inspection) be open to the inspection of a shareholder or director of the company without charge and, in the case of a public company or a company which is a subsidiary of a public company, of any other person on payment of such sum (if any), not exceeding £5, as the company may require.

Amendments of Governing Documents	Amendments to the certificate of incorporation of a Delaware corporation require the affirmative vote of the holders of a majority of the outstanding shares entitled to vote thereon or such greater vote as is provided for in the certificate of incorporation. A provision in the certificate of incorporation requiring the vote of a greater number or proportion of the directors or of the holders of any class of shares than is required by Delaware corporate law may not be amended, altered or repealed except by such greater vote. Bylaws may be amended with the approval of a majority of the outstanding shares entitled to vote and may, if so provided in the certificate of incorporation, also be amended by the board of directors.	The memorandum of association and articles of association of a Jersey company may only be amended by special resolution passed by shareholders in general meeting or by written resolution passed in accordance with its articles of association.
Dissolution and Winding Up	Under the Delaware General Corporation Law, unless the board of directors approves the proposal to dissolve, dissolution must be approved by shareholders holding 100% of the total voting power of the corporation. Only if the dissolution is initiated by the board of directors may it be approved by a simple majority of the corporation’s outstanding shares. Delaware law allows a Delaware corporation to include in its certificate of incorporation a supermajority voting requirement in connection with a dissolution initiated by the board of directors.	Under the Jersey Companies Law and the Articles of Association, Amcor may be voluntarily dissolved, liquidated or wound up by a special resolution of the shareholders. In addition, a company may be wound up by the courts of Jersey if the court is of the opinion that it is just and equitable to do so or that it is expedient in the public interest to do so. Alternatively, a creditor with a claim against a Jersey company of not less than £3,000 may apply to the Royal Court of Jersey for the property of that company to be declared en désastre (being the Jersey law equivalent of a declaration of bankruptcy). Such an application may also be made by the Jersey company itself without having to obtain any shareholder approval.

EX-4.27

EXHIBIT 4.27

DESCRIPTION OF THE REGISTRANT’S 1.125% SENIOR NOTES DUE 2027 REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

The following description of the 1.125% Senior Notes due 2027 (the “Notes”) issued by Amcor UK Finance plc (the “Issuer”), a subsidiary of Amcor plc (“Amcor,” “we,” “our,” or “us”) summarizes certain material terms of the Notes. The Notes are registered under Section 12 of the Exchange Act of 1934, as amended (the “Exchange Act”), and are listed on the New York Stock Exchange (the “NYSE”) under the trading symbol of “AUKF/27.” This description does not purport to be complete and is qualified in its entirety by reference to the indenture, which is filed as an exhibit to the Annual Report on Form 10-K of which this Exhibit 4.27 is a part.

The Notes were issued pursuant to an indenture dated as of June 23, 2020 among the Issuer, Amcor, Amcor Finance (USA), Inc., Amcor Pty Ltd and Amcor Flexibles North America, Inc., as guarantors, and Deutsche Bank Trust Company Americas, as trustee (the "Trustee"), as supplemented by the first supplemental indenture dated as of May 23, 2024 among the Issuer, Amcor Group Finance plc, as a new guarantor, and the Trustee. We refer to the original indenture, as supplemented, as the indenture. The terms of the Notes include those stated in the indenture and those made part of the indenture by reference to the Trust Indenture Act of 1939, as amended (the "TIA"). A copy of the indenture may be obtained from the Issuer or the Trustee.

The Issuer issued the Notes in fully registered form in denominations of €100,000 and integral multiples of €1,000 in excess thereof. The Notes were issued in the form of one or more global note, without coupons, which were deposited initially with, or on behalf of, a common depositary, and registered in the name of the nominee of the common depositary, for, and in respect of interests held through, Euroclear and Clearstream. There is no security register for the Notes in the United Kingdom or Australia. The Trustee acts as paying agent, transfer agent and registrar for the Notes. The Notes may be presented for registration of transfer and exchange at the offices of the registrar. The Issuer may change the paying agent, transfer agent and registrar without notice to holders of the Notes, and may change the paying agent upon notice to the Trustee.

General

Unless earlier redeemed in the circumstances set out below, the Notes will mature on June 23, 2027 at a price equal to 100% of their principal amount.

The Notes were offered in the principal amount of €500,000,000.

In any case where the due date for the payment of the principal amount of, or any premium or interest with respect to, the Notes or the date fixed for redemption of the Notes, shall not be a Business Day, then payment of the principal amount, premium, if any, or interest, including any Additional Amounts (as defined below) payable in respect thereto may be made on the next succeeding Business Day with the same force and effect as if made on the date for such payment or the date fixed for redemption, and no interest shall accrue for the period after such date.

The Notes are not entitled to the benefits of any sinking fund. The Notes are subject to defeasance as described under "-Defeasance and covenant defeasance.”

Interest

The Notes bear interest from the date of issuance, payable annually on June 23 of each year, beginning June 23, 2021, to the persons in whose names such Notes are registered at the close of business on the date that is (i) in the case of Notes represented by a global note, the clearing system business day (for this purpose, a day on which

Clearstream and Euroclear settle payments in euro) immediately preceding the relevant interest payment and (ii) in all other cases, 15 calendar days prior to the relevant interest payment date (whether or not a Business Day) (for the purposes of clauses (i) and (ii), such day, the "Record Date"). Interest on the Notes will be computed on the basis of the actual number of days in the period for which interest is being calculated and the actual number of days from and including the last date on which interest was paid on the Notes (or June 23, 2020, if no interest has been paid on the applicable Notes), to, but excluding, the next scheduled interest payment date. This payment convention is referred to as Actual/Actual (ICMA) as defined in the rulebook of the International Capital Market Association.

If any interest payment date would otherwise be a day that is not a Business Day, such interest payment date will be postponed to the next date that is a Business Day and no interest will accrue on the amounts payable from and after such interest payment date to the next Business Day. If the maturity date of the Notes falls on a day that is not a Business Day, the related payment of principal, premium, if any, and interest will be made on the next Business Day as if it were made on the date such payment was due, and no interest will accrue on the amounts so payable for the period from and after such date to the next Business Day.

Issuance in euro

All payments of interest, premium, if any, and principal, including payments made upon any redemption or repurchase of the Notes, will be made in euro; provided that if the euro is unavailable to us due to the imposition of exchange controls or other circumstances beyond our control or if the euro is no longer being used by the then member states of the European Monetary Union that have adopted the euro as their currency or for the settlement of transactions by public institutions of or within the international banking community, then all payments in respect of the Notes will be made in U.S. dollars until the euro is again available to us or so used. In such circumstances, the amount payable on any date in euro will be converted into U.S. dollars at the rate mandated by the Board of Governors of the Federal Reserve System as of the close of business on the second Business Day prior to the relevant payment date or, if the Board of Governors of the Federal Reserve System has not announced a rate of conversion, on the basis of the most recent U.S. dollar/euro exchange rate published in The Wall Street Journal on or prior to the second Business Day prior to the relevant payment date or, in the event The Wall Street Journal has not published such exchange rate, the rate will be determined in our sole discretion on the basis of the most recently available market exchange rate for the euro. Any payment in respect of the Notes so made in U.S. dollars will not constitute an Event of Default (as defined in the indenture). Neither the Trustee nor the paying agent shall have any responsibility for any calculation or conversion in connection with the foregoing.

Further issues

The indenture provides that the Notes may be issued from time to time without limitation as to aggregate principal amount. Therefore, in the future, the Issuer may, without the consent of the holders of the Notes, create and issue under the indenture additional debt securities having the same terms and conditions as the Notes (except for the issue date and, under certain circumstances, the first date of interest accrual, the first interest payment date and terms relating to restrictions on transfer or registration rights), provided that if such additional debt securities are not fungible with the Notes for U.S. federal income tax purposes, such additional debt securities will have a different CUSIP number from the Notes. We refer to any such additional debt securities, as "Additional Notes". Any Additional Notes of a series will form a single series of debt securities with the Notes.

Guarantee

Under the Guarantee, each of Amcor, Amcor Finance (USA), Inc., Amcor Group Finance plc, Amcor Pty Ltd and Amcor Flexibles North America, Inc. (collectively, the “Guarantors”) fully and unconditionally guarantee the due and punctual payment of the principal, interest, premium (if any), and all other amounts due under the indenture and on the Notes when the Notes become due and payable, whether at maturity, pursuant to optional redemption, by acceleration or otherwise, in each case after any applicable grace periods or notice requirements, according to the terms of the Notes (the “Guarantee”).

The obligations of the Guarantors under the Guarantee are unconditional, regardless of the enforceability of the Notes, and will not be discharged until all obligations under the Notes and the indenture are satisfied. Holders of the Notes may proceed directly against the Guarantors under the Guarantee if an event of default affecting the Notes occurs without first proceeding against the Issuer.

Additional subsidiary guarantors

Amcor has covenanted and agreed under the indenture that it will cause each of its Subsidiaries (other than the Issuer and any Subsidiary that is already a Guarantor under the indenture) that at any time has outstanding a guarantee with respect to any Specified Indebtedness, or is otherwise an obligor, a co-obligor or jointly liable with the Issuer or any applicable Guarantor with respect to any Specified Indebtedness, to execute and deliver to the Trustee a supplemental indenture within 30 days of such Subsidiary guaranteeing, or otherwise becoming an obligor, a co-obligor or jointly liable with the Issuer or any applicable Guarantor in respect of, such Specified Indebtedness, pursuant to which such Subsidiary will guarantee the Notes issued under the indenture on the same terms and subject to the same conditions and limitations as set forth in the indenture.

Any supplemental indenture entered into in accordance with the indenture in connection with the provision of a Guarantee by an additional Subsidiary Guarantor may include a limitation on such Subsidiary Guarantee that is required under the law of the jurisdiction in which such Subsidiary is incorporated or organized, provided that such limitation shall also be contained in any other guarantee provided by such Subsidiary in respect of any Specified Indebtedness.

Release of subsidiary guarantors

As more fully described in the indenture, any Subsidiary of Amcor that provides a Guarantee in respect of the Notes (a "Subsidiary Guarantor") may be released at any time from its Guarantee without the consent of any holder of the Notes if, at such time, no Default or Event of Default has occurred and is continuing, and either (a) such Subsidiary Guarantor is no longer, or at the time of release will no longer be, a Subsidiary of Amcor or (b) such Subsidiary Guarantor shall not have outstanding a guarantee with respect to any Specified Indebtedness or otherwise be an obligor, co-obligor or jointly liable with respect to any Specified Indebtedness (or shall be released with respect to its Guarantee under the indenture simultaneously with its release under guarantees or other obligations with respect to all Specified Indebtedness).

Ranking

The Notes are unsecured obligations of the Issuer and rank on a parity basis with all of the Issuer's other unsecured and unsubordinated obligations, and each of the Guarantees are an unsecured obligation of the applicable Guarantor and rank on a parity basis with all other unsecured and unsubordinated indebtedness of such Guarantor except, in each case, indebtedness mandatorily preferred by law.

The Notes are effectively subordinated to any existing and future secured obligations of the Issuer to the extent of the value of the assets securing any such obligations, and since the Notes are unsecured obligations of the Issuer, in the event of a bankruptcy or insolvency, the Issuer's secured lenders will have a prior secured claim to any collateral securing the obligations owed to them. Each of the Guarantees are effectively subordinated to any existing and future secured obligations of the applicable Guarantor to the extent of the value of the assets securing such obligations, and since each of the Guarantees is an unsecured obligation of the corresponding Guarantor, in the event of bankruptcy or insolvency, each such Guarantor's secured lenders will have a prior secured claim to any collateral securing the obligation owed to them.

The Notes and each of the related Guarantees are also structurally subordinated to all existing and future indebtedness and other liabilities, whether or not secured, of any Subsidiary of Amcor (other than the Issuer) that does not guarantee such Notes (including any subsidiaries that Amcor may in the future acquire or establish to the extent they do not guarantee such Notes). Amcor, Amcor Finance (USA), Inc., Amcor Group Finance plc, Amcor Pty Ltd and Amcor Flexibles North America, Inc. are the Guarantors of the Notes. See "Guarantees."

Registration of transfer and exchange

General

Subject to the limitations applicable to global notes, the Notes may be presented for exchange for other Notes of any authorized denominations and of a like tenor and aggregate principal amount or for registration of transfer by the holder thereof or his attorney duly authorized in writing and, if so required by the Issuer, the Guarantors or the Trustee, with the form of transfer thereon duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Issuer, the Guarantors or the Registrar (as defined below) duly executed, at the office of the Registrar or at the office of any other transfer agent designated by the Issuer or such Guarantors for such purpose. No service charge will be made for any exchange or registration of transfer of the Notes, but the Issuer or the Guarantors may require payment of a sum by the holder of a Note sufficient to cover any tax or other governmental charge payable in connection therewith.

Such transfer or exchange will be effected upon the Registrar or such transfer agent, as the case may be, being satisfied with the documents of title and identity of the person making the request. The Registrar may decline to accept any request for an exchange or registration of transfer of any Note during the period of 15 days preceding the due date for any payment of interest on, principal of or any other payments on or in respect of the Notes. The Issuer and the Guarantors have appointed the Trustee as Registrar (the "Registrar"). The Issuer and the Guarantors may at any time designate additional transfer agents or rescind the designation of any transfer agent or approve a change in the office through which any transfer agent acts; provided, however, that there shall at all times be a transfer agent in the Borough of Manhattan, The City of New York.

Payment of additional amounts

All payments of, or in respect of, principal of, and any premium and interest on, the Notes, and all payments pursuant to the Guarantees, shall be made without withholding or deduction for, or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed or levied by or on behalf of the United States (including the District of Columbia and any state, possession or territory thereof), Jersey, Australia, the United Kingdom or any other jurisdiction in which the Issuer or the Guarantors becomes a resident for tax purposes (whether by merger, consolidation or otherwise) or through which the Issuer or any Guarantor makes payment on the Notes or any Guarantee (each, a "Relevant Jurisdiction") or any political subdivision or taxing authority of any of the foregoing, unless such taxes, duties, assessments or governmental charges are required by the law of the Relevant Jurisdiction or any political subdivision or taxing authority thereof or therein to be withheld or deducted. In that event, the Issuer or the Guarantors, as applicable, will pay such additional amounts ("Additional Amounts") as will result (after deduction of such taxes, duties, assessments or governmental charges and any additional taxes, duties, assessments or governmental charges payable in respect of such Additional Amounts) in the payment to the holder of the Notes of the amounts which would have been payable in respect of such Notes or Guarantee had no such withholding or deduction been required, except that no Additional Amounts shall be so payable for or on account of:

(1) any withholding, deduction, tax, duty, assessment or other governmental charge which would not have been imposed but for the fact that such holder or beneficial owner of the Notes:

(a) is or was a resident, domiciliary or national of, or engaged in business or maintained a permanent establishment or is or was physically present in, the United States, Jersey, Australia, the United Kingdom, or other Relevant

Jurisdiction or otherwise had some connection with the United States, Jersey, Australia, the United Kingdom, or other Relevant Jurisdiction other than the mere ownership of, or receipt of payment under, such Notes or Guarantee;

(b) presented such Note or Guarantee for payment in any Relevant Jurisdiction, unless such Note or Guarantee could not have been presented for payment elsewhere;

(c) presented such Note or Guarantee (where presentation is required) more than thirty (30) days after the date on which the payment in respect of such Note or Guarantee first became due and payable or provided for, whichever is later, except to the extent that the holder would have been entitled to such Additional Amounts if it had presented such Note or Guarantee for payment on any day within such period of thirty (30) days; or

(d) with respect to any withholding or deduction of taxes, duties, assessments or other governmental charges imposed by the United States, or any of its territories or any political subdivision thereof or any taxing authority thereof or therein, is or was with respect to the United States a citizen or resident of the United States, treated as a resident of the United States, present in the United States, engaged in business in the United States, a person with a permanent establishment or fixed base in the United States, a "ten percent shareholder" of the Issuer or the Guarantors, a passive foreign investment company, or a controlled foreign corporation, or has or has had some other connection with the United States (other than the mere receipt of a payment or the ownership of holding a Note;

(2) any estate, inheritance, gift, sale, transfer, personal property or similar tax, assessment or other governmental charge or any withholding or deduction on account of such tax, assessment or other government charge;

(3) any tax, duty, assessment or other governmental charge which is payable otherwise than by withholding or deduction from payments of (or in respect of) principal of, or any premium and interest on, the Notes or the Guarantees thereof;

(4) any withholding, deduction, tax, duty, assessment or other governmental charge that is imposed or withheld by reason of the failure to comply in a timely manner by the holder of such Note or, in the case of a global security, the beneficial owner of such Global Note, with a timely request of the Issuer, the Guarantors, the Trustee or any Paying Agent addressed to such holder or beneficial owner, as the case may be, (a) to provide information concerning the nationality, residence or identity of such holder or such beneficial owner or (b) to make any declaration or other similar claim or satisfy any information or reporting requirement, which, in the case of (a) or (b), is required or imposed by a statute, treaty, regulation or administrative practice of any Relevant Jurisdiction or any political subdivision or taxing authority thereof or therein as a precondition to exemption from all or part of such withholding, deduction, tax, duty, assessment or other governmental charge (including without limitation the filing of an Internal Revenue Service ("IRS") Form W-8BEN, W-8BEN-E, W-8ECI or W-9);

(5) any withholding, deduction, tax, duty, assessment or other governmental charge which is imposed or withheld by or by reason of the Australian Commissioner of Taxation giving a notice under section 255 of the Income Tax Assessment Act 1936 (Cth) of Australia or section 260-5 of Schedule 1 of the Taxation Administration Act 1953 (Cth) of Australia or under a similar provision;

(6) any taxes imposed or withheld by reason of the failure of the holder or beneficial owner of the Notes to comply with (a) the requirements of Sections 1471 through 1474 (commonly known as "FATCA") of the U.S. Internal Revenue Code of 1986, as amended (the "Code"), as of the date hereof (or any amended or successor version that is substantively comparable and not materially more onerous to comply with), the U.S. Treasury regulations issued thereunder or any official interpretation thereof or any agreement entered into pursuant to Section 1471 of the Code, (b) any treaty, law, regulation or other official guidance enacted in any other jurisdiction or relating to any intergovernmental agreement between the United States and any other jurisdiction, which, in either case, facilitates the implementation of clause (a) above and (c) any agreement pursuant to the implementation of clauses (a) and (b) above with the IRS, the U.S. government or any governmental or taxation authority in any other jurisdiction; or

(7) any combination of items (1), (2), (3), (4), (5) and (6); nor shall Additional Amounts be paid with respect to any payment of, or in respect of, the principal of, or any premium or interest on, any such Note or Guarantee to any such holder who is a fiduciary or partnership or other than the sole beneficial owner of such payment to the extent such Note or Guarantee would, under the laws of any Relevant Jurisdiction or any political subdivision or taxing authority thereof or therein, be treated as being derived or received for tax purposes by a beneficiary or settlor with respect to such fiduciary or a member of such partnership or a beneficial owner who would not have been entitled to such Additional Amounts had it been the holder of the Note or Guarantee.

Whenever there is mentioned, in any context, any payment of or in respect of the principal of, or any premium or interest on, any Notes (or any payments pursuant to the Guarantees thereof), such mention shall be deemed to include mention of the payment of Additional Amounts provided for in the indenture to the extent that, in such context, Additional Amounts are, were or would be payable in respect thereof pursuant to the indenture, and any express mention of the payment of Additional Amounts in any provisions of the indenture shall not be construed as excluding Additional Amounts in those provisions of the indenture where such express mention is not made.

Certain other additional amounts may be payable in respect of Notes and Guarantees as a result of certain consolidations or mergers involving, or conveyances, transfer or leases of properties and assets by, the Issuer or the Guarantors. See "Certain covenants-Consolidation, merger and sale of assets.”

Amcor's obligations to pay Additional Amounts if and when due will survive the termination of the indenture and the payment of all other amounts in respect of the Notes.

Redemption for changes in withholding taxes

If, as the result of (a) any change in or any amendment to the laws, regulations, published practice or published tax rulings of any Relevant Jurisdiction, or of any political subdivision or taxing authority thereof or therein, affecting taxation, or (b) any change in the official administration, application, or interpretation by a relevant court or tribunal, government or government authority of any Relevant Jurisdiction of such laws, regulations, published practice or published tax rulings either generally or in relation to the Notes or the Guarantees, which change or amendment becomes effective on or after the later of (x) the original issue date of the Notes or the Guarantees or (y) the date on which a jurisdiction becomes a Relevant Jurisdiction (whether by consolidation, merger or transfer of assets of the Issuer or any Guarantor, change in place of payment on the Notes or any Guarantee or otherwise) or which change in official administration, application or interpretation shall not have been available to the public prior to such later date, the Issuer or the applicable Guarantors would be required to pay any Additional Amounts pursuant to the indenture or the terms of any Guarantee in respect of interest on the next succeeding interest payment date (assuming, in the case of the Guarantors, a payment in respect of such interest was required to be made by the applicable Guarantor under the Guarantee thereof on such interest payment date and the applicable Guarantor would be unable, for reasons outside their control, to procure payment by the Issuer), and the obligation to pay Additional Amounts cannot be avoided by the use of commercially reasonable measures available to the Issuer or the applicable Guarantor, the Issuer may, at its option, redeem all (but not less than all) of the corresponding Notes, upon not less than 30 nor more than 60 days' written notice as provided in the indenture (i) in the case of Notes represented by a global note, to and through Euroclear or Clearstream for communication by them to the holders of interests in the Notes to be so redeemed, or (ii) in the case of definitive Notes, to each holder of record of the Notes to be redeemed at its registered address, at a redemption price equal to 100% of the principal amount thereof plus accrued interest to the date fixed for redemption; provided, however, that:

(1) no such notice of redemption may be given earlier than 60 days prior to the earliest date on which the Issuer or the applicable Guarantor would be obligated to pay such Additional Amounts were a payment in respect of the Notes or the applicable Guarantee thereof then due; and

(2) at the time any such redemption notice is given, such obligation to pay such Additional Amounts must remain in effect.

Prior to any such redemption, the Issuer, the applicable Guarantor or any Person with whom the Issuer or the applicable Guarantor has consolidated or merged, or to whom the Issuer or the applicable Guarantor has conveyed or transferred or leased all or substantially all of its properties and assets (the successor Person in any such transaction, a "Successor Person"), as the case may be, shall provide the Trustee with an opinion of counsel to the effect that the conditions precedent to such redemption have occurred and a certificate signed by an authorized officer stating that the obligation to pay Additional Amounts cannot be avoided by taking measures that the Issuer, the applicable Guarantor or the Successor Person, as the case may be, believes are commercially reasonable.

Optional redemption

The Notes are redeemable, in whole or in part, at the option of the Issuer at any time at a redemption price equal to the greater of (1) 100% of the principal amount of the Notes being redeemed and (2) as determined by the Quotation Agent (as defined below), the sum of (a) the present value of the principal amount of the Notes to be redeemed and (b) the present value of the remaining scheduled payments of interest thereon (not including any portion of such payments of interest accrued to the date of redemption) from the redemption date to the maturity date of the Note being redeemed, in each case, discounted to the date of redemption on an annual basis (Actual/Actual ICMA) at the Comparable Government Bond Rate (as defined below) plus 30 basis points (0.300%), plus, in each case, accrued and unpaid interest thereon to the date of redemption; provided, however, notwithstanding the foregoing, if the Issuer redeems any of the Notes on or after the Par Call Date (as defined below), such Notes are redeemable at the Issuer's option at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to the redemption date of such Notes being redeemed to such date of redemption.

The principal amount of any Note remaining outstanding after a redemption in part shall be €100,000 or a higher integral multiple of €1,000. Notwithstanding the foregoing, installments of interest on Notes that are due and payable on interest payment dates falling on or prior to a redemption date will be payable on the interest payment date to the registered holders of Notes as of the close of business on the relevant record date according to the Notes and the indenture.

"Comparable Government Bond" means, in relation to any Comparable Government Bond Rate calculation, at the discretion of an independent investment bank selected by us (the "Quotation Agent"), a German government bond whose maturity is closest to the par call date, or if such Quotation Agent in its discretion determines that such similar bond is not in issue, such other German government bond as such Quotation Agent may, with the advice of three brokers of, and/or market makers in, German government bonds selected by us, determine to be appropriate for determining the Comparable Government Bond Rate.

"Comparable Government Bond Rate" means the price, expressed as a percentage (rounded to three decimal places, with 0.0005 being rounded upwards), at which the gross redemption yield on the Notes to be redeemed, if they were to be purchased at such price on the third Business Day prior to the date fixed for redemption, would be equal to the gross redemption yield on such Business Day of the Comparable Government Bond on the basis of the middle market price of the Comparable Government Bond prevailing at 11:00 A.M. (London time) on such Business Day as determined by the Quotation Agent selected by us.

"Par Call Date" means April 23, 2027.

Notice of any redemption will be provided at least 30 days but not more than 60 days before the redemption date to each holder of the Notes to be redeemed (i) in the case of Notes represented by a global note, to and through Euroclear or Clearstream for communication by them to the holders of interests in the Notes to be so redeemed, or (ii) in the case of definitive Notes, by mail to each holder of record of the Notes to be redeemed at its registered address. Unless the Issuer defaults in payment of the redemption price and accrued interest, on and after the redemption date, interest will cease to accrue on the Notes or portions thereof called for redemption.

If less than all of the Notes are being redeemed, the Notes for redemption will be selected as follows:

•if the Notes are held through Euroclear or Clearstream, in compliance with the standard procedures of Euroclear and Clearstream; or

•if the Notes are not held through any clearing system, on a pro rata basis, by lot or by such other method as the Trustee deems fair and appropriate.

The Trustee may select for redemption the Notes and portions of the Notes in amounts of €100,000 or integral multiples of €1,000 in excess thereof.

Governing law

The indenture and the Notes are governed by, and construed in accordance with, the laws of the State of New York.

Concerning our relationship with the trustee

The Issuer and the Guarantors have commercial deposits and custodial arrangements with Deutsche Bank Trust Company Americas, or "Deutsche Bank," and may have borrowed money from Deutsche Bank or its affiliates in the normal course of business. The Issuer and the Guarantors may enter into similar or other banking relationships with Deutsche Bank or its affiliates in the future in the normal course of business. Deutsche Bank may also act as trustee with respect to other debt securities issued by the Issuer and the Guarantors.

Offers to purchase; open market purchases

Neither the Issuer nor any of the Guarantors is required to make any sinking fund payments or any offers to purchase with respect to the Notes or the Guarantees. The Issuer or the Guarantors may at any time and from time to time purchase Notes in the open market or otherwise.

Certain covenants

Pursuant to the indenture, the Issuer and each of the Guarantors have covenanted and agreed as follows.

Offer to repurchase upon change of control triggering event

The indenture provides that, upon the occurrence of a Change Of Control Triggering Event, unless the Issuer has exercised its right to redeem the Notes in accordance with their terms, each holder of the Notes will have the right to require the Issuer to purchase all or a portion of such holder's Notes pursuant to the offer described below (the "Change of Control Offer"), at a purchase price equal to 101% of the principal amount thereof plus accrued and unpaid interest, if any, to the date of purchase, subject to the rights of holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.

Within 30 days following the date upon which the Change of Control Triggering Event occurred, or at the Issuer's option, prior to any Change of Control but after the public announcement of the pending Change of Control, the Issuer will be required to send, by first class mail, a notice to each holder of the Notes, with a copy to the Trustee, which notice will govern the terms of the Change of Control Offer. Such notice will state, among other things, the purchase date, which must be no earlier than 30 days nor later than 60 days from the date such notice is mailed, other than as may be required by law (the "Change of Control Payment Date"). The notice, if mailed prior to the date of consummation of the Change of Control, will state that the Change of Control Offer is conditioned on the Change of Control being consummated on or prior to the Change of Control Payment Date. Holders of Notes electing to

have Notes purchased pursuant to a Change of Control Offer will be required to surrender their Notes, with the form entitled "Option of Holder to Elect Purchase" on the reverse of the Note completed, to the Trustee at the address specified in the notice, or transfer their Notes to the Trustee by book-entry transfer pursuant to the applicable procedures of the Trustee, prior to the close of business on the third Business Day prior to the Change of Control Payment Date.

The Issuer will not be required to make a Change of Control Offer if a third party makes such an offer in the manner, at the times and otherwise in compliance with the requirements for such an offer made by the Issuer and such third party purchases all corresponding Notes properly tendered and not withdrawn under its offer.

The definition of Change of Control includes a phrase relating to the direct or indirect sale, lease, transfer, conveyance or other disposition of "all or substantially all" of our assets and the assets of our subsidiaries taken as a whole. Although there is a limited body of case law interpreting the phrase "substantially all," there is no precise, established definition of the phrase under applicable law. Accordingly, the applicability of the requirement that the Issuer offer to repurchase the Notes as a result of a sale, lease, transfer, conveyance or other disposition of less than all of our assets and the assets of our subsidiaries taken as a whole to another "person" (as such terms is used in Section 13(d)(3) of the Exchange Act) may be uncertain.

Limitation on liens

Pursuant to the indenture, for so long as any of the Notes or any of the Guarantees are outstanding, Amcor will not, and will not permit any Subsidiary to, create, assume, incur, issue or otherwise have outstanding any Lien upon, or with respect to, any of the present or future business, property, undertaking, assets or revenues (including, without limitation, any Equity Interests and uncalled capital), whether now owned or hereafter acquired (together, "assets") of Amcor or such Subsidiary, to secure any Indebtedness, unless the Notes and applicable Guarantees are secured by such Lien equally and ratably with (or prior to) such Indebtedness, except for the following, to which this covenant shall not apply:

(a) Liens on assets securing Indebtedness of Amcor or such Subsidiary outstanding on the date of the indenture;

(b) Liens on assets securing Indebtedness owing to Amcor or any Subsidiary (other than a Project Subsidiary);

(c) Liens existing on any asset prior to the acquisition of such asset by Amcor or any Subsidiary after the original issue date of the Notes, provided that (i) such Lien has not been created in anticipation of such asset being so acquired, (ii) such Lien shall not apply to any other asset of Amcor or any Subsidiary, other than to proceeds and products of, and, in the case of any assets other than Equity Interests, after-acquired property that is affixed or incorporated into, the assets covered by such Lien on the date of such acquisition of such assets, (iii) such Lien shall secure only the Indebtedness secured by such Lien on the date of such acquisition of such asset and (iv) such Lien shall be discharged within one year of the date of acquisition of such asset or such later date as may be the date of the maturity of the Indebtedness that such Lien secures if such Indebtedness is fixed interest rate indebtedness that provides a commercial financial advantage to Amcor and the Subsidiaries;

(d) Liens on any assets of a Person that becomes a Subsidiary (or of any Person not previously a Subsidiary that is merged or consolidated with or into a Subsidiary) after the original issue date of the Notes that existed prior to the time such Person becomes a Subsidiary (or is so merged or consolidated), provided that (i) such Lien has not been created in anticipation of such Person becoming a Subsidiary (or such merger or consolidation), (ii) such Lien shall not apply to any other asset of Amcor or any Subsidiary, other than to proceeds and products of, and, in the case of any assets other than Equity Interests, after-acquired property that is affixed or incorporated into, the assets covered by such Lien on the date such Person becomes a Subsidiary (or is so merged or consolidated), (iii) such Lien shall secure only the Indebtedness secured by such Lien on the date such Person becomes a Subsidiary (or is so merged or consolidated) and (iv) such Lien shall be discharged within one year of the date such Person becomes a Subsidiary (or is so merged or consolidated) or such later date as may be the date of the maturity of the Indebtedness that such

Lien secures if such Indebtedness is fixed interest rate indebtedness that provides a commercial financial advantage to Amcor and the Subsidiaries;

(e) Liens created to secure Indebtedness, directly or indirectly, incurred for the purpose of purchasing Equity Interests or other assets (other than real or personal property of the type contemplated by clause (f) below), provided that (i) such Lien shall secure only such Indebtedness incurred for the purpose of purchasing such assets, (ii) such Lien shall apply only to the assets so purchased (and to proceeds and products of, and, in the case of any assets other than Equity Interests, any subsequently after-acquired property that is affixed or incorporated into, the assets so purchased) and (iii) such Lien shall be discharged within two years of such Lien being granted;

(f) Liens created to secure Indebtedness incurred for the purpose of acquiring or developing any real or personal property or for some other purpose in connection with the acquisition or development of such property, provided that (i) such Lien shall secure only such Indebtedness,

(ii) such Lien shall not apply to any other assets of Amcor or any Subsidiary, other than to proceeds and products of, and after-acquired property that is affixed or incorporated into, the property so acquired or developed and (iii) the rights of the holder of the Indebtedness secured by such Lien shall be limited to the property that is subject to such Lien, it being the intention that the holder of such Lien shall not have any recourse to Amcor or any Subsidiaries personally or to any other property of Amcor or any Subsidiary;

(g) Liens for any borrowings from any financial institution for the purpose of financing any import or export contract in respect of which any part of the price receivable is guaranteed or insured by such financial institution carrying on an export credit guarantee or insurance business, provided that (i) such Lien applies only to the assets that are the subject of such import or export contract and (ii) the amount of Indebtedness secured thereby does not exceed the amount so guaranteed or insured;

(h) Liens for Indebtedness from an international or governmental development agency or authority to finance the development of a specific project, provided that (i) such Lien is required by applicable law or practice and (ii) the Lien is created only over assets used in or derived from the development of such project;

(i) any Lien created in favor of co-venturers of Amcor or any Subsidiary pursuant to any agreement relating to an unincorporated joint venture, provided that (i) such Lien applies only to the Equity Interests in, or the assets of, such unincorporated joint venture and (ii) such Lien secures solely the payment of obligations arising under such agreement;

(j) Liens over goods and products, or documents of title to goods and products, arising in the ordinary course of business in connection with letters of credit and similar transactions, provided that such Liens secure only the acquisition cost or selling price (and amounts incidental thereto) of such goods and products required to be paid within 180 days;

(k) Liens arising by operation of law in the ordinary course of business of Amcor or any Subsidiary;

(l) Liens created by Amcor or any Subsidiary over a Project Asset of Amcor or such Subsidiary, provided that such Lien secures only (i) in the case of a Lien over assets referred to in clause (a) of the definition of Project Assets, Limited Recourse Indebtedness incurred by Amcor or such Subsidiary or (ii) in the case of a Lien over Equity Interests referred to in clause (b) of the definition of Project Assets, Limited Recourse Indebtedness incurred by the direct Subsidiary of Amcor or such Subsidiary;

(m) Liens arising under any netting or set-off arrangement entered into by Amcor or any Subsidiary in the ordinary course of its banking arrangements for the purpose of netting debit and credit balances of Amcor or any Subsidiary;

(n) Liens incurred in connection with any extension, renewal, replacement or refunding (together, a "refinancing") of any Lien permitted in clauses (a) through (m) above and any successive refinancings thereof permitted by this clause (n) (each an "Existing Security"), provided that (i) such Liens do not extend to any asset that was not expressed to be subject to the Existing Security, (ii) the principal amount of Indebtedness secured by such Liens does not exceed the principal amount of Indebtedness that was outstanding and secured by the Existing Security at the time of such refinancing and (iii) any refinancing of an Existing Security incurred in accordance with clauses (c) through (e) above (and any subsequent refinancings thereof permitted by this clause (n)) will not affect the obligation to discharge such Liens within the time frames that applied to such Existing Security at the time it was first incurred (as specified in the applicable clause);

(o) any Lien arising as a result of a Change in Lease Accounting Standard; and

(p) other Liens by Amcor or any Subsidiary securing Indebtedness, provided that, immediately after giving effect to the incurrence or assumption of any such Lien or the incurrence of any Indebtedness secured thereby, the aggregate principal amount of all outstanding Indebtedness of Amcor and any Subsidiary secured by any Liens pursuant to this clause (p) shall not exceed 10% of Total Tangible Assets at such time.

There are no restrictions in the indenture limiting the amount of unsecured Indebtedness that Amcor or any of its Subsidiaries may have outstanding at any time.

Consolidation, merger and sale of assets

The indenture provides that for so long as any of the Notes of any series issued thereunder or Guarantees thereunder are outstanding, neither the Issuer nor any applicable Guarantor may consolidate with or merge into any other Person that is not the Issuer or an applicable Guarantor, or convey, transfer or lease all or substantially all of its properties and assets to any Person that is not the Issuer or an applicable Guarantor, unless:

(1) any Person formed by such consolidation or into which the Issuer or such Guarantor, as the case may be, is merged or to whom the Issuer or such Guarantor, as the case may be, has conveyed, transferred or leased all or substantially all of its properties and assets is a corporation, partnership or trust organized and validly existing under the laws of its jurisdiction of organization, and such Person either is the Issuer or any other applicable Guarantor or assumes by supplemental indenture the Issuer's or such Guarantor's obligations, as the case may be, on such Notes or such Guarantees, as applicable, and under the indenture (including any obligation to pay any Additional Amounts);

(2) immediately after giving effect to the transaction and treating any Indebtedness which becomes an obligation of the Issuer or any applicable Guarantor as a result of such transaction as having been incurred at the time of such transaction, no Event of Default, and no event which, after notice or lapse of time or both, would become an Event of Default, shall have happened and be continuing;

(3) any such Person not incorporated or organized and validly existing under the laws of the United States, any State thereof or the District of Columbia, Jersey, the Commonwealth of Australia or the United Kingdom or any state or territory thereof shall expressly agree by a supplemental indenture,

(a) to indemnify the holder of each such Note and each beneficial owner of an interest therein against (X) any tax, duty, assessment or other governmental charge imposed on such holder or beneficial owner or required to be withheld or deducted from any, payment to such holder or beneficial owner as a consequence of such consolidation, merger, conveyance, transfer or lease, and (Y) any costs or expenses of the act of such consolidation, merger, conveyance, transfer or lease, and

(b) that all payments pursuant to such Notes or such Guarantees in respect of the principal of and any premium and interest on such Notes, as the case may be, shall be made without withholding or deduction for, or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed or levied by or

on behalf of the jurisdiction of organization or residency of such Person or any political subdivision or taxing authority thereof or therein, unless such taxes, duties, assessments or governmental charges are required by such jurisdiction or any such subdivision or authority to be withheld or deducted, in which case such Person will pay such additional amounts ("Successor Additional Amounts") as will result (after deduction of such taxes, duties, assessments or governmental charges and any additional taxes, duties, assessments or governmental charges payable in respect of such) in the payment to each holder or beneficial owner of a Note of such series of the amounts which would have been received pursuant to such Notes or such Guarantees, as the case may be, had no such withholding or deduction been required, subject to the same exceptions as would apply with respect to the payment by the applicable Issuer or the applicable Guarantors of Additional Amounts in respect of such Notes or such Guarantees (substituting the jurisdiction of organization of such Person for any Relevant Jurisdiction) (see "Payment of additional amounts"); and

(4) certain other conditions are met.

The foregoing provisions would not necessarily afford holders of the Notes protection in the event of highly leveraged or other transactions involving the Issuer or the applicable Guarantors that may adversely affect holders of the Notes.

Modification and waiver

There are three types of changes the Issuer can make to the indenture and the Notes.

Changes requiring unanimous approval

First, there are the following changes, which the Issuer cannot make to the Notes or the indenture without the specific consent of the holder of each Note affected thereby:

•Change the stated maturity of, or any installment of, the principal, premium (if any) or interest on the Notes or the rate of interest on the Notes or change the Issuer’s obligation to pay Additional Amounts on the Notes, as described above under the section entitled "-Payment of additional amounts."

•Change the place or currency of payment on the Notes.

•Impair the ability of any holder of the Notes of such series to sue for payment.

•Reduce the amount of principal payable upon acceleration of the maturity of the Notes following an Event of Default.

•Reduce any amounts due on the Notes.

•Reduce the aggregate principal amount of the Notes the consent of the holders of which is needed to modify or amend the indenture.

•Reduce the aggregate principal amount of the Notes the consent of the holders of which is needed to waive compliance with certain provisions of the indenture or to waive certain defaults.

•Modify in a way that adversely affects holders any other aspect of the provisions dealing with modification or waiver under the indenture.

•Modify in a way that adversely affects holders the terms and conditions of the applicable Guarantors' payment obligations (including with respect to Additional Amounts) under the Notes.

•Waive a default or an Event of Default in the payment of principal of, or interest or premium, if any, on the Notes (except a rescission of acceleration of the Notes by the holders of at least a majority in aggregate principal amount of the outstanding Notes, and a waiver of the payment default that resulted from such acceleration).

•Subordinate the Notes or the Guarantees thereof to any other obligation of the Issuer or any of the applicable Guarantors.

•Release any applicable Guarantee (other than in accordance with the indenture).

•Change any of the provisions set forth above requiring the consent of the holders of the Notes.

Changes requiring majority approval

With the consent of the holders of not less than a majority in aggregate principal amount of the outstanding Notes affected thereby, the Issuer and the Trustee may modify the indenture or the Notes for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the indenture or of modifying in any manner the rights of the holders of such Notes; provided that the Issuer cannot obtain a waiver of a payment default or any change in respect of the indenture or the Notes listed under "-Changes requiring unanimous approval" without the consent of each holder of the Notes to such waiver or change.

Changes not requiring approval

The third type of change does not require any vote or consent by holders of the Notes. This type is limited to clarifications and certain other changes as specified in the indenture that would not adversely affect holders of the Notes in any material respect.

Further details concerning voting / consenting

When taking a vote or obtaining a consent, the Issuer will use the principal amount that would be due and payable on the voting date, if the maturity of the corresponding Notes were accelerated to that date because of an Event of Default.

Notes will not be considered outstanding, and therefore not eligible to vote, if the Issuer has deposited or set aside in trust for you money for their payment or redemption, or if such Notes have been cancelled by the Trustee or delivered to the Trustee for cancellation.

The Issuer will generally be entitled to set any day as a record date for the purpose of determining the holders of outstanding Notes that are entitled to vote or take other action under the indenture. In certain limited circumstances, the Trustee will be entitled to set a record date for action by holders of the Notes. If the Issuer or the Trustee sets a record date for a vote or other action to be taken by holders of the Notes, that vote or action may be taken only by persons who are holders of such Notes on the record date and must be taken within 180 days following the record date or a shorter period that the Issuer may specify (or as the Trustee may specify, if it set the record date). The Issuer may shorten or lengthen (but not beyond 180 days) this period from time to time.

Satisfaction and discharge

The indenture will be discharged and will cease to be of further effect as to all debt securities issued thereunder, when:

•either:

oall debt securities under the indenture that have been authenticated and delivered, except lost, stolen or destroyed debt securities under the indenture that have been replaced or paid and applicable series of debt securities for whose payment money has been deposited in trust and thereafter repaid to the Issuer or discharged from such trust, have been delivered to the Trustee for cancellation; or

oall debt securities under the indenture that have not been delivered to the Trustee for cancellation (i) have become due and payable by reason of the mailing of a notice of redemption or otherwise, (ii) will become due and payable at their stated maturity within one year or (iii) are to be called for redemption within one year, and, in each case the Issuer has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust solely for the benefit of the holders of such debt securities, cash in US dollars, not-callable U.S. Government Obligations, or a combination thereof, in amounts as will be sufficient without consideration of any reinvestment of interest, to pay and discharge the entire indebtedness on the applicable series of debt securities not delivered to the Trustee for cancellation, for principal, premium, if any, and accrued interest to the maturity date or redemption date, as the case may be;

•no default or Event of Default has occurred and is continuing on the date of the deposit or will occur as a result of the deposit and the deposit will not result in a breach or violation of, or constitute a default under, any other instrument to which the Issuer is a party or by which the Issuer is bound;

•the Issuer has paid or caused to be paid all sums payable by it under the indenture including all amounts due and payable to the Trustee; and

•the Issuer has delivered irrevocable instructions to the Trustee under the indenture to apply the deposited money toward the payment of the applicable series of debt securities at its maturity date or redemption date, as the case may be.

In addition, the Issuer must deliver to the Trustee an officers' certificate of one of its responsible officers and an opinion of counsel reasonably acceptable to the Trustee stating that all conditions precedent to satisfaction and discharge have been satisfied.

Defeasance and covenant defeasance

The indenture provides that the Issuer and the Guarantors, at the Issuer’s or the applicable Guarantor(s)'s option with respect to the Notes and the Guarantees:

(1) will be deemed to have been discharged from their respective obligations in respect of the Notes (except for certain obligations to register the transfer of or exchange the Notes, to replace stolen, lost, destroyed or mutilated Notes upon satisfaction of certain requirements (including, without limitation; providing such security or indemnity

as the Trustee, the Issuer or the applicable Guarantors may require) and except obligations to pay all amounts due and owing to the Trustee under the indenture), to maintain paying agents and to hold certain moneys in trust for payment); or

(2) need not comply with certain restrictive covenants of the indenture (including those described under "-Certain covenants-Limitation on Liens" and "-certain Covenants-Consolidation, merger and sale of assets"),

in each case if the Issuer or the applicable Guarantors deposit in trust with the Trustee (i) money in an amount, (ii) U.S. Government Obligations that through the scheduled payment of principal and interest in respect of the Notes in accordance with their terms will provide, not later than one day before the due date of any payment, money in an amount or (iii) a combination thereof, in each case sufficient to pay all the principal of, and any premium and interest (and any Additional Amounts then known) on the Notes, on the dates such payments are due in accordance with the terms of the indenture.

In the case of discharge pursuant to clause (1) above, the Issuer or the applicable Guarantors, as the case may be, is required to deliver to the Trustee an opinion of counsel stating that (a) the Issuer or the applicable Guarantors, as the case may be, has received from, or there has been published by, the IRS, a ruling or (b) since the original issue date of the Notes, there has been a change in the applicable U.S. federal income tax law, in either case to the effect that the holders of the Notes will not recognize gain or loss for U.S. federal income tax purposes as a result of the exercise of the option under clause (1) above and will be subject to federal income tax on the same amount and in the same manner and at the same times as would have been the case if such option had not been exercised. In the case of discharge pursuant to clause (2) above, the Issuer or the applicable Guarantors, as the case may be, is required to deliver to the Trustee an opinion of counsel stating that the holders of the Notes will not recognize gain or loss for U.S. federal income tax purposes as a result of the exercise of the option under clause (2) above and will be subject to U.S. federal income tax on the same amount, in the same manner and at the same times as would have been the case if such option had not been exercised.

Guarantees

Under each Guarantee, each Guarantor unconditionally guaranteed the due and punctual payment of the principal, interest (if any), premium (if any) and all other amounts due on the Notes and under the applicable indenture when the same shall become due and payable, whether at maturity, pursuant to mandatory or optional redemption or repayments, by acceleration or otherwise, in each case after any applicable grace periods or notice requirements, according to the terms of the Notes.

The obligations of each Guarantor under the Guarantees are unconditional, regardless of the enforceability of the Notes, and will not be discharged until all obligations under the Notes and the applicable indenture are satisfied. Holders of the applicable Notes may proceed directly against the applicable Guarantor under the applicable Guarantee if an event of default affecting those Notes occurs without first proceeding against the Issuer.

Fraudulent conveyance or transfer considerations

England and Wales

Under English insolvency law, if a company enters administration or goes into liquidation, then the administrator or liquidator, as applicable, has certain powers to, among other things, apply to the court for such order as the court sees fit (including an order to set aside any transaction) to restore the position to what it would have been if the company had not entered into a transaction with any person at an "undervalue" (as described in the UK Insolvency Act 1986) if the transaction was entered into at a time in the period of two years ending with the onset of insolvency. A transaction might be at an "undervalue" if the company makes a gift to or otherwise receives no consideration from another party or receives consideration the value of which (in money or money's worth) is significantly lower than the value of the consideration given by the company. A court generally will not intervene, however, if the company entered into a transaction in good faith and for the purpose of carrying on its business and, at the time it did so, there were reasonable grounds for believing the transaction would benefit the company.

Additionally, if the liquidator or administrator can show that a "preference" was given by a company at a time in the period of six months ending with the onset of insolvency (or two years if the preference is to a connected person), a court can make such order as it see fits to restore the position to what it would have been had the preference not been given (including an order to set aside any transaction). Generally, a company gives a preference to a person if it does anything or suffers anything to be done which has the effect of putting a person who is one of the company's creditors, sureties or guarantors in a position which, in the event of the company's insolvent liquidation, will be better than the position that person would have been in had that thing not been done.

A court will only make an order in respect of a transaction at an undervalue or a preference if, at the time of the relevant transaction or preference, the company was insolvent within the meaning of the UK Insolvency Act 1986 or became insolvent as a consequence of the transaction or preference. Further, a court will not make an order in respect of a preference to a person unless the company was influenced in deciding to give the preference by a desire to improve that person's position in the event of the company's insolvent liquidation than if that thing had not been done, though this desire is presumed where the preference is to a connected person.

In addition, if it can be shown that a transaction entered into by a company was made at an undervalue and was made for the purpose of putting assets beyond the reach, or otherwise prejudicing the interests, of persons who might claim against it, then the court may make such order as it thinks fit for restoring the position to what it would have been had the transaction not been entered into (including an order to set aside any transaction) and for protecting the interests of "victims" of the transaction. Any person who is such a "victim" of the transaction (with the leave of the court), as well as the administrator or liquidator of the company, may assert such a claim. There is no statutory time limit within which a claim must be made, other than relevant limitation periods, and the company need not be insolvent at the time of the transaction or in liquidation or administration.

Australia

Under Australian insolvency laws, a guarantee may not be enforceable against a guarantor if a court were to find, in an insolvency or liquidation proceeding, (a) that the guarantor was insolvent (unable to pay its debts as they become due) at the time it provided its guarantee or was rendered insolvent by virtue of giving such guarantee and (b) upon application of a liquidator, where the winding up has begun within four years of the issuance of such guarantee, that the issuance of such guarantee was an "uncommercial transaction" under the Australian Act, which determination would be based upon a conclusion that a reasonable person in such guarantor's circumstances would not have issued such guarantee after consideration of (i) the benefits, if any, realized by such guarantor of issuing such guarantee, (ii) the detriment to such guarantor of issuing such guarantee, (iii) the respective benefits realized by other parties to the transaction, and (iv) any other fact that a reasonable person would consider relevant in connection with making such determination.

United States

Under United States bankruptcy law and comparable provisions of state fraudulent transfer laws, a guarantee can be voided, or claims under a guarantee may be subordinated to all other debts of that guarantor if, among other things, the guarantor, at the time it incurred the indebtedness evidenced by its guarantee:

•intended to hinder, delay or defraud any present or future creditor or received less than reasonably equivalent value or fair consideration for the incurrence of the guarantee;

•was insolvent or rendered insolvent by reason of such incurrence;

•was engaged in a business or transaction for which the guarantor's remaining assets constituted unreasonably small capital; or

•intended to incur, or believed that it would incur, debts beyond its ability to pay those debts as they mature.

In addition, any payment by that guarantor under a guarantee could be voided and required to be returned to the guarantor or to a fund for the benefit of the creditors of the guarantor.

The measures of insolvency for purposes of fraudulent transfer laws vary depending upon the governing law. Generally, a guarantor would be considered insolvent if:

•the sum of its debts, including contingent liabilities, was greater than the fair saleable value of all of its assets;

•the present fair saleable value of its assets was less than the amount that would be required, to pay its probable liability on its existing debts, including contingent liabilities, as they become absolute and mature; or

•it could not pay its debts as they become due.

Jersey

Under Article 17 of the Bankruptcy (Désastre) (Jersey) Law 1990, as amended (the "Jersey Bankruptcy Law") and Article 176 of the Jersey Companies Law, the court may, on the application of the Viscount of Jersey (in the case of a company whose property has been declared "en désastre") or liquidator (in the case of a creditors' winding up, a procedure which is instigated by shareholders not creditors), set aside a guarantee entered into by a company with any person at an undervalue. There is a five year look back period from the date of commencement of the winding up or declaration of "désastre" during which guarantees are susceptible to examination pursuant to this rule. If the court determines that the transaction was a transaction at an undervalue, the court can make such order as it thinks fit to restore the position to what it would have been in if the transaction had not been entered into. In any proceedings, it is for the Viscount of Jersey or liquidator to demonstrate that the Jersey company was insolvent unless a beneficiary of the transaction was a connected person or associate of the company, in which case there is a presumption of insolvency and the connected person must demonstrate the Jersey company was not insolvent when it entered the transaction in such proceedings.

Under Article 17A of the Jersey Bankruptcy Law and Article 176A of the Jersey Companies Law, the court may, on the application of the Viscount of Jersey (in the case of a company whose property has been declared "en désastre") or liquidator (in the case of a creditors' winding up), set aside a preference (including a guarantee) given by the company to any person. There is a 12 month look back period from the date of commencement of the winding up or declaration of "désastre" during which guarantees are susceptible to examination pursuant to this rule.

A guarantee will constitute a preference if it has the effect of putting a creditor of the Jersey company (or a surety or guarantor for any of the company's debts or liabilities) in a better position (in the event of the company going into an insolvent winding up) than such creditor, guarantor or surety would otherwise have been in had that transaction not been entered into. If the court determines that the guarantee constituted such a preference, the court has very wide powers for restoring the position to what it would have been if that preference had not been given. However, for the court to do so, it must be shown that in deciding to give the preference the Jersey company was influenced by a desire to produce the preferential effect. In any proceedings, it is for the Viscount of Jersey or liquidator to demonstrate that the Jersey company was insolvent at the relevant time and that the company was influenced by a desire to produce the preferential effect, unless the beneficiary of the guarantee was a connected person, in which case there is a presumption that the company was influenced by a desire to produce the preferential effect and the connected person must demonstrate in such proceedings that the company was not influenced by such a desire.

In addition to the Jersey statutory provisions referred to above, there are certain principles of Jersey customary law (for example, a Pauline action) under which dispositions of assets with the intention of defeating creditors' claims may be set aside.

Certain definitions

•"Accounts" means the consolidated statement of financial position, consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated cash flow statement of the Group, prepared on a consolidated basis in accordance with U.S. GAAP, together with reports (including directors' reports and, if applicable, auditors' reports) and notes attached to or intended to be read with any such consolidated financial statements.

•"Australian Act" means the Corporations Act 2001 (Cwlth) of Australia.

•"Business Day" means any day that is not a Saturday, Sunday or other day on which banking institutions in New York City, United States or London, United Kingdom are authorized or required by law to close and on which the Trans-European Automated Real-Time Gross Settlement Express Transfer system (the TARGET2 system), or any successor thereto, is open.

•"Change in Lease Accounting Standard" means, and shall be deemed to have occurred, as of the date of effectiveness of the FASB Accounting Standards Codification 842, Leases (or any other United States Accounting Standards Codification having a similar result or effect) (and related interpretations) and, as applicable, the date of effectiveness of the AASB AAS 16 (Leases).

•"Change of Control" means the occurrence of any one of the following:

(1)the direct or indirect sale, lease, transfer, conveyance or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of the assets of Amcor and its Subsidiaries taken as a whole to any person (including any "person" as that term is used in Section 13(d)(3) of the Exchange Act) other than to Amcor or one of its Subsidiaries;

(2)the consummation of any transaction (including without limitation, any merger or consolidation) the result of which is that any person (including any "person" as that term is used in Section 13(d)(3) of the Exchange Act) becomes the "beneficial owner" (as defined in Rules 13d-3 and 13d-5 under the Exchange Act) of more than 50% of the outstanding Voting Stock of Amcor, measured by voting power rather than number of shares;

(3)Amcor consolidates with, or merges with or into, any Person, or any Person consolidates with, or merges with or into, Amcor, in any such event pursuant to a transaction in which any of the Voting Stock of Amcor or such other Person is converted into or exchanged for cash, securities or other property, other than any such transaction where the Voting Stock of Amcor constitute, or are converted into or exchanged for, a majority of the Voting Stock of the surviving Person immediately after giving effect to such transaction;

(4)the first day on which the majority of the members of the board of Amcor cease to be Continuing Directors; or

(5)the adoption of a plan relating to the liquidation or dissolution of Amcor.

•"Change of Control Trigger Period" means, with respect to any Change of Control, the period commencing upon the earlier of (i) the occurrence of such Change of Control or (ii) 60 days prior to the date of the first public announcement of such Change of Control (or pending Change of Control) and ending 60 days following consummation of such Change of Control (which Change of Control Trigger Period will be extended following consummation of a Change of Control for so long as any of the Rating Agencies engaged by Amcor or the Issuer has publicly announced that it is considering a possible ratings change).

•Under the indenture, "Change of Control Triggering Event" means with respect to any Change of Control:

(1)if there are two Rating Agencies engaged by Amcor or the Issuer providing ratings for the Notes issued under the indenture on the first day of the Change of Control Trigger Period with respect to such Change of Control, both Rating Agencies engaged by Amcor or the Issuer cease to rate such Notes Investment Grade during such Change of Control Trigger Period; and

(2)if there are three Rating Agencies engaged by Amcor or the Issuer providing a rating for the Notes issued under the indenture on the first day of the Change of Control Trigger Period with respect to such Change of Control, two or more Rating Agencies engaged by Amcor or the Issuer cease to rate such Notes Investment Grade during such Change of Control Trigger Period.

If there are not at least two Rating Agencies engaged by Amcor or the Issuer providing a rating for the Notes issued under the indenture on the first day of any Change of Control Trigger Period, a Change of Control Triggering Event shall be deemed to have occurred. Notwithstanding the foregoing, no Change of Control Triggering Event will be deemed to have occurred in connection with any particular Change of Control unless and until such Change of Control has actually been consummated.

•"Continuing Director" means, as of any date of determination, any member of the board of Amcor who (i) was a member of such board on the date of the issuance of the Notes; or (ii) was nominated for election or elected to such board with the approval of a majority of the Continuing Directors who were members of such board at the time of such nomination or election.

•"Default" means any event which is, or after notice or lapse of time or both would become, an Event of Default.

•"Equity Interests" means shares of capital stock, partnership interests, membership interests, beneficial interests or other ownership interests, whether voting or nonvoting, in, or interests in the income or profits of, a Person, and any warrants, options or other rights entitling the holder thereof to purchase or acquire any of the foregoing; provided that, prior to the conversion thereof, debt securities convertible into Equity Interests shall not constitute Equity Interests.

•"Finance Lease" means a "finance lease" in accordance with U.S. GAAP under FASB Accounting Standards Codification 840, Leases.

•"Fitch" means Fitch, Inc., a subsidiary of Fimalac, S.A., and its successors.

•"Group" means Amcor and its Subsidiaries taken as a whole.

•"Hedge Agreement" means any agreement with respect to any swap, forward, future or derivative transaction, or any option or similar agreement, involving, or settled by reference to, one or more rates, currencies, commodities, prices of equity or debt securities or instruments, or economic, financial or pricing indices or measures of economic, financial or pricing risk or value, or any similar transaction or combination of the foregoing transactions; provided that any options, rights or shares issued pursuant to any employee share or bonus plan, including any phantom rights or phantom shares, or any similar plans providing for payments only on account of services provided by current or former directors, officers, employees or consultants of Amcor or its Subsidiaries shall not be a Hedge Agreement.

•"Indebtedness" means, with respect to any Person, all obligations of such Person, present or future, actual or contingent, in respect of moneys borrowed or raised or otherwise arising in respect of any financial accommodation whatsoever, including (a) amounts raised by acceptance or endorsement under any acceptance credit or endorsement credit opened on behalf of such Person, (b) any Indebtedness (whether actual or contingent, present or future) of another Person that is guaranteed, directly or indirectly, by such Person or that is secured by any Lien on property owned or acquired by such Person, whether or not the Indebtedness secured thereby has been assumed by such Person, (c) the net amount actually or contingently (assuming the arrangement was closed out on the relevant day) payable by such Person under or in connection with any Hedge Agreement, (d) liabilities (whether actual or contingent, present or future) in respect of redeemable preferred Equity Interests in such Person or any obligation of such Person incurred to buy back any Equity Interests in such Person, (e) liabilities (whether actual or contingent, present or future) under Finance Leases for which such Person is liable, (f) any liability (whether actual or contingent, present or future) in respect of any letter of credit opened or established on behalf of such Person, (g) all obligations of such Person in respect of the deferred purchase price of any asset or service and any related obligation deferred (i) for more than 90 days or (ii) if longer, in respect of trade creditors, for more than the normal period of payment for sale and purchase within the relevant market (but not including any deferred amounts arising as a result of such a purchase being contested in good faith), (h) amounts for which such Person may be liable (whether actually or contingently, presently or in the future) in respect of factored debts or the advance sale of assets for which there is recourse to such Person, (i) all obligations of such Person evidenced by debentures, notes, debenture stock, bonds or other financial instruments, whether issued for cash or a consideration other than cash and in respect of which such Person is liable as drawer, acceptor, endorser, issuer or otherwise, (j) obligations of such Person in respect of notes, bills of exchange or commercial paper or other financial instruments and (k) any indebtedness (whether actual or contingent, present or future) for moneys owing under any instrument entered into by such Person primarily as a method of raising finance and that is not otherwise referred to in this definition. The Indebtedness of any Person shall include the Indebtedness of any other Person (including any partnership in which such Person is a general partner) to the extent such Person is liable therefor as a result of such Person's ownership interest in or other relationship with such other Person, except to the extent the terms of such Indebtedness provide that such Person is not liable therefor.

•"Investment Grade" means (i) a rating of Baa3 or better by Moody's (or its equivalent under any successor rating category of Moody's); (ii) a rating of BBB-or better by S&P (or its equivalent under any successor rating category of S&P); (iii) a rating of BBB- or better by Fitch (or its equivalent under any successor

rating category of Fitch) or (iv) in the event of the Notes being rated by a permitted Substitute Rating Agency, the equivalent of either (i), (ii) or (iii) by such Substitute Rating Agency.

•"Lien" means, with respect to any asset, (a) any mortgage, deed or other instrument of trust, lien, pledge, hypothecation, charge, security interest or other encumbrance on, in or of such asset, including any arrangement entered into for the purpose of making particular assets available to satisfy any Indebtedness or other obligation and (b) the interest of a vendor or a lessor under any conditional sale agreement, Finance Lease or capital lease or title retention agreement (other than any title retention agreement entered into with a vendor on normal commercial terms in the ordinary course of business) relating to such asset.

•"Limited Recourse Indebtedness" means Indebtedness incurred by Amcor or any Subsidiary to finance the creation or development of a Project or proposed Project of Amcor or such Subsidiary, provided that, as specified in the terms of such Limited Recourse Indebtedness:

a.the Person (the "Relevant Person") in whose favor such Indebtedness is incurred does not have any right to enforce its rights or remedies (including for any breach of any representation or warranty or obligation) against Amcor or such Subsidiary, as applicable, or against the Project Assets of Amcor or such Subsidiary, as applicable, in each case, except for the purpose of enforcing a Lien that attaches only to the Project Assets and secures an amount equal to the lesser of the value of the Project Assets of Amcor or such Subsidiary, as applicable encumbered by such Lien and the amount of Indebtedness secured by such Lien; and

b.the Relevant Person is not permitted or entitled (i) except as and to the extent permitted by clause (a) above, to enforce any right or remedy against, or demand payment or repayment of any amount from, Amcor or any Subsidiary (including for breach of any representation or warranty or obligation), (ii) except as and to the extent permitted by clause (a) above, to commence or enforce any proceedings against Amcor or any Subsidiary or (iii) to apply to wind up, or prove in the winding up of, Amcor or any Subsidiary, such that the Relevant Person's only right of recourse in respect of such Indebtedness or such Lien is to the Project Assets encumbered by such Lien.

•"Moody's" means Moody's Investors Service, Inc., a subsidiary of Moody's Corporation, and its successors.

•"Person" means any individual, corporation, partnership, association, limited liability company, trust, unincorporated organization or government or any agency or political subdivision thereof.

•"Project" means any project or development undertaken or proposed to be undertaken by Amcor or any Subsidiary involving (a) the acquisition of assets or property, (b) the development of assets or property for exploitation or (c) the acquisition and development of assets or property for exploitation.

•"Project Assets" means (a) any asset or property of Amcor or any Subsidiary relating to the creation or development of a Project or proposed Project of Amcor or such Subsidiary, including any assets or property of Amcor or such Subsidiary, as applicable, derived from, produced by or related to such Project and (b) any fully paid shares or other Equity Interests in any Subsidiary that are held by the direct parent company of such Subsidiary, provided that (i) such Subsidiary carries on no business other than the business of such

Project or proposed Project and (ii) there is no recourse to such direct parent company of such Subsidiary other than to those fully paid shares or other Equity Interests and the rights and proceeds in respect of such shares or Equity Interests.

•"Rating Agency" means each of Moody's, S&P, Fitch or any Substitute Rating Agency, but only to the extent such Rating Agency is then-engaged by Amcor or the Issuer to provide a rating for the Notes.

•"S&P" means Standard & Poor's Rating Services, a division of The McGraw Hill Companies, Inc., and its successors.

•"Specified Indebtedness" means Indebtedness of the Issuer or any applicable Guarantor in an outstanding principal amount of at least $150,000,000 (or its equivalent in the relevant currency of payment) issued under any credit facility, indenture, purchase agreement, credit agreement or similar facility.

•"Subsidiary" means, with respect any Person, (a) any corporation, association or other business entity in which such Person or one or more of its Subsidiaries or such Person and one or more of its Subsidiaries owns or controls sufficient equity or voting interests to enable it or them (as a group) ordinarily, in the absence of contingencies, to elect a majority of the directors (or Persons performing similar functions) of such entity, and (b) any partnership or joint venture if more than a 50% interest in the profits or capital thereof is owned by such Person or one or more of its Subsidiaries or such Person and one or more of its Subsidiaries (unless such partnership or joint venture can and does ordinarily take major business actions without the prior approval of such Person or one or more of its Subsidiaries). Unless the context otherwise clearly requires, any reference to a "Subsidiary" is a reference to a Subsidiary of Amcor.

•"Substitute Rating Agency" means a "nationally recognized statistical rating organization" within the meaning of the Exchange Act engaged by Amcor to provide a rating of the Notes in the event that Moody's, S&P or Fitch, or any other Substitute Rating Agency, has ceased to provide a rating of the Notes for any reason other than as a result of any action or inaction by Amcor, and as a result thereof there are no longer two Rating Agencies providing ratings of the Notes.

•"Total Tangible Assets" means, as of any date, (a) the aggregate amount of the assets (other than intangible assets, goodwill and deferred tax assets) of the Group, as disclosed on the consolidated statement of financial position in the most recent Accounts of the Group, minus (b) the lesser of (i) the aggregate value of all Project Assets subject to any Lien securing any Limited Recourse Indebtedness and (ii) the aggregate principal amount of Limited Recourse Indebtedness, in each case, as reflected in (or derived from) the most recent Accounts of the Group, plus (c) the net cash proceeds received by Amcor from any share capital issuance by Amcor consummated after the date of the most recent balance sheet included in such Accounts and on or prior to such date.

•"U.S. GAAP" means the generally accepted accounting principles in the United States.

•"U.S. Government Obligations" means direct obligations (or certificates representing an ownership interest in such obligations) of the United States (including any agency or instrumentality thereof) for the payment of which the full faith and credit of the United States is pledged and which are not callable at the Issuer's option.

•"Voting Stock" of any specified Person as of any date means the capital stock of such Person that is at the time entitled to vote generally in the election of the board of directors of such Person.

EX-4.28

EXHIBIT 4.28

DESCRIPTION OF THE REGISTRANT’S 5.450% GUARANTEED SENIOR NOTES DUE 2029 REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

The following description of the 5.450% Guaranteed Senior Notes due 2029 (the “Notes”) issued by Amcor Group Finance plc (the “Issuer”), a subsidiary of Amcor plc (“Amcor,” “we,” “our,” or “us”) summarizes certain material terms of the Notes. The Notes are registered under Section 12 of the Exchange Act of 1934, as amended (the “Exchange Act”), and are listed on the New York Stock Exchange (the “NYSE”) under the trading symbol of “AMCR/29.” This description does not purport to be complete and is qualified in its entirety by reference to the indenture, which is filed as an exhibit to the Annual Report on Form 10-K of which this Exhibit 4.28 is a part.

The Notes were issued pursuant to an indenture dated as of May 23, 2024 among the Issuer, Amcor, Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Pty Ltd and Amcor Flexibles North America, Inc., as guarantors, and Deutsche Bank Trust Company Americas, as trustee (the "Trustee"), which we refer to as the indenture. The terms of the Notes include those stated in the indenture and those made part of the indenture by reference to the Trust Indenture Act of 1939, as amended (the "TIA"). A copy of the indenture may be obtained from the Issuer or the Trustee.

The Issuer issued the Notes in fully registered form in denominations of $2,000 and integral multiples of $1,000 in excess thereof. The Trustee acts as paying agent and registrar for the Notes. The Notes may be presented for registration of transfer and exchange at the offices of the registrar. The Issuer may change the paying agent and registrar without notice to holders of the Notes. The Issuer pays and will pay principal and interest (and premium, if any) on the Notes (and, as necessary, the Guarantors will pay such amounts in relation to the Guarantees) at the Trustee’s corporate office by wire transfer, if book-entry at DTC, or check mailed to the registered address of holders.

General

The Notes bear interest from May 23, 2024, payable semi-annually in arrears on May 23 and November 23 of each year, commencing on November 23, 2024, at the rate of 5.450% per year, to the persons in whose names the Notes are registered on the next preceding record date, being May 8 or November 8, respectively. Interest is paid on the basis of a 360-day year comprised of twelve 30-day months.

Unless earlier redeemed in the circumstances set out below, the Notes will mature on May 23, 2029 at a price equal to 100% of their principal amount.

The Notes were offered in the principal amount of $500,000,000.

In any case where the due date for the payment of the principal amount of, or any premium or interest with respect to, the Notes or the date fixed for redemption of the Notes, shall not be a Business Day, then payment of the principal amount, premium, if any, or interest, including any Additional Amounts payable in respect thereto may be made on the next succeeding Business Day with the same force and effect as if made on the date for such payment or the date fixed for redemption, and no interest shall accrue for the period after such date.

The Notes are not entitled to the benefits of any sinking fund. The Notes are subject to defeasance as described under “Defeasance and covenant defeasance”.

Further Issues

The indenture provides that the Notes may be issued from time to time without limitation as to aggregate principal amount. Therefore, in the future, the Issuer may, without the consent of the holders ofthe Notes, create and issue under the indenture additional debt securities having the same terms and conditions as the Notes (except for the issue date and, under certain circumstances, the first date of interest accrual, the first interest payment date and terms relating to restrictions on transfer or registration rights), provided that if such additional debt securities are not fungible with the Notes for U.S. federal income tax purposes, such additional debt securities will have a different CUSIP number from the Notes. We refer to any such additional debt securities, as “Additional Notes”. Any Additional Notes of a series will form a single series of debt securities with the Notes.

Guarantees

Under the Guarantees, each of Amcor, Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Pty Ltd and Amcor Flexibles North America, Inc. (collectively, the “Guarantors”) fully and unconditionally guarantee the due and punctual payment of the principal, interest, premium (if any) and all other amounts due under the indenture and on the Notes when the Notes become due and payable, whether at maturity, pursuant to optional redemption, by acceleration or otherwise, in each case, after any applicable grace periods or notice requirements, according to the terms of the Notes (the “Guarantees”).

The obligations of the Guarantors under the Guarantees are unconditional, regardless of the enforceability of the Notes, and (other than any release as described below) will not be discharged until all obligations under the Notes and the indenture are satisfied. Holders of the Notes may proceed directly against the Guarantors under the Guarantee if an event of default affecting the Notes occurs without first proceeding against the Issuer.

Additional Subsidiary Guarantors

Amcor has covenanted and agreed under the indenture that it will cause each of its Subsidiaries (other than the Issuer and any Subsidiary that is already a Guarantor under the indenture) that at any time has outstanding a guarantee with respect to any Specified Indebtedness, or is otherwise an obligor, a co-obligor or jointly liable with the Issuer or any applicable Guarantor with respect to any Specified Indebtedness, to execute and deliver to the Trustee a supplemental indenture within 30 days of such Subsidiary guaranteeing, or otherwise becoming an obligor, a co-obligor or jointly liable with the Issuer or any applicable Guarantor in respect of, such Specified Indebtedness, pursuant to which such Subsidiary will guarantee the Notes issued under the indenture on the same terms and subject to the same conditions and limitations as set forth in the indenture.

Any supplemental indenture entered into in accordance with the indenture in connection with the provision of a Guarantee by an additional Subsidiary Guarantor may include a limitation on such Subsidiary Guarantee that is required under the law of the jurisdiction in which such Subsidiary is incorporated or organized, provided that such limitation shall also be contained in any other guarantee provided by such Subsidiary in respect of any Specified Indebtedness.

Release of Subsidiary Guarantors

As more fully described in the indenture, any Subsidiary of Amcor that provides a Guarantee in respect of the Notes (a “Subsidiary Guarantor”) may be released at any time from its Guarantee without the consent of any holder of the Notes if, at such time, no Default or Event of Default has occurred and is continuing, and either (a) such Subsidiary Guarantor is no longer, or at the time of release will no longer be, a Subsidiary of Amcor or (b) such Subsidiary Guarantor shall not have outstanding a guarantee with respect to any Specified Indebtedness or otherwise be an obligor, co-obligor or jointly liable with respect to any Specified Indebtedness (or shall be released with respect to its Guarantee under the indenture simultaneously with its release under guarantees or other obligations with respect to all Specified Indebtedness).

Ranking

The Notes are unsecured obligations of the Issuer and rank on a parity basis with all of the Issuer’s other unsecured and unsubordinated obligations, and each of the Guarantees are an unsecured obligation of the applicable Guarantor and rank on a parity basis with all other unsecured and unsubordinated indebtedness of such Guarantor, except, in each case, indebtedness mandatorily preferred by law.

The Notes are effectively subordinated to any existing and future secured obligations of the Issuer to the extent of the value of the assets securing any such obligations, and since the Notes are unsecured obligations of the Issuer, in the event of a bankruptcy or insolvency, the Issuer’s secured lenders will have a prior secured claim to any collateral securing the obligations owed to such secured lenders. Each of the Guarantees are effectively subordinated to any existing and future secured obligations of the applicable Guarantor to the extent of the value of the assets securing such obligations, and since each of the Guarantees is an unsecured obligation of the corresponding Guarantor, in the event of bankruptcy or insolvency, each such Guarantor’s secured lenders will have a prior secured claim to any collateral securing the obligation owed to such secured lenders.

The Notes and each of the related Guarantees are also structurally subordinated to all existing and future indebtedness and other liabilities, whether or not secured, of any subsidiary of Amcor (other than the Issuer) that does not guarantee such Notes (including any subsidiaries that Amcor may in the future acquire or establish to the extent they do not guarantee such Notes). Amcor, Amcor Finance (USA), Inc., Amcor UK Finance plc, Amcor Pty Ltd and Amcor Flexibles North America, Inc. are the initial Guarantors of the Notes. See “Guarantees.”

Registration of Transfer and Exchange

General

Subject to the limitations applicable to global notes, the Notes may be presented for exchange for other Notes of any authorized denominations and of a like tenor and aggregate principal amount or for registration of transfer by the holder thereof or his attorney duly authorized in writing and, if so required by the Issuer, the Guarantors or the Trustee, with the form of transfer thereon duly endorsed or accompanied by a written instrument of transfer in form satisfactory to the Issuer, the Guarantors or the Registrar duly executed, at the office of the Registrar or at the office of any other transfer agent designated by the Issuer or such Guarantors for such purpose. No service charge will be made for any exchange or registration of transfer of the Notes, but the Issuer or the Guarantors may require payment of a sum by the holder of a Note sufficient to cover any tax or other governmental charge payable in connection therewith.

Such transfer or exchange will be effected upon the Registrar or such transfer agent, as the case may be, being satisfied with the documents of title and identity of the person making the request. The Registrar may decline to accept any request for an exchange or registration of transfer of any Note during the period of 15 days preceding the due date for any payment of interest on, principal of or any other payments on or in respect of the Notes. The Issuer and the Guarantors have appointed the Trustee as Registrar (the “Registrar”). The Issuer and the Guarantors may at any time designate additional transfer agents or rescind the designation of any transfer agent or approve a change in the office through which any transfer agent acts;provided, however,that there shall at all times be a transfer agent in the Borough of Manhattan, The City of New York.

Payment of Additional Amounts

All payments of, or in respect of, principal of, and any premium and interest on, the Notes, and all payments pursuant to the Guarantees, shall be made without withholding or deduction for, or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed or levied by or on behalf of the United States (including the District of Columbia and any state, possession or territory thereof),

Jersey, Australia, the United Kingdom or any other jurisdiction in which the Issuer or the Guarantors becomes a resident for tax purposes (whether by merger, consolidation or otherwise) or through which the Issuer or any Guarantor makes payment on the Notes or any Guarantee (each, a “Relevant Jurisdiction”) or any political subdivision or taxing authority of any of the foregoing, unless such taxes, duties, assessments or governmental charges are required by the law of the Relevant Jurisdiction or any political subdivision or taxing authority thereof or therein to be withheld or deducted. In that event, the Issuer or the Guarantors, as applicable, will pay such additional amounts (“Additional Amounts”) as will result (after deduction of such taxes, duties, assessments or governmental charges and any additional taxes, duties, assessments or governmental charges payable in respect of such Additional Amounts) in the payment to the holder of the Notes of the amounts which would have been payable in respect of such Notes or Guarantee had no such withholding or deduction been required, except that no Additional Amounts shall be so payable for or on account of:

(1) any withholding, deduction, tax, duty, assessment or other governmental charge which would not have been imposed but for the fact that such holder or beneficial owner of the Notes:

(a) was a resident, domiciliary or national of, or engaged in business or maintained a permanent establishment or was physically present in, the United States, Jersey, Australia, the United Kingdom, or other Relevant Jurisdiction or otherwise had some connection with the United States, Jersey, Australia, the United Kingdom, or other Relevant Jurisdiction other than the mere ownership of, or receipt of payment under, such Notes or Guarantee;

(b) presented such Note or Guarantee for payment in any Relevant Jurisdiction, unless such Note or Guarantee could not have been presented for payment elsewhere;

(c) presented such Note or Guarantee (where presentation is required) more than thirty (30) days after the date on which the payment in respect of such Note or Guarantee first became due and payable or provided for, whichever is later, except to the extent that the holder would have been entitled to such Additional Amounts if it had presented such Note or Guarantee for payment on any day within such period of thirty (30) days; or

(d) with respect to any withholding or deduction of taxes, duties, assessments or other governmental charges imposed by the United States, or any of its territories or any political subdivision thereof or any taxing authority thereof or therein, is or was with respect to the United States a citizen or resident of the United States, treated as a resident of the United States, present in the United States, engaged in business in the United States, a person with a permanent establishment or fixed base in the United States, a “ten percent shareholder” of the Issuer or the Guarantors, a passive foreign investment company, or a controlled foreign corporation, or has or has had some other connection with the United States (other than the mere receipt of a payment or the ownership of holding a Note;

(2) any estate, inheritance, gift, sale, transfer, personal property or similar tax, assessment or other governmental charge or any withholding or deduction on account of such tax, assessment or other government charge;

(3) any tax, duty, assessment or other governmental charge which is payable otherwise than by withholding or deduction from payments of (or in respect of) principal of, or any premium or interest on, the Notes or the Guarantees thereof;

(4) any withholding, deduction, tax, duty, assessment or other governmental charge that is imposed or withheld by reason of the failure to comply in a timely manner by the holder or beneficial owner of such Note or, in the case of a global note, the beneficial owner of such global note, with a timely request of the Issuer, the Guarantors, the Trustee or any paying agent addressed to such holder or beneficial owner, as the case may be, (a) to provide information concerning the nationality, residence or identity of such holder or such beneficial owner or (b) to make or provide any declaration, application or claim or satisfy any information or reporting requirement, which, in the case of (a) or (b), is required or imposed by a statute, treaty, regulation or

administrative practice of any Relevant Jurisdiction or any political subdivision or taxing authority thereof or therein as a precondition to exemption from all or part of such withholding, deduction, tax, duty, assessment or other governmental charge (including without limitation the filing of an Internal Revenue Service (“IRS”) Form W-8BEN, W-8BEN-E, W-8ECI or W-9);

(5) any withholding, deduction, tax, duty, assessment or other governmental charge which is imposed or withheld by or by reason of the Australian Commissioner of Taxation giving a notice under section 255 of theIncome Tax Assessment Act 1936(Cth) of Australia (the “Australian Tax Act”) or section 260-5 of Schedule 1 of theTaxation Administration Act 1953(Cth) of Australia or under a similar provision;

(6) any taxes imposed or withheld by reason of the failure of the holder or beneficial owner of the Notes to comply with (a) the requirements of Sections 1471 through 1474 (commonly known as “FATCA”) of the U.S. Internal Revenue Code of 1986, as amended (the “Code”), as of the date hereof (or any amended or successor version that is substantively comparable and not materially more onerous to comply with), the U.S. Treasury regulations issued thereunder or any official interpretation thereof or any agreement entered into pursuant to Section 1471 of the Code, (b) any treaty, law, regulation or other official guidance enacted in any other jurisdiction or relating to any intergovernmental agreement between the United States and any other jurisdiction, which, in either case, facilitates the implementation of clause (a) above and (c) any agreement pursuant to the implementation of clauses (a) and (b) above with the IRS, the U.S. government or any governmental or taxation authority in any other jurisdiction; or

(7) any combination of items (1), (2), (3), (4), (5) and (6); nor shall Additional Amounts be paid with respect to any payment of, or in respect of, the principal of, or any premium or interest on, any such Note or Guarantee to any such holder who is a fiduciary or partnership or other than the sole beneficial owner of such payment to the extent such payment on a Note or Guarantee would, under the laws of any Relevant Jurisdiction or any political subdivision or taxing authority thereof or therein, be treated as being derived or received for tax purposes by a beneficiary or settlor with respect to such fiduciary or a member of such partnership or a beneficial owner who would not have been entitled to such Additional Amounts had it been the holder of the Note or Guarantee.

Whenever there is mentioned, in any context, any payment of or in respect of the principal of, or any premium or interest on, any Notes (or any payments pursuant to the Guarantees thereof), such mention shall be deemed to include mention of the payment of Additional Amounts provided for in the indenture to the extent that, in such context, Additional Amounts are, were or would be payable in respect thereof pursuant to the indenture, and any express mention of the payment of Additional Amounts in any provisions of the indenture shall not be construed as excluding Additional Amounts in those provisions of the indenture where such express mention is not made.

Certain other additional amounts may be payable in respect of Notes and Guarantees as a result of certain consolidations or mergers involving, or conveyances, transfer or leases of properties and assets by, the Issuer or the Guarantors. See “Certain Covenants - Consolidation, Merger and Sale of Assets.”

Amcor’s obligations to pay Additional Amounts if and when due will survive the termination of the indenture and the payment of all other amounts in respect of the Notes.

Redemption for Changes in Withholding Taxes

If, as the result of (a) any change in or any amendment to the laws, regulations, or published tax rulings of any Relevant Jurisdiction, or of any political subdivision or taxing authority thereof or therein, affecting taxation, or (b) any change in the official administration, application, or interpretation by a relevant court or tribunal, government or government authority of any Relevant Jurisdiction of such laws, regulations or published tax rulings either generally or in relation to the Notes or the Guarantees, which change or amendment is proposed and becomes effective on or after the later of (x) the original issue date of the Notes or the Guarantees or (y) the date on which a jurisdiction becomes a Relevant Jurisdiction (whether by consolidation, merger or transfer

of assets of the Issuer or any Guarantor, change in place of payment on the Notes or any Guarantee or otherwise) or which change in official administration, application or interpretation shall not have been available to the public prior to such later date, the Issuer or the applicable Guarantors would be required to pay any Additional Amounts pursuant to the indenture or the terms of any Guarantee in respect of interest on the next succeeding interest payment date (assuming, in the case of the Guarantors, a payment in respect of such interest was required to be made by the applicable Guarantor under the Guarantee thereof on such interest payment date and the applicable Guarantor would be unable, for reasons outside their control, to procure payment by the Issuer), and the obligation to pay Additional Amounts cannot be avoided by the use of commercially reasonable measures available to the Issuer or the applicable Guarantor, the Issuer may, at its option, redeem all (but not less than all) of the corresponding Notes, upon not less than 30 nor more than 60 days’ written notice as provided in the indenture, at a redemption price equal to 100% of the principal amount thereof plus accrued interest, if any, to, but not including, the date fixed for redemption;provided, however,that:

(1) no such notice of redemption may be given earlier than 60 days prior to the earliest date on which the Issuer or the applicable Guarantor would be obligated to pay such Additional Amounts were a payment in respect of the Notes or the applicable Guarantee thereof then due; and

(2) at the time any such redemption notice is given, such obligation to pay such Additional Amounts must remain in effect.

Prior to any such redemption, the Issuer, the applicable Guarantor or any Person with whom the Issuer or the applicable Guarantor has consolidated or merged, or to whom the Issuer or the applicable Guarantor has conveyed or transferred or leased all or substantially all of its properties and assets (the successor Person in any such transaction, a “Successor Person”), as the case may be, shall provide the Trustee with an opinion of counsel to the effect that the conditions precedent to such redemption have occurred and a certificate signed by an authorized officer stating that the obligation to pay Additional Amounts cannot be avoided by taking measures that the Issuer, the applicable Guarantor or the Successor Person, as the case may be, believes are commercially reasonable.

Optional Redemption

Prior to April 23, 2029 (one month prior to their maturity date) (the “Par Call Date”), the Issuer may redeem the Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of:

(1) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the Notes matured on the Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 20 basis points less (b) interest accrued to the date of redemption, and

(2) 100% of the principal amount of the Notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to the redemption date. On or after the Par Call Date, the Issuer may redeem the Notes, in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest thereon to the redemption date.

“Treasury Rate” means, with respect to any redemption date, the yield determined by the Issuer in accordance with the following two paragraphs.

The Treasury Rate shall be determined by the Issuer after 4:15 p.m., New York City time (or after such time as yields on U.S. government securities are posted daily by the Board of Governors of the Federal Reserve System), on the third Business Day preceding the redemption date based upon the yield or yields for the most recent day that appear after such time on such day in the most recent statistical release published by the Board of Governors of the Federal Reserve System designated as “Selected Interest Rates (Daily) - H.15” (or any

successor designation or publication) (“H.15”) under the caption “U.S. government securities - Treasury constant maturities - Nominal” (or any successor caption or heading) (“H.15 TCM”). In determining the Treasury Rate, the Issuer shall select, as applicable: (1) the yield for the Treasury constant maturity on H.15 exactly equal to the period from the redemption date to the Par Call Date (the “Remaining Life”); or (2) if there is no such Treasury constant maturity on H.15 exactly equal to the Remaining Life, the two yields - one yield corresponding to the Treasury constant maturity on H.15 immediately shorter than and one yield corresponding to the Treasury constant maturity on H.15 immediately longer than the Remaining Life - and shall interpolate to the Par Call Date on a straight line basis (using the actual number of days) using such yields and rounding the result to three decimal places; or (3) if there is no such Treasury constant maturity on H.15 shorter than or longer than the Remaining Life, the yield for the single Treasury constant maturity on H.15 closest to the Remaining Life. For purposes of this paragraph, the applicable Treasury constant maturity or maturities on H.15 shall be deemed to have a maturity date equal to the relevant number of months or years, as applicable, of such Treasury constant maturity from the redemption date.

If on the third Business Day preceding the redemption date H.15 TCM is no longer published, the Issuer shall calculate the Treasury Rate based on the rate per annum equal to the semi-annual equivalent yield to maturity at 11:00 a.m., New York City time, on the second Business Day preceding such redemption date of the United States Treasury security maturing on, or with a maturity that is closest to, the Par Call Date, as applicable. If there is no United States Treasury security maturing on the Par Call Date but there are two or more United States Treasury securities with a maturity date equally distant from the Par Call Date, one with a maturity date preceding the Par Call Date and one with a maturity date following the Par Call Date, the Issuer shall select the United States Treasury security with a maturity date preceding the Par Call Date. If there are two or more United States Treasury securities maturing on the Par Call Date or two or more United States Treasury securities meeting the criteria of the preceding sentence, the Issuer shall select from among these two or more United States Treasury securities the United States Treasury security that is trading closest to par based upon the average of the bid and asked prices for such United States Treasury securities at 11:00 a.m., New York City time. In determining the Treasury Rate in accordance with the terms of this paragraph, the semi-annual yield to maturity of the applicable United States Treasury security shall be based upon the average of the bid and asked prices (expressed as a percentage of principal amount) at 11:00 a.m., New York City time, of such United States Treasury security, and rounded to three decimal places.

The Issuer’s actions and determinations in determining the redemption price shall be conclusive and binding for all purposes, absent manifest error.

Notice of any redemption will be mailed or electronically delivered (or otherwise transmitted in accordance with the depositary’s procedures) at least 10 days but not more than 60 days before the redemption date to each holder of Notes to be redeemed. Any redemption or notice of any redemption may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of an equity offering, other offering, issuance of indebtedness or other transaction or event.

In the case of a partial redemption, selection of the Notes for redemption will be made pro rata, by lot or by such other method as the Trustee in its sole discretion deems appropriate and fair. No Notes of a principal amount of $2,000 or less will be redeemed in part. If any Note is to be redeemed in part only, the notice of redemption that relates to the Note will state the portion of the principal amount of the Note to be redeemed. A new Note in a principal amount equal to the unredeemed portion of the Note will be issued in the name of the holder of the Note upon surrender for cancellation of the original Note. For so long as the notes are held by DTC (or another depositary), the redemption of the Notes shall be done in accordance with the policies and procedures of the depositary.

Unless the Issuer defaults in payment of the redemption price, on and after the redemption date interest will cease to accrue on the Notes or portions thereof called for redemption.

Governing Law

The indenture is, and the Notes are, governed by, and construed in accordance with, the laws of the State of New York.

Relationship with the Trustee

The Issuer and the Guarantors have commercial deposits and custodial arrangements with Deutsche Bank Trust Company Americas (“Deutsche Bank”) or its affiliates and may have borrowed money from Deutsche Bank or its affiliates in the normal course of business. The Issuer and the Guarantors may enter into similar or other banking relationships with Deutsche Bank or its affiliates in the future in the normal course of business. Deutsche Bank may also act as trustee with respect to other debt securities issued by the Issuer and the Guarantors.

Offers to Purchase; Open Market Purchases

Neither the Issuer nor any of the Guarantors is required to make any sinking fund payments or any offers to purchase with respect to the Notes or the Guarantees. The Issuer or the Guarantors may at any time and from time to time purchase Notes in the open market or otherwise.

Certain Covenants

Pursuant to the indenture, the Issuer and each of the Guarantors have covenanted and agreed as follows.

Offer to Repurchase upon Change of Control Triggering Event

The indenture provides that, upon the occurrence of a Change Of Control Triggering Event, unless the Issuer has exercised its right to redeem the Notes in accordance with their terms, each holder of the Notes will have the right to require the Issuer to purchase all or a portion of such holder’s Notes pursuant to the offer described below (the “Change of Control Offer”), at a purchase price equal to 101% of the principal amount thereof plus accrued and unpaid interest, if any, to the date of purchase, subject to the rights of holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.

Within 30 days following the date upon which the Change of Control Triggering Event occurred, or at the Issuer’s option, prior to any Change of Control but after the public announcement of the pending Change of Control, the Issuer will be required to send, by first class mail, a notice to each holder of the Notes, with a copy to the Trustee, which notice will govern the terms of the Change of Control Offer. Such notice will state, among other things, the purchase date, which must be no earlier than 30 days nor later than 60 days from the date such notice is mailed, other than as may be required by law (the “Change of Control Payment Date”). The notice, if mailed prior to the date of consummation of the Change of Control, will state that the Change of Control Offer is conditioned on the Change of Control being consummated on or prior to the Change of Control Payment Date. Holders of Notes electing to have Notes purchased pursuant to a Change of Control Offer will be required to surrender their Notes, with the form entitled “Option of Holder to Elect Purchase” on the reverse of the Note completed, to the Trustee at the address specified in the notice, or transfer their Notes to the Trustee by book-entry transfer pursuant to the applicable procedures of the Trustee, prior to the close of business on the third Business Day prior to the Change of Control Payment Date.

The Issuer will not be required to make a Change of Control Offer if a third party makes such an offer in the manner, at the times and otherwise in compliance with the requirements for such an offer made by the Issuer and such third party purchases all corresponding Notes properly tendered and not withdrawn under its offer.

The definition of Change of Control includes a phrase relating to the direct or indirect sale, lease, transfer, conveyance or other disposition of “all or substantially all” of our assets and the assets of our subsidiaries

taken as a whole. Although there is a limited body of case law interpreting the phrase “substantially all,” there is no precise, established definition of the phrase under applicable law. Accordingly, the applicability of the requirement that the Issuer offer to repurchase the Notes as a result of a sale, lease, transfer, conveyance or other disposition of less than all of our assets and the assets of our subsidiaries taken as a whole to another “person” (as such terms is used in Section 13(d)(3) of the Exchange Act) may be uncertain.

Limitation on Liens

Pursuant to the indenture, for so long as any of the Notes or any of the Guarantees are outstanding, Amcor will not, and will not permit any Subsidiary to, create, assume, incur, issue or otherwise have outstanding any Lien upon, or with respect to, any of the present or future business, property, undertaking, assets or revenues (including, without limitation, any Equity Interests and uncalled capital), whether now owned or hereafter acquired (together, “assets”) of Amcor or such Subsidiary, to secure any Indebtedness, unless the Notes and applicable Guarantees are secured by such Lien equally and ratably with (or prior to) such Indebtedness, except for the following, to which this covenant shall not apply:

(a) Liens on assets securing Indebtedness of Amcor or such Subsidiary outstanding on the date of the indenture;

(b) Liens on assets securing Indebtedness owing to Amcor or any Subsidiary (other than a Project Subsidiary);

(c) Liens existing on any asset prior to the acquisition of such asset by Amcor or any Subsidiary after the original issue date of the Notes,providedthat (i) such Lien has not been created in anticipation of such asset being so acquired, (ii) such Lien shall not apply to any other asset of Amcor or any Subsidiary, other than to proceeds and products of, and, in the case of any assets other than Equity Interests, after-acquired property that is affixed or incorporated into, the assets covered by such Lien on the date of such acquisition of such assets, (iii) such Lien shall secure only the Indebtedness secured by such Lien on the date of such acquisition of such asset and (iv) such Lien shall be discharged within one year of the date of acquisition of such asset or such later date as may be the date of the maturity of the Indebtedness that such Lien secures if such Indebtedness is fixed interest rate indebtedness that provides a commercial financial advantage to Amcor and the Subsidiaries;

(d) Liens on any assets of a Person that becomes a Subsidiary (or of any Person not previously a Subsidiary that is merged or consolidated with or into a Subsidiary) after the original issue date of the Notes that existed prior to the time such Person becomes a Subsidiary (or is so merged or consolidated),providedthat (i) such Lien has not been created in anticipation of such Person becoming a Subsidiary (or such merger or consolidation), (ii) such Lien shall not apply to any other asset of Amcor or any Subsidiary, other than to proceeds and products of, and, in the case of any assets other than Equity Interests, after-acquired property that is affixed or incorporated into, the assets covered by such Lien on the date such Person becomes a Subsidiary (or is so merged or consolidated), (iii) such Lien shall secure only the Indebtedness secured by such Lien on the date such Person becomes a Subsidiary (or is so merged or consolidated) and (iv) such Lien shall be discharged within one year of the date such Person becomes a Subsidiary (or is so merged or consolidated) or such later date as may be the date of the maturity of the Indebtedness that such Lien secures if such Indebtedness is fixed interest rate indebtedness that provides a commercial financial advantage to Amcor and the Subsidiaries;

(e) Liens created to secure Indebtedness, directly or indirectly, incurred for the purpose of purchasing Equity Interests or other assets (other than real or personal property of the type contemplated by clause (f) below),providedthat (i) such Lien shall secure only such Indebtedness incurred for the purpose of purchasing such assets, (ii) such Lien shall apply only to the assets so purchased (and to proceeds and products of, and, in the case of any assets other than Equity Interests, any subsequently after- acquired property that is affixed or incorporated into, the assets so purchased) and (iii) such Lien shall be discharged within two years of such Lien being granted;

(f) Liens created to secure Indebtedness incurred for the purpose of acquiring or developing any real or personal property or for some other purpose in connection with the acquisition or development of such property,providedthat (i) such Lien shall secure only such Indebtedness, (ii) such Lien shall not apply to any other assets of Amcor or any Subsidiary, other than to proceeds and products of, and after-acquired property that is affixed or incorporated into, the property so acquired or developed and (iii) the rights of the holder of the Indebtedness secured by such Lien shall be limited to the property that is subject to such Lien, it being the intention that the holder of such Lien shall not have any recourse to Amcor or any Subsidiaries personally or to any other property of Amcor or any Subsidiary;

(g) Liens for any borrowings from any financial institution for the purpose of financing any import or export contract in respect of which any part of the price receivable is guaranteed or insured by such financial institution carrying on an export credit guarantee or insurance business,providedthat (i) such Lien applies only to the assets that are the subject of such import or export contract and (ii) the amount of Indebtedness secured thereby does not exceed the amount so guaranteed or insured;

(h) Liens for Indebtedness from an international or governmental development agency or authority to finance the development of a specific project,providedthat (i) such Lien is required by applicable law or practice and (ii) the Lien is created only over assets used in or derived from the development of such project;

(i) any Lien created in favor of co-venturers of Amcor or any Subsidiary pursuant to any agreement relating to an unincorporated joint venture,providedthat (i) such Lien applies only to the Equity Interests in, or the assets of, such unincorporated joint venture and (ii) such Lien secures solely the payment of obligations arising under such agreement;

(j) Liens over goods and products, or documents of title to goods and products, arising in the ordinary course of business in connection with letters of credit and similar transactions,providedthat such Liens secure only the acquisition cost or selling price (and amounts incidental thereto) of such goods and products required to be paid within 180 days;

(k) Liens arising by operation of law in the ordinary course of business of Amcor or any Subsidiary;

(l) Liens created by Amcor or any Subsidiary over a Project Asset of Amcor or such Subsidiary,providedthat such Lien secures only (i) in the case of a Lien over assets referred to in clause (a) of the definition of Project Assets, Limited Recourse Indebtedness incurred by Amcor or such Subsidiary or (ii) in the case of a Lien over Equity Interests referred to in clause (b) of the definition of Project Assets, Limited Recourse Indebtedness incurred by the direct Subsidiary of Amcor or such Subsidiary;

(m) Liens arising under any netting or set-off arrangement entered into by Amcor or any Subsidiary in the ordinary course of its banking arrangements for the purpose of netting debit and credit balances of Amcor or any Subsidiary;

(n) Liens incurred in connection with any extension, renewal, replacement or refunding (together, a “refinancing”) of any Lien permitted in clauses (a) through (m) above and any successive refinancings thereof permitted by this clause (n) (each an “Existing Security”),providedthat (i) such Liens do not extend to any asset that was not expressed to be subject to the Existing Security, (ii) the principal amount of Indebtedness secured by such Liens does not exceed the principal amount of Indebtedness that was outstanding and secured by the Existing Security at the time of such refinancing and (iii) any refinancing of an Existing Security incurred in accordance with clauses (c) through (e) above (and any subsequent refinancings thereof permitted by this clause (n)) will not affect the obligation to discharge such Liens within the time frames that applied to such Existing Security at the time it was first incurred (as specified in the applicable clause);

(o) any Lien arising as a result of a Change in Lease Accounting Standard; and

(p) other Liens by Amcor or any Subsidiary securing Indebtedness,providedthat, immediately after giving effect to the incurrence or assumption of any such Lien or the incurrence of any Indebtedness secured

thereby, the aggregate principal amount of all outstanding Indebtedness of Amcor and any Subsidiary secured by any Liens pursuant to this clause (p) shall not exceed 10% of Total Tangible Assets at such time.

There are no restrictions in the indenture limiting the amount of unsecured Indebtedness that Amcor or any of its Subsidiaries may have outstanding at any time.

Consolidation, Merger and Sale of Assets

The indenture provides that for so long as any of the Notes of any series issued thereunder or Guarantees thereunder are outstanding, neither the Issuer nor any applicable Guarantor may consolidate with or merge into any other Person that is not the Issuer or an applicable Guarantor, or convey, transfer or lease all or substantially all of its properties and assets to any Person that is not the Issuer or an applicable Guarantor, unless:

(1) any Person formed by such consolidation or into which the Issuer or such Guarantor, as the case may be, is merged or to whom the Issuer or such Guarantor, as the case may be, has conveyed, transferred or leased all or substantially all of its properties and assets is a corporation, partnership or trust organized and validly existing under the laws of its jurisdiction of organization, and such Person either is the Issuer or any other applicable Guarantor or assumes by supplemental indenture the Issuer’s or such Guarantor’s obligations, as the case may be, on such Notes or such Guarantees, as applicable, and under the indenture (including any obligation to pay any Additional Amounts);

(2) immediately after giving effect to the transaction and treating any Indebtedness which becomes an obligation of the Issuer or any applicable Guarantor as a result of such transaction as having been incurred at the time of such transaction, no Event of Default, and no event which, after notice or lapse of time or both, would become an Event of Default, shall have happened and be continuing;

(3) any such Person not incorporated or organized and validly existing under the laws of the United States, any State thereof or the District of Columbia, Jersey, the Commonwealth of Australia or the United Kingdom or any state or territory thereof shall expressly agree by a supplemental indenture:

(a) to indemnify the holder of each such Note and each beneficial owner of an interest therein against (X) any tax, duty, assessment or other governmental charge imposed on such holder or beneficial owner or required to be withheld or deducted from any, payment to such holder or beneficial owner as a consequence of such consolidation, merger, conveyance, transfer or lease, and (Y) any costs or expenses of the act of such consolidation, merger, conveyance, transfer or lease; and

(b) that all payments pursuant to such Notes or such Guarantees in respect of the principal of and any premium and interest on such Notes, as the case may be, shall be made without withholding or deduction for, or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed or levied by or on behalf of the jurisdiction of organization or residency of such Person or any political subdivision or taxing authority thereof or therein, unless such taxes, duties, assessments or governmental charges are required by such jurisdiction or any such subdivision or authority to be withheld or deducted, in which case such Person will pay such additional amounts (“Successor Additional Amounts”) as will result (after deduction of such taxes, duties, assessments or governmental charges and any additional taxes, duties, assessments or governmental charges payable in respect of such) in the payment to each holder or beneficial owner of a Note of such series of the amounts which would have been received pursuant to such Notes or such Guarantees, as the case may be, had no such withholding or deduction been required, subject to the same exceptions as would apply with respect to the payment by the Issuer or the applicable Guarantors of Additional Amounts in respect of such Notes or such Guarantees (substituting the jurisdiction of organization of such Person for any Relevant Jurisdiction) (see “Payment of Additional Amounts”); and

(4) certain other conditions are met.

The foregoing provisions would not necessarily afford holders of the Notes protection in the event of highly leveraged or other transactions involving the Issuer or the applicable Guarantors that may adversely affect holders of the Notes.

Events of Default

An “Event of Default” is defined in the indenture, with respect to the Notes, as:

(a) a default in the payment of any principal of, or any premium on, the Notes when due, whether at maturity, upon redemption, pursuant to a Change of Control Offer or otherwise and, provided that if such default is caused solely by technical or administrative error, the continuance of such default for a period of three Business Days;

(b) a default in the payment of any interest or any Additional Amounts due and payable on the Notes and the continuance of such default for a period of 30 days;

(c) a default in the performance or breach of any other covenant, obligation or agreement of the Issuer or any Guarantor in the indenture with respect to the Notes or applicable Guarantee and the continuance of such default or breach for a period of 90 days, after written notice of such default has been given by the Trustee or the holders of at least 25% in aggregate principal amount of the Notes outstanding;

(d) (i) any Indebtedness in an aggregate principal amount of at least $150,000,000 (or its equivalent in any other currency or currencies) of the Issuer, any applicable Guarantor or any applicable Principal Subsidiary becomes due and is required to be paid prior to its contractual maturity date by reason of any event of default or acceleration (however described), (ii) the Issuer, any applicable Guarantor or any applicable Principal Subsidiary fails (after the expiration of any applicable grace period) to make any payment in respect of any Indebtedness in an aggregate principal amount of at least $150,000,000 (or its equivalent in any other currency or currencies) on the due date for payment, (iii) any security given by the Issuer, any applicable Guarantor or any applicable Principal Subsidiary for any Indebtedness in an aggregate principal amount of at least $150,000,000 (or its equivalent in any other currency or currencies) is enforced or (iv) default is made (after the expiration of any applicable grace period) by the Issuer, any applicable Guarantor or any applicable Principal Subsidiary for any Indebtedness in an aggregate principal amount of at least $150,000,000 (or its equivalent in any other currency or currencies) in making any payment due under any Guarantee and/or indemnity given by it in relation to any Indebtedness in an aggregate principal amount of at least $150,000,000 (or its equivalent in any other currency or currencies), unless such Indebtedness is discharged or an event of default or acceleration related to such Indebtedness is waived or rescinded, as applicable;

(e) one or more judgments for the payment of money in an aggregate amount in excess of $150,000,000 (or its equivalent in any other currency or currencies), shall be rendered against the Issuer, any applicable Guarantor or any applicable Principal Subsidiary or any combination thereof and the same shall remain unsatisfied or undischarged for a period of 30 consecutive days, during which execution shall not be effectively stayed, or any action shall be legally taken by a judgment creditor to attach or levy upon assets of Amcor or any applicable Principal Subsidiary to enforce such judgment;

(f) any applicable Guarantee is held to be unenforceable or invalid in a judicial proceeding or is claimed in writing by the Issuer or any applicable Guarantor not to be valid or enforceable, or any applicable Guarantee is denied or disaffirmed in writing by the Issuer or any applicable Guarantor, except, in each case, as permitted in accordance with the terms of such indenture; and

(g) certain events of bankruptcy or insolvency with respect to the Issuer, any applicable Guarantor or any applicable Principal Subsidiary, as more fully set out in the indenture.

If an Event of Default (other than certain events of bankruptcy or insolvency) with respect to the Notes occurs and is continuing, then and in every such case the Trustee or the holders of not less than 25% in aggregate principal amount of the outstanding Notes may declare the principal amount of such Notes to be due and payable immediately, by a notice in writing to the Issuer with a copy to the applicable Guarantors (and to the Trustee if given by holders). Upon such a declaration, such principal amount and any accrued interest shall become immediately due and payable. If certain Events of Default triggered by certain events of bankruptcy or insolvency occur and are continuing, the principal of, Additional Amounts, if any, and any accrued interest on the Notes then outstanding shall become immediately due and payable;provided, however,that any time after a declaration of acceleration with respect to the Notes has been made and before a judgment for payment of money has been obtained by the Trustee, the holders of a majority in principal amount of the Notes at the time outstanding may, under certain circumstances, rescind and annul such acceleration if all Events of Default with respect to the Notes, other than the non-payment of the accelerated principal or interest, have been cured or waived as provided in the indenture and certain other actions have been taken by the Issuer or an applicable Guarantor.

The foregoing provision shall be without prejudice to the rights of each individual holder to initiate an action against the Issuer or the applicable Guarantors for payment of any principal, Additional Amounts, and/or interest past due on any corresponding debt securities, as the case may be.

Subject to the provisions of the indenture relating to the duties of the Trustee, in case an Event of Default shall occur and be continuing, the Trustee will be under no obligation to exercise any of its rights or powers under the indenture at the request or direction of any of the holders of the Notes, unless among other things, such holders shall have offered to the Trustee indemnity satisfactory to the Trustee. Subject to such provisions for the indemnification of the Trustee, the holders of a majority in aggregate principal amount of the outstanding Notes will have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect of the Notes.

No holder of Notes will have any right to institute any proceeding, judicial or otherwise, with respect to the indenture, or for the appointment of a receiver or a trustee, or for any other remedy thereunder (in each case to the extent otherwise permitted by applicable law), unless:

(a) such holder has previously given to the Trustee written notice of a continuing Event of Default with respect to the Notes;

(b) the holders of at least 25% in aggregate principal amount of the outstanding Notes have made a written request, and such holder or holders have offered indemnity satisfactory to the Trustee to institute such proceeding on behalf of the holders; and

(c) the Trustee has failed to institute such proceeding, and has not received from the holders of a majority in aggregate principal amount of the outstanding Notes a direction inconsistent with such request, within 60 days after receipt of such notice, request and offer.

Such limitations do not apply, however, to a suit instituted by a holder of Notes for the enforcement of payment of the principal of or interest on such Notes on or after the applicable due date specified in such Notes.

Modification and waiver

There are three types of changes the Issuer can make to the indenture and the Notes.

Changes requiring unanimous approval

First, there are the following changes, which the Issuer cannot make to the Notes or the indenture without the specific consent of the holder of each Note affected thereby:

•Change the stated maturity of, or any installment of, the principal, premium (if any) or interest on the Notes or the rate of interest on the Notes or change the Issuer’s obligation to pay Additional Amounts on the Notes, as described above under the section entitled “Payment of Additional Amounts.”

•Change the place or currency of payment on the Notes.

•Impair the ability of any holder of the Notes to sue for payment.

•Reduce the amount of principal payable upon acceleration of the maturity of the Notes following an Event of Default.

•Reduce any amounts due on the Notes.

•Reduce the aggregate principal amount of the Notes the consent of the holders of which is needed to modify or amend the indenture.

•Reduce the aggregate principal amount of the Notes the consent of the holders of which is needed to waive compliance with certain provisions of the indenture or to waive certain defaults.

•Modify in a way that adversely affects holders any other aspect of the provisions dealing with modification or waiver under the indenture.

•Modify in a way that adversely affects holders the terms and conditions of the applicable Guarantors’ payment obligations (including with respect to Additional Amounts) under the Notes.

•Waive a default or an Event of Default in the payment of principal of, or interest or premium, if any, on the Notes (except a rescission of acceleration of the Notes by the holders of at least a majority in aggregate principal amount of the outstanding Notes, and a waiver of the payment default that resulted from such acceleration).

•Subordinate the Notes or the Guarantees thereof to any other obligation of the Issuer or any of the applicable Guarantors.

•Release any applicable Guarantee (other than in accordance with the indenture).

•Change any of the provisions set forth above requiring the consent of the holders of the Notes.

Changes requiring majority approval

With the consent of the holders of not less than a majority in aggregate principal amount of the outstanding Notes affected thereby, the Issuer and the Trustee may modify the indenture or the Notes for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the indenture or of modifying in any manner the rights of the holders of such Notes; provided that the Issuer cannot obtain a waiver of a payment default or any change in respect of the indenture or the Notes listed under “Changes requiring unanimous approval” without the consent of each holder of the Notes to such waiver or change.

Changes not requiring approval

The third type of change does not require any vote or consent by holders of the Notes. This type is limited to clarifications and certain other changes as specified in the indenture that would not adversely affect holders of the Notes in any material respect.

Further details concerning voting / consenting

When taking a vote or obtaining a consent, the Issuer will use the principal amount that would be due and payable on the voting date, if the maturity of the corresponding Notes were accelerated to that date because of an Event of Default.

Notes will not be considered outstanding, and therefore not eligible to vote, if the Issuer has deposited or set aside in trust for you money for their payment or redemption, or if such Notes have been cancelled by the Trustee or delivered to the Trustee for cancellation.

The Issuer will generally be entitled to set any day as a record date for the purpose of determining the holders of outstanding Notes that are entitled to vote or take other action under the indenture. In certain limited circumstances, the Trustee will be entitled to set a record date for action by holders of the Notes. If the Issuer or the Trustee sets a record date for a vote or other action to be taken by holders of the Notes, that vote or action may be taken only by persons who are holders of such Notes on the record date and must be taken within 180 days following the record date or a shorter period that the Issuer may specify (or as the Trustee may specify, if it set the record date). The Issuer may shorten or lengthen (but not beyond 180 days) this period from time to time.

Satisfaction and discharge

The indenture will be discharged and will cease to be of further effect as to all debt securities issued thereunder, when:

•either:

oall debt securities under the indenture that have been authenticated and delivered, except lost, stolen or destroyed debt securities under the indenture that have been replaced or paid and applicable series of debt securities for whose payment money has been deposited in trust and thereafter repaid to the Issuer or discharged from such trust, have been delivered to the Trustee for cancellation; or

oall debt securities under the indenture that have not been delivered to the Trustee for cancellation (i) have become due and payable by reason of the mailing of a notice of redemption or otherwise, (ii) will become due and payable at their stated maturity within one year or (iii) are to be called for redemption within one year, and, in each case the Issuer has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust solely for the benefit of the holders of such debt securities, cash in US dollars, not-callable U.S. Government Obligations, or a combination thereof, in amounts as will be sufficient without consideration of any reinvestment of interest, to pay and discharge the entire indebtedness on the applicable series of debt securities not delivered to the Trustee for cancellation, for principal, premium, if any, and accrued interest to the maturity date or redemption date, as the case may be;

•no default or Event of Default has occurred and is continuing on the date of the deposit or will occur as a result of the deposit and the deposit will not result in a breach or violation of, or constitute a default under, any other instrument to which the Issuer is a party or by which the Issuer is bound;

•the Issuer has paid or caused to be paid all sums payable by it under the indenture including all amounts due and payable to the Trustee; and

•the Issuer has delivered irrevocable instructions to the Trustee under the indenture to apply the deposited money toward the payment of the applicable series of debt securities at its maturity date or redemption date, as the case may be.

In addition, the Issuer must deliver to the Trustee an officers’ certificate of one of its responsible officers and an opinion of counsel reasonably acceptable to the Trustee stating that all conditions precedent to satisfaction and discharge have been satisfied.

Defeasance and covenant defeasance

The indenture provides that the Issuer and the Guarantors, at the Issuer’s or the applicable Guarantor(s)’s option with respect to the Notes and the Guarantees:

(1)will be deemed to have been discharged from their respective obligations in respect of the Notes (except for certain obligations to register the transfer of or exchange the Notes, to replace stolen, lost, destroyed or mutilated Notes upon satisfaction of certain requirements (including, without limitation;

providing such security or indemnity as the Trustee, the Issuer or the applicable Guarantors may require) and except obligations to pay all amounts due and owing to the Trustee under the indenture), to maintain paying agents and to hold certain moneys in trust for payment); or

(2)need not comply with certain restrictive covenants of the indenture (including those described under “ Certain Covenants - Limitation on Liens” and “Certain Covenants - Consolidation, merger and sale of assets”),

in each case if the Issuer or the applicable Guarantors deposit in trust with the Trustee (i) money in an amount, (ii) U.S. Government Obligations that through the scheduled payment of principal and interest in respect of the Notes in accordance with their terms will provide, not later than one day before the due date of any payment, money in an amount or (iii) a combination thereof, in each case sufficient to pay all the principal of, and any premium and interest (and any Additional Amounts then known) on the Notes, on the dates such payments are due in accordance with the terms of the indenture.

In the case of discharge pursuant to clause (1) above, the Issuer or the applicable Guarantors, as the case may be, is required to deliver to the Trustee an opinion of counsel stating that (a) the Issuer or the applicable Guarantors, as the case may be, has received from, or there has been published by, the IRS, a ruling or (b) since the original issue date of the Notes, there has been a change in the applicable U.S. federal income tax law, in either case to the effect that the holders of the Notes will not recognize gain or loss for U.S. federal income tax purposes as a result of the exercise of the option under clause (1) above and will be subject to federal income tax on the same amount and in the same manner and at the same times as would have been the case if such option had not been exercised. In the case of discharge pursuant to clause (2) above, the Issuer or the applicable Guarantors, as the case may be, is required to deliver to the Trustee an opinion of counsel stating that the holders of the Notes will not recognize gain or loss for U.S. federal income tax purposes as a result of the exercise of the option under clause (2) above and will be subject to U.S. federal income tax on the same amount, in the same manner and at the same times as would have been the case if such option had not been exercised.

Fraudulent Conveyance or Transfer and Other Considerations

Australia

Under Australian insolvency laws, a guarantee or payment under a guarantee may be set aside (subject to certain defences) if the guarantor is being wound up and the guarantee or payment is found by a court, on the application of the guarantor’s liquidator, to be an “insolvent transaction.” A transaction of a guarantor is an insolvent transaction if (a) the guarantor was insolvent (unable to pay its debts as they become due) at the time of the transaction or at the time of an act or omission made for the purpose of giving effect to it or became insolvent because of such transaction or act or omission and (b) the transaction is an “unfair preference” given by the guarantor to a creditor or an “uncommercial transaction” of the guarantor.

An “unfair preference” is given by a company to a creditor if a transaction to which the company and the creditor are parties results in the creditor receiving from the company, in respect of an unsecured debt that the company owes to the creditor, more than the creditor would otherwise receive from the company if it were to prove for the debt in a winding up.

An “uncommercial transaction” under the Australian Act is one which a reasonable person in the company’s position would not have entered into, having regard to (i) the benefits, if any, realized by such guarantor of issuing such guarantee, (ii) the detriment to such guarantor of issuing such guarantee, (iii) the respective benefits realized by other parties to the transaction, and (iv) any other relevant matter.

A liquidator is empowered to challenge any insolvent transaction if it was entered into, or an act was done for the purpose of giving effect to it, by the company in the six months ending on the relation backday (which will usually be the date on which any application to the court to wind-up the company was made or where

immediately before the winding up order was made the company was under administration, the date of commencement of the administration). Any insolvent transaction which is also an uncommercial transaction of the company may be challenged if it was entered into, or an act was done for the purpose of giving effect to it, by the company in the two years ending on the relation back day. Where a related entity of the company is a party to the insolvent transaction, the period of challenge is four years ending on the relation back day. If the transaction were entered into for a purpose including the purpose of defeating, delaying or interfering with the rights of any or all of the creditors of the company on a winding up, the period of challenge is ten years.

In addition, rights of recovery under the guarantee may be limited in the event the guarantor goes into external administration and/or executes a deed of company arrangement (a “DOCA”). There are a number of moratoria vis-à- vis a company in administration including, for example, limitations on the commencement or continuation of proceedings against the company.

A DOCA binds all creditors of the company, so far as it concerns claims arising on or before the day specified in the deed. Accordingly, in the event that a guarantor enters into a DOCA, noteholders may lose their right to bring a claim against the guarantor and be left with a right to prove any claim against a fund established under a DOCA, which may not be sufficient to satisfy the guarantee.

In addition, an Australian company may enter into a scheme of arrangement with its creditors or a class of its creditors under section 411 of the Australian Act. The terms of a scheme will be binding on all relevant members of the class if approved at a meeting of the relevant class of creditors at which more than 50% by number and 75% by value of creditors present and voting vote in favor of the scheme, and the scheme is subsequently approved by an order of the court. Accordingly, in the event that the guarantor enters into a scheme of arrangement with its creditors, the rights of noteholders to bring a claim against the guarantor may be affected.

Companies not incorporated in Australia can also be subject to the aforementioned Australian insolvency law in certain circumstances.

United States

Under United States bankruptcy law and comparable provisions of state fraudulent transfer laws, a guarantee can be voided, or claims under a guarantee may be subordinated to all other debts of that guarantor if, among other things, the guarantor, at the time it incurred the indebtedness evidenced by its guarantee:

•intended to hinder, delay or defraud any present or future creditor or received less than reasonably equivalent value or fair consideration for the incurrence of the guarantee;

•was insolvent or rendered insolvent by reason of such incurrence;

•was engaged in a business or transaction for which the guarantor’s remaining assets constituted unreasonably small capital; or

•intended to incur, or believed that it would incur, debts beyond its ability to pay those debts as they mature.

In addition, any payment by that guarantor under a guarantee could be voided and required to be returned to the guarantor or to a fund for the benefit of the creditors of the guarantor.

The measures of insolvency for purposes of fraudulent transfer laws vary depending upon the governing law. Generally, a guarantor would be considered insolvent if:

•the sum of its debts, including contingent liabilities, was greater than the fair saleable value of all of its assets;

•the present fair saleable value of its assets was less than the amount that would be required, to pay its probable liability on its existing debts, including contingent liabilities, as they become absolute and mature; or

•it could not pay its debts as they become due.

Jersey

Under Article 17 of the Bankruptcy (Désastre) (Jersey) Law 1990, as amended (the “Jersey Bankruptcy Law”) and Article 176 of the Companies (Jersey) Law 1991 (the “Jersey Companies Law”), the court may, on the application of the Viscount of Jersey (in the case of a company whose property has been declared “en désastre”) or liquidator (in the case of a creditors’ winding up, a procedure which is instigated by shareholders not creditors), set aside a guarantee entered into by a company with any person at an undervalue. There is a five year look back period from the date of commencement of the winding up or declaration of “désastre” during which guarantees are susceptible to examination pursuant to this rule. If the court determines that the transaction was a transaction at an undervalue, the court can make such order as it thinks fit to restore the position to what it would have been in if the transaction had not been entered into. In any proceedings, it is for the Viscount of Jersey or liquidator to demonstrate that the Jersey company was insolvent unless a beneficiary of the transaction was a connected person or associate of the company, in which case there is a presumption of insolvency and the connected person must demonstrate the Jersey company was not insolvent when it entered the transaction in such proceedings.

Under Article 17A of the Jersey Bankruptcy Law and Article 176A of the Jersey Companies Law, the court may, on the application of the Viscount of Jersey (in the case of a company whose property has been declared “en désastre”) or liquidator (in the case of a creditors’ winding up), set aside a preference (including a guarantee) given by the company to any person. There is a 12 month look back period from the date of commencement of the winding up or declaration of “désastre” during which guarantees are susceptible to examination pursuant to this rule.

A guarantee will constitute a preference if it has the effect of putting a creditor of the Jersey company (or a surety or guarantor for any of the company’s debts or liabilities) in a better position (in the event of the company going into an insolvent winding up) than such creditor, guarantor or surety would otherwise have been in had that transaction not been entered into. If the court determines that the guarantee constituted such a preference, the court has very wide powers for restoring the position to what it would have been if that preference had not been given. However, for the court to do so, it must be shown that in deciding to give the preference the Jersey company was influenced by a desire to produce the preferential effect. In any proceedings, it is for the Viscount of Jersey or liquidator to demonstrate that the Jersey company was insolvent at the relevant time and that the company was influenced by a desire to produce the preferential effect, unless the beneficiary of the guarantee was a connected person, in which case there is a presumption that the company was influenced by a desire to produce the preferential effect and the connected person must demonstrate in such proceedings that the company was not influenced by such a desire.

In addition to the Jersey statutory provisions referred to above, there are certain principles of Jersey customary law (for example, a Pauline action) under which dispositions of assets with the intention of defeating creditors’ claims may be set aside.

England and Wales

The relevant English insolvency statutes contain the framework for two main insolvency processes:

(a) administration, which involves a company being placed under the control of a qualified insolvency practitioner known as an administrator; and

(b) liquidation, which involves a company being placed under the control of a qualified insolvency practitioner known as a liquidator.

If a company enters administration or goes into a liquidation process, under English insolvency law there are certain circumstances in which certain transactions (including the grant of security and/or guarantees by a company incorporated under the laws of England and Wales) can be challenged.

Transactions at an undervalue

The administrator or liquidator, as applicable, has certain powers to(among other things)apply to the court for such order as the court sees fit (including an order to set aside any transaction) to restore the position to what it would have been if the company had not entered into a transaction with any person at an “undervalue” (as described in the UK Insolvency Act 1986) if the following conditions are met:

1.The company makes a gift to (or otherwise receives no consideration from) another party, or receives consideration the value of which (in money or money’s worth) is significantly lower than the value of the consideration given by the company.

2.The transaction was entered into at a time in the period of two years ending with the onset of insolvency, (i.e. before the date that the winding-up petition is presented to court (in a compulsory liquidation), the date the company passes the relevant winding-up resolution (in a voluntary liquidation) or, depending on how the company enters administration, either the date on which the court application for an administration order is issued, the date of the notice of intention to appoint an administrator, or, otherwise, the date the appointment of an administrator takes effect).

3.The company was unable to pay its debts at the time of the transaction, or became unable to pay its debts as a result.

A court generally will not intervene and make an order to set a transaction aside, however, if it is satisfied that: (i) the company entered into a transaction in good faith and for the purpose of carrying on its business; and (ii) at the time it did so there were reasonable grounds for believing the transaction would benefit the company.

In addition, if it can be shown that a transaction entered into by a company was made at an undervalue and was made for the purpose of putting assets beyond the reach, or otherwise prejudicing the interests, of persons who might claim against it, then the court may make such order as it thinks fit for restoring the position to what it would have been had the transaction not been entered into (including an order to set aside any transaction) and for protecting the interests of “victims” who would be prejudiced or potentially prejudiced by the transaction. Any person who is such a “victim” of the transaction (with the leave of the court), as well as the administrator or liquidator of the company, may assert such a claim. There is no statutory time limit within which a claim must be made, other than relevant limitation periods, and the company need not be insolvent at the time of the transaction or in liquidation or administration. Further, rights of recovery under a guarantee may be limited in the event the guarantor enters English law administration or liquidation.

Preferences

Additionally, if the liquidator or administrator can show that a “preference” was given by a company at a time in the period of six months ending with the onset of insolvency (or two years if the preference is to a “connected person”), a court can make such order as it see fits to restore the position to what it would have been had the preference not been given (including an order to set aside any transaction). Generally, a company gives a preference to a person if it does anything or suffers anything to be done which has the effect of putting a person who is one of the company’s creditors, sureties or guarantors in a position which, in the event of the company’s insolvent liquidation, will be better than the position that person would have been in had that thing not been done. A court will not make an order in respect of a preference to a person unless it is satisfied that the company was influenced in deciding to give the preference by a desire to improve that person’s position in the event of the company’s insolvent liquidation than if that thing had not been done, though this desire is

presumed where the preference is to a connected person. A court will only make an order in respect of a preference if, at the time of the relevant transaction or preference, the company was insolvent within the meaning of the UK Insolvency Act 1986 (i.e. insolvent on a cash flow or a balance sheet test basis) or became insolvent as a consequence of the transaction or preference.

In any preference proceedings, it is for the administrator or liquidator to demonstrate that a company was insolvent and that there was such influence unless a beneficiary of the transaction was a connected person, in which case the connected persons must demonstrate in such proceedings that there was no such influence. If a court were to find that the guarantee was a preference, the court would have the power to restore the position to what it would have been if that preference had not been given, which could include reducing payments under the guarantee (although there is protection for a third party who enters into one of the transactions in good faith and without notice of the relevant circumstances).

Statutory moratorium

Under administration and liquidation there is an effective moratorium preventing third parties from enforcing the majority of their rights against the company by way of proceedings without the prior consent of the administrator or liquidator, or order of the English Court. If consent or an order is not obtained, noteholders may only be able to enforce their rights via collective insolvency proceedings. It is noted that recoveries from a guarantor in administration or liquidation could be significantly reduced.

The directors of the guarantor can also apply for a standalone moratorium under the UK Insolvency Act 1986 in certain circumstances, which generally has broadly the same effect as the moratorium under administration and liquidation.

CVAs, schemes of arrangement and restructuring plans

Rights under a guarantee could also be compromised by way of an English law company voluntary arrangement (under the UK Insolvency Act 1986), or a scheme of arrangement or restructuring plan (under the UK Companies Act 2006), all of which can be proposed by the guarantor itself (subject to certain threshold requirements being satisfied). As a result of such compromise, noteholders may lose their right to bring a claim against the guarantor and/or only be able to recover a portion of amounts originally recoverable under the guarantee. Specific voting thresholds must be met for each of a company voluntary arrangement, scheme of arrangement and restructuring plan to be implemented, and schemes of arrangement and restructuring plans require prior sanction by the English Court.

Companies not incorporated in England and Wales can also be subject to the aforementioned English law insolvency processes. In very broad terms, (i) administration and the company voluntary arrangement can be used for a foreign company with its centre of main interests (i.e. where the entity conducts the administration of its interests on a regular basis as ascertainable by third parties) in England and Wales and, (ii) liquidation, the standalone moratorium, the scheme of arrangement and the restructuring plan can be used for a foreign company with a sufficient connection to England and Wales (which is generally a lower threshold to meet than the centre of main interests test).

In addition to the English statutory insolvency provisions which we have focused on above, there may well be provisions in English company law, including certain fraud based offences, under which transactions may be set aside and other rights may be exercisable in the event of an English law insolvency process.

Connected Persons

A “connected person” of a company granting a guarantee for the purposes of transactions at an undervalue or preferences is a party who is: (a) a director of the company; (b) a shadow director; (c) an associate of such director or shadow director; or (d) an associate of the relevant company.

A party is associated with an individual if they are: (a) a relative of the individual; (b) the individual’s husband, wife or civil partner; (c) a relative of the individual’s husband, wife or civil partner; (d) the husband, wife or civil partner of a relative of the individual; or (e) the husband, wife or civil partner of a relative of the individual’s husband, wife or civil partner. A party is associated with a company if they are employed by that company. A company is associated with another company if the same person has control of both companies, or a person has control of one and persons who are his associates, or he and persons who are his associates, have control of the other, or if a group of two or more persons has control of each company and the groups either consist of the same persons or could be regarded as consisting of the same persons by treating (in one or more cases) a member of either group as replaced by a person of whom he is an associate.

A person is to be taken as having control of a company if the directors of the company or of another company which has control of it (or any of them) are accustomed to act in accordance with his directions or instructions, or he is entitled to exercise, or control the exercise of, one third or more of the voting power at any general meeting of the company or of another company which has control of it. Where two or more persons together satisfy either of these conditions, they are to be taken as having control of the company.

Certain Definitions

“Accounts” means the consolidated statement of financial position, consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated cash flow statement of the Group, prepared on a consolidated basis in accordance with U.S. GAAP, together with reports (including directors’ reports and, if applicable, auditors’ reports) and notes attached to or intended to be read with any such consolidated financial statements.

“Australian Act” means the Corporations Act 2001 (Cwlth) of Australia.

“Business Day” means any day other than a Saturday, a Sunday or a day on which commercial banks in New York City, United States, London, United Kingdom, Sydney, Australia or Melbourne, Australia are required or authorized to be closed.

“Change in Lease Accounting Standard” means, and shall be deemed to have occurred, as of the date of effectiveness of the FASB Accounting Standards Codification 842, Leases (or any other United States Accounting Standards Codification having a similar result or effect) (and related interpretations) and, as applicable, the date of effectiveness of the AASB 16 (Leases).

“Change of Control” means the occurrence of any one of the following:

(1)the direct or indirect sale, lease, transfer, conveyance or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of the assets of Amcor and its Subsidiaries taken as a whole to any person (including any “person” as that term is used in Section 13(d)(3) of the Exchange Act) other than to Amcor or one of its Subsidiaries;

(2)the consummation of any transaction (including without limitation, any merger or consolidation) the result of which is that any person (including any “person” as that term is used in Section 13(d)(3) of the Exchange Act) becomes the “beneficial owner” (as defined in Rules 13d-3 and 13d-5 under the Exchange Act) of more than 50% of the outstanding Voting Stock of Amcor, measured by voting power rather than number of shares;

(3)Amcor consolidates with, or merges with or into, any Person, or any Person consolidates with, or merges with or into, Amcor, in any such event pursuant to a transaction in which any of the Voting Stock of Amcor or such other Person is converted into or exchanged for cash, securities or other property, other than any such transaction where the Voting Stock of Amcor constitute, or are converted into or exchanged for, a majority of the Voting Stock of the surviving Person immediately after giving effect to such transaction;

(4)the first day on which the majority of the members of the board of directors of Amcor cease to be Continuing Directors; or

(5)the adoption of a plan relating to the liquidation or dissolution of Amcor.

“Change of Control Trigger Period” means, with respect to any Change of Control, the period commencing upon the earlier of (i) the occurrence of such Change of Control or (ii) 60 days prior to the date of the first public announcement of such Change of Control (or pending Change of Control) and ending 60 days following consummation of such Change of Control (which Change of Control Trigger Period will be extended following consummation of a Change of Control for so long as any of the Rating Agencies engaged by Amcor or the Issuer has publicly announced that it is considering a possible ratings change).

“Change of Control Triggering Event” means with respect to any Change of Control:

(1)if there are two Rating Agencies engaged by Amcor or the Issuer providing ratings for the Notes issued under the indenture on the first day of the Change of Control Trigger Period with respect to such Change of Control, both Rating Agencies engaged by Amcor or the Issuer cease to rate such Notes Investment Grade during such Change of Control Trigger Period; and

(2)if there are three Rating Agencies engaged by Amcor or the Issuer providing a rating for the Notes issued under the indenture on the first day of the Change of Control Trigger Period with respect to such Change of Control, two or more Rating Agencies engaged by Amcor or the Issuer cease to rate such Notes Investment Grade during such Change of Control Trigger Period.

If there are not at least two Rating Agencies engaged by Amcor or the Issuer providing a rating for the Notes issued under the indenture on the first day of any Change of Control Trigger Period, a Change of Control Triggering Event shall be deemed to have occurred. Notwithstanding the foregoing, no Change of Control Triggering Event will be deemed to have occurred in connection with any particular Change of Control unless and until such Change of Control has actually been consummated.

“Continuing Director” means, as of any date of determination, any member of the board of directors of Amcor who (i) was a member of such board of directors on the date of the issuance of the Notes; or (ii) was nominated for election or elected to such board of directors with the approval of a majority of the Continuing Directors who were members of such board of directors at the time of such nomination or election.

“Default” means any event which is, or after notice or lapse of time or both would become, an Event of Default.

“Equity Interests” means shares of capital stock, partnership interests, membership interests, beneficial interests or other ownership interests, whether voting or nonvoting, in, or interests in the income or profits of, a Person, and any warrants, options or other rights entitling the holder thereof to purchase or acquire any of the foregoing; provided that, prior to the conversion thereof, debt securities convertible into Equity Interests shall not constitute Equity Interests.

“Finance Lease” means a “finance lease” in accordance with U.S. GAAP under FASB Accounting Standards Codification 842, Leases.

“Fitch” means Fitch, Inc., a subsidiary of Fimalac, S.A., and its successors.

“Group” means Amcor and its Subsidiaries, taken as a whole.

“Hedge Agreement” means any agreement with respect to any swap, forward, future or derivative transaction, or any option or similar agreement, involving, or settled by reference to, one or more rates, currencies, commodities, prices of equity or debt securities or instruments, or economic, financial or pricing indices or measures of economic, financial or pricing risk or value, or any similar transaction or combination of the foregoing transactions; provided that any options, rights or shares issued pursuant to any employee share or

bonus plan, including any phantom rights or phantom shares, or any similar plans providing for payments only on account of services provided by current or former directors, officers, employees or consultants of Amcor or its Subsidiaries shall not be a Hedge Agreement.

“Indebtedness” means, with respect to any Person, all obligations of such Person, present or future, actual or contingent, in respect of moneys borrowed or raised or otherwise arising in respect of any financial accommodation whatsoever, including (a) amounts raised by acceptance or endorsement under any acceptance credit or endorsement credit opened on behalf of such Person, (b) any Indebtedness (whether actual or contingent, present or future) of another Person that is guaranteed, directly or indirectly, by such Person or that is secured by any Lien on property owned or acquired by such Person, whether or not the Indebtedness secured thereby has been assumed by such Person, (c) the net amount actually or contingently (assuming the arrangement was closed out on the relevant day) payable by such Person under or in connection with any Hedge Agreement, (d) liabilities (whether actual or contingent, present or future) in respect of redeemable preferred Equity Interests in such Person or any obligation of such Person incurred to buy back any Equity Interests in such Person, (e) liabilities (whether actual or contingent, present or future) under Finance Leases for which such Person is liable, (f) any liability (whether actual or contingent, present or future) in respect of any letter of credit opened or established on behalf of such Person, (g) all obligations of such Person in respect of the deferred purchase price of any asset or service and any related obligation deferred (i) for more than 90 days or (ii) if longer, in respect of trade creditors, for more than the normal period of payment for sale and purchase within the relevant market (but not including any deferred amounts arising as a result of such a purchase being contested in good faith), (h) amounts for which such Person may be liable (whether actually or contingently, presently or in the future) in respect of factored debts or the advance sale of assets for which there is recourse to such Person, (i) all obligations of such Person evidenced by debentures, notes, debenture stock, bonds or other financial instruments, whether issued for cash or a consideration other than cash and in respect of which such Person is liable as drawer, acceptor, endorser, issuer or otherwise, (j) obligations of such Person in respect of notes, bills of exchange or commercial paper or other financial instruments and (k) any indebtedness (whether actual or contingent, present or future) for moneys owing under any instrument entered into by such Person primarily as a method of raising finance and that is not otherwise referred to in this definition. The Indebtedness of any Person shall include the Indebtedness of any other Person (including any partnership in which such Person is a general partner) to the extent such Person is liable therefor as a result of such Person’s ownership interest in or other relationship with such other Person, except to the extent the terms of such Indebtedness provide that such Person is not liable therefor.

“Investment Grade” means (i) a rating of Baa3 or better by Moody’s (or its equivalent under any successor rating category of Moody’s); (ii) a rating of BBB - or better by S&P (or its equivalent under any successor rating category of S&P); (iii) a rating of BBB - or better by Fitch (or its equivalent under any successor rating category of Fitch) or (iv) in the event of the Notes being rated by a permitted Substitute Rating Agency, the equivalent of either (i), (ii) or (iii) by such Substitute Rating Agency.

“Lien” means, with respect to any asset, (a) any mortgage, deed or other instrument of trust, lien, pledge, hypothecation, charge, security interest or other encumbrance on, in or of such asset, including any arrangement entered into for the purpose of making particular assets available to satisfy any Indebtedness or other obligation and (b) the interest of a vendor or a lessor under any conditional sale agreement, Finance Lease or capital lease or title retention agreement (other than any title retention agreement entered into with a vendor on normal commercial terms in the ordinary course of business) relating to such asset.

“Limited Recourse Indebtedness” means Indebtedness incurred by Amcor or any Subsidiary to finance the creation or development of a Project or proposed Project of Amcor or such Subsidiary, provided that, as specified in the terms of such Limited Recourse Indebtedness:

a)the Person (the “Relevant Person”) in whose favor such Indebtedness is incurred does not have any right to enforce its rights or remedies (including for any breach of any representation or warranty or obligation) against Amcor or such Subsidiary, as applicable, or against the Project Assets of Amcor or such Subsidiary, as applicable, in each case, except for the purpose of

enforcing a Lien that attaches only to the Project Assets and secures an amount equal to the lesser of the value of the Project Assets of Amcor or such Subsidiary, as applicable encumbered by such Lien and the amount of Indebtedness secured by such Lien; and

b)the Relevant Person is not permitted or entitled (i) except as and to the extent permitted by clause (a) above, to enforce any right or remedy against, or demand payment or repayment of any amount from, Amcor or any Subsidiary (including for breach of any representation or warranty or obligation), (ii) except as and to the extent permitted by clause (a) above, to commence or enforce any proceedings against Amcor or any Subsidiary or (iii) to apply to wind up, or prove in the winding up of, Amcor or any Subsidiary, such that the Relevant Person’s only right of recourse in respect of such Indebtedness or such Lien is to the Project Assets encumbered by such Lien.

“Moody’s” means Moody’s Investors Service, Inc., a subsidiary of Moody’s Corporation, and its successors.

“Person” means any individual, corporation, partnership, association, limited liability company, trust, unincorporated organization or government or any agency or political subdivision thereof.

“Principal Subsidiary” means, as of any date, any Subsidiary (including any successor Person of such Subsidiary) that (a) accounts for greater than 5% of the consolidated total assets of Amcor and its Subsidiaries as of such date, determined in accordance with U.S. GAAP, or (b) accounted for greater than 5% of the consolidated revenues of the Amcor and its Subsidiaries for the immediately preceding financial year of the Amcor, determined in accordance with U.S. GAAP.

“Project” means any project or development undertaken or proposed to be undertaken by Amcor or any Subsidiary involving (a) the acquisition of assets or property, (b) the development of assets or property for exploitation or (c) the acquisition and development of assets or property for exploitation.

“Project Assets” means (a) any asset or property of Amcor or any Subsidiary relating to the creation or development of a Project or proposed Project of Amcor or such Subsidiary, including any assets or property of Amcor or such Subsidiary, as applicable, derived from, produced by or related to such Project and (b) any fully paid shares or other Equity Interests in any Subsidiary that are held by the direct parent company of such Subsidiary, provided that (i) such Subsidiary carries on no business other than the business of such Project or proposed Project and (ii) there is no recourse to such direct parent company of such Subsidiary other than to those fully paid shares or other Equity Interests and the rights and proceeds in respect of such shares or Equity Interests.

“Rating Agency” means each of Moody’s, S&P, Fitch or any Substitute Rating Agency, but only to the extent such Rating Agency is then-engaged by Amcor or the Issuer to provide a rating for the Notes.

“S&P” means S&P Global Ratings, a division of S&P Global Inc., and its successors.

“Specified Indebtedness” means Indebtedness of the Issuer or any applicable Guarantor in an outstanding principal amount of at least $150,000,000 (or its equivalent in the relevant currency of payment) issued under any credit facility, indenture, purchase agreement, credit agreement or similar facility.

“Subsidiary” means, with respect any Person, (a) any corporation, association or other business entity in which such Person or one or more of its Subsidiaries or such Person and one or more of its Subsidiaries owns or controls sufficient equity or voting interests to enable it or them (as a group) ordinarily, in the absence of contingencies, to elect a majority of the directors (or Persons performing similar functions) of such entity, and (b) any partnership or joint venture if more than a 50% interest in the profits or capital thereof is owned by such Person or one or more of its Subsidiaries or such Person and one or more of its Subsidiaries (unless such partnership or joint venture can and does ordinarily take major business actions without the prior approval of such Person or one or more of its Subsidiaries). Unless the context otherwise clearly requires, any reference to a “Subsidiary” is a reference to a Subsidiary of Amcor.

“Substitute Rating Agency” means a “nationally recognized statistical rating organization” within the meaning of the Exchange Act engaged by Amcor to provide a rating of the Notes in the event that Moody’s, S&P or Fitch, or any other Substitute Rating Agency, has ceased to provide a rating of the Notes for any reason other than as a result of any action or inaction by Amcor, and as a result thereof there are no longer two Rating Agencies providing ratings of the Notes.

“Total Tangible Assets” means, as of any date, (a) the aggregate amount of the assets (other than intangible assets, goodwill and deferred tax assets) of the Group, as disclosed on the consolidated statement of financial position in the most recent Accounts of the Group,minus(b) the lesser of (i) the aggregate value of all Project Assets subject to any Lien securing any Limited Recourse Indebtedness and (ii) the aggregate principal amount of Limited Recourse Indebtedness, in each case, as reflected in (or derived from) the most recent Accounts of the Group,plus(c) the net cash proceeds received by Amcor from any share capital issuance by Amcor consummated after the date of the most recent balance sheet included in such Accounts and on or prior to such date.

“U.S. GAAP” means the generally accepted accounting principles in the United States.

“U.S. Government Obligations” means direct obligations (or certificates representing an ownership interest in such obligations) of the United States (including any agency or instrumentality thereof) for the payment of which the full faith and credit of the United States is pledged and which are not callable at the Issuer’s option.

“Voting Stock” of any specified Person as of any date means the capital stock of such Person that is at the time entitled to vote generally in the election of the board of directors of such Person.

EX-4.29

EXHIBIT 4.29

DESCRIPTION OF THE REGISTRANT’S 3.950% GUARANTEED SENIOR NOTES DUE 2032 REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

The following description of the 3.950% Guaranteed Senior Notes due 2032 (the “Notes”) issued by Amcor UK Finance plc (the “Issuer”), a subsidiary of Amcor plc (“Amcor,” “we,” “our,” or “us”) summarizes certain material terms of the Notes. The Notes are registered under Section 12 of the Exchange Act of 1934, as amended (the “Exchange Act”), and are listed on the New York Stock Exchange (the “NYSE”) under the trading symbol of “AMCR/32.” This description does not purport to be complete and is qualified in its entirety by reference to the indenture, which is filed as an exhibit to the Annual Report on Form 10-K of which this Exhibit 4.29 is a part.

The Notes were issued pursuant to an indenture dated as of May 29, 2024 among the Issuer, Amcor, Amcor Finance (USA), Inc., Amcor Group Finance plc, Amcor Pty Ltd and Amcor Flexibles North America, Inc., as guarantors, and Deutsche Bank Trust Company Americas, as trustee (the "Trustee"), which we refer to as the indenture. The terms of the Notes include those stated in the indenture and those made part of the indenture by reference to the Trust Indenture Act of 1939, as amended (the "TIA"). A copy of the indenture may be obtained from the Issuer or the Trustee.

The Issuer issued the Notes in fully registered form in denominations of €100,000 and integral multiples of €1,000 in excess thereof. The Notes were issued in the form of one or more global notes, without coupons, which were deposited initially with, or on behalf of, a common depositary, and registered in the name of the nominee of the common depositary, for, and in respect of interests held through, Euroclear and Clearstream. There is no security register for the Notes in the United Kingdom or Australia. The Trustee acts as paying agent, transfer agent and registrar for the Notes. The Notes may be presented for registration of transfer and exchange at the offices of the registrar. The Issuer may change the paying agent, transfer agent and registrar without notice to holders of the Notes, and may change the paying agent upon notice to the Trustee.

General

The Notes bear interest from the date of issuance, payable annually in arrears on May 29 of each year, beginning May 29, 2025, to the persons in whose names such Notes are registered at the close of business on the date that is (i) in the case of Notes represented by a global note, the clearing system business day (for this purpose, a day on which Clearstream and Euroclear settle payments in euro) immediately preceding the relevant interest payment and (ii) in all other cases, 15 calendar days prior to the relevant interest payment date (whether or not a Business Day) (for the purposes of clauses (i) and (ii), such day, the “record date”). Interest on the Notes will be computed on the basis of the actual number of days in the period for which interest is being calculated and the actual number of days from and including the last date on which interest was paid on the Notes (or May 29, 2024, if no interest has been paid on the applicable Notes), to, but excluding, the next scheduled interest payment date. This payment convention is referred to as Actual/Actual (ICMA) as defined in the rulebook of the International Capital Market Association.

Unless earlier redeemed in the circumstances set out below, the Notes will mature on May 29, 2032 at a price equal to 100% of their principal amount.

The Notes were offered in the principal amount of €500,000,000.

In any case where the due date for the payment of the principal amount of, or any premium or interest with respect to, the Notes or the date fixed for redemption of the Notes, shall not be a Business Day, then payment of the principal amount, premium, if any, or interest, including any Additional Amounts payable in respect thereto may be made on the next succeeding Business Day with the same force and effect as if made on the date for such payment or the date fixed for redemption, and no interest shall accrue for the period after such date.

The Notes are not entitled to the benefits of any sinking fund. The Notes are subject to defeasance as described under “Defeasance and covenant defeasance”.

Issuance in Euro

All payments of interest, premium, if any, and principal, including payments made upon any redemption or repurchase of the Notes, will be made in euro; provided that if the euro is unavailable to us due to the imposition of exchange controls or other circumstances beyond our control or if the euro is no longer being used by the then member states of the European Monetary Union that have adopted the euro as their currency or for the settlement of transactions by public institutions of or within the international banking community, then all payments in respect of the Notes will be made in U.S. dollars until the euro is again available to us or so used. In such circumstances, the amount payable on any date in euro will be converted into U.S. dollars at the rate mandated by the Board of Governors of the Federal Reserve System as of the close of business on the second Business Day prior to the relevant payment date or, if the Board of Governors of the Federal Reserve System has not announced a rate of conversion, on the basis of the most recent U.S. dollar/euro exchange rate published in The Wall Street Journal on or prior to the second Business Day prior to the relevant payment date or, in the event The Wall Street Journal has not published such exchange rate, the rate will be determined in our sole discretion on the basis of the most recently available market exchange rate for the euro. Any payment in respect of the Notes so made in U.S. dollars will not constitute an Event of Default (as defined in the indenture). Neither the Trustee nor the paying agent shall have any responsibility for any calculation or conversion in connection with the foregoing.

Further Issues

The indenture provides that the Notes may be issued from time to time without limitation as to aggregate principal amount. Therefore, in the future, the Issuer may, without the consent of the holders ofthe Notes, create and issue under the indenture additional debt securities having the same terms and conditions as the Notes (except for the issue date and, under certain circumstances, the first date of interest accrual, the first interest payment date and terms relating to restrictions on transfer or registration rights), provided that if such additional debt securities are not fungible with the Notes for U.S. federal income tax purposes, such additional debt securities will have a different CUSIP number, Common Code and ISIN number from the Notes. We refer to any such additional debt securities, as “Additional Notes”. Any Additional Notes of a series will form a single series of debt securities with the Notes.

Guarantees

Under the Guarantees, each of Amcor, Amcor Finance (USA), Inc., Amcor Group Finance plc, Amcor Pty Ltd and Amcor Flexibles North America, Inc. (collectively, the “Guarantors”) fully and unconditionally guarantee the due and punctual payment of the principal, interest, premium (if any) and all other amounts due under the indenture and on the Notes when the Notes become due and payable, whether at maturity, pursuant to optional redemption, by acceleration or otherwise, in each case, after any applicable grace periods or notice requirements, according to the terms of the Notes (the “Guarantees”).

The obligations of the Guarantors under the Guarantees are unconditional, regardless of the enforceability of the Notes, and (other than any release as described below) will not be discharged until all obligations under the Notes and the indenture are satisfied. Holders of the Notes may proceed directly against the Guarantors under the Guarantee if an event of default affecting the Notes occurs without first proceeding against the Issuer.

Additional Subsidiary Guarantors

Amcor has covenanted and agreed under the indenture that it will cause each of its Subsidiaries (other than the Issuer and any Subsidiary that is already a Guarantor under the indenture) that at any time has outstanding a guarantee with respect to any Specified Indebtedness, or is otherwise an obligor, a co-obligor or jointly liable with the Issuer or any applicable Guarantor with respect to any Specified Indebtedness, to execute and deliver

to the Trustee a supplemental indenture within 30 days of such Subsidiary guaranteeing, or otherwise becoming an obligor, a co-obligor or jointly liable with the Issuer or any applicable Guarantor in respect of, such Specified Indebtedness, pursuant to which such Subsidiary will guarantee the Notes issued under the indenture on the same terms and subject to the same conditions and limitations as set forth in the indenture.

Any supplemental indenture entered into in accordance with the indenture in connection with the provision of a Guarantee by an additional Subsidiary Guarantor may include a limitation on such Subsidiary Guarantee that is required under the law of the jurisdiction in which such Subsidiary is incorporated or organized, provided that such limitation shall also be contained in any other guarantee provided by such Subsidiary in respect of any Specified Indebtedness.

Release of Subsidiary Guarantors

As more fully described in the indenture, any Subsidiary of Amcor that provides a Guarantee in respect of the Notes (a “Subsidiary Guarantor”) may be released at any time from its Guarantee without the consent of any holder of the Notes if, at such time, no Default or Event of Default has occurred and is continuing, and either (a) such Subsidiary Guarantor is no longer, or at the time of release will no longer be, a Subsidiary of Amcor or (b) such Subsidiary Guarantor shall not have outstanding a guarantee with respect to any Specified Indebtedness or otherwise be an obligor, co-obligor or jointly liable with respect to any Specified Indebtedness (or shall be released with respect to its Guarantee under the indenture simultaneously with its release under guarantees or other obligations with respect to all Specified Indebtedness).

Ranking

The Notes are unsecured obligations of the Issuer and rank on a parity basis with all of the Issuer’s other unsecured and unsubordinated obligations, and each of the Guarantees are an unsecured obligation of the applicable Guarantor and rank on a parity basis with all other unsecured and unsubordinated indebtedness of such Guarantor, except, in each case, indebtedness mandatorily preferred by law.

The Notes are effectively subordinated to any existing and future secured obligations of the Issuer to the extent of the value of the assets securing any such obligations, and since the Notes are unsecured obligations of the Issuer, in the event of a bankruptcy or insolvency, the Issuer’s secured lenders will have a prior secured claim to any collateral securing the obligations owed to such secured lenders. Each of the Guarantees are effectively subordinated to any existing and future secured obligations of the applicable Guarantor to the extent of the value of the assets securing such obligations, and since each of the Guarantees is an unsecured obligation of the corresponding Guarantor, in the event of bankruptcy or insolvency, each such Guarantor’s secured lenders will have a prior secured claim to any collateral securing the obligation owed to such secured lenders.

The Notes and each of the related Guarantees are also structurally subordinated to all existing and future indebtedness and other liabilities, whether or not secured, of any subsidiary of Amcor (other than the Issuer) that does not guarantee such Notes (including any subsidiaries that Amcor may in the future acquire or establish to the extent they do not guarantee such Notes). Amcor, Amcor Finance (USA), Inc., Amcor Group Finance plc, Amcor Pty Ltd and Amcor Flexibles North America, Inc. are the initial Guarantors of the Notes. See “Guarantees.”

Registration of Transfer and Exchange

General

Subject to the limitations applicable to global notes, the Notes may be presented for exchange for other Notes of any authorized denominations and of a like tenor and aggregate principal amount or for registration of transfer by the holder thereof or his attorney duly authorized in writing and, if so required by the Issuer, the Guarantors or the Trustee, with the form of transfer thereon duly endorsed or accompanied by a written

instrument of transfer in form satisfactory to the Issuer, the Guarantors or the Registrar duly executed, at the office of the Registrar or at the office of any other transfer agent designated by the Issuer or such Guarantors for such purpose. No service charge will be made for any exchange or registration of transfer of the Notes, but the Issuer or the Guarantors may require payment of a sum by the holder of a Note sufficient to cover any tax or other governmental charge payable in connection therewith.

Such transfer or exchange will be effected upon the Registrar or such transfer agent, as the case may be, being satisfied with the documents of title and identity of the person making the request. The Registrar may decline to accept any request for an exchange or registration of transfer of any Note during the period of 15 days preceding the due date for any payment of interest on, principal of or any other payments on or in respect of the Notes. The Issuer and the Guarantors have appointed the Trustee as Registrar (the “Registrar”). The Issuer and the Guarantors may at any time designate additional transfer agents or rescind the designation of any transfer agent or approve a change in the office through which any transfer agent acts;provided, however,that there shall at all times be a transfer agent in the Borough of Manhattan, The City of New York.

Payment of Additional Amounts

All payments of, or in respect of, principal of, and any premium and interest on, the Notes, and all payments pursuant to the Guarantees, shall be made without withholding or deduction for, or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed or levied by or on behalf of the United States (including the District of Columbia and any state, possession or territory thereof), Jersey, Australia, the United Kingdom or any other jurisdiction in which the Issuer or the Guarantors becomes a resident for tax purposes (whether by merger, consolidation or otherwise) or through which the Issuer or any Guarantor makes payment on the Notes or any Guarantee (each, a “Relevant Jurisdiction”) or any political subdivision or taxing authority of any of the foregoing, unless such taxes, duties, assessments or governmental charges are required by the law of the Relevant Jurisdiction or any political subdivision or taxing authority thereof or therein to be withheld or deducted. In that event, the Issuer or the Guarantors, as applicable, will pay such additional amounts (“Additional Amounts”) as will result (after deduction of such taxes, duties, assessments or governmental charges and any additional taxes, duties, assessments or governmental charges payable in respect of such Additional Amounts) in the payment to the holder of the Notes of the amounts which would have been payable in respect of such Notes or Guarantee had no such withholding or deduction been required, except that no Additional Amounts shall be so payable for or on account of:

(1) any withholding, deduction, tax, duty, assessment or other governmental charge which would not have been imposed but for the fact that such holder or beneficial owner of the Notes:

(a) was a resident, domiciliary or national of, or engaged in business or maintained a permanent establishment or was physically present in, the United States, Jersey, Australia, the United Kingdom, or other Relevant Jurisdiction or otherwise had some connection with the United States, Jersey, Australia, the United Kingdom, or other Relevant Jurisdiction other than the mere ownership of, or receipt of payment under, such Notes or Guarantee;

(b) presented such Note or Guarantee for payment in any Relevant Jurisdiction, unless such Note or Guarantee could not have been presented for payment elsewhere;

(c) presented such Note or Guarantee (where presentation is required) more than thirty (30) days after the date on which the payment in respect of such Note or Guarantee first became due and payable or provided for, whichever is later, except to the extent that the holder would have been entitled to such Additional Amounts if it had presented such Note or Guarantee for payment on any day within such period of thirty (30) days; or

(d) with respect to any withholding or deduction of taxes, duties, assessments or other governmental charges imposed by the United States, or any of its territories or any political subdivision thereof or any taxing authority thereof or therein, is or was with respect to the United States a citizen or resident of the

United States, treated as a resident of the United States, present in the United States, engaged in business in the United States, a person with a permanent establishment or fixed base in the United States, a “ten percent shareholder” of the Issuer or the Guarantors, a passive foreign investment company, or a controlled foreign corporation, or has or has had some other connection with the United States (other than the mere receipt of a payment or the ownership of holding a Note;

(2) any estate, inheritance, gift, sale, transfer, personal property or similar tax, assessment or other governmental charge or any withholding or deduction on account of such tax, assessment or other government charge;

(3) any tax, duty, assessment or other governmental charge which is payable otherwise than by withholding or deduction from payments of (or in respect of) principal of, or any premium or interest on, the Notes or the Guarantees thereof;

(4) any withholding, deduction, tax, duty, assessment or other governmental charge that is imposed or withheld by reason of the failure to comply in a timely manner by the holder or beneficial owner of such Note or, in the case of a global note, the beneficial owner of such global note, with a timely request of the Issuer, the Guarantors, the Trustee or any paying agent addressed to such holder or beneficial owner, as the case may be, (a) to provide information concerning the nationality, residence or identity of such holder or such beneficial owner or (b) to make or provide any declaration, application or claim or satisfy any information or reporting requirement, which, in the case of (a) or (b), is required or imposed by a statute, treaty, regulation or administrative practice of any Relevant Jurisdiction or any political subdivision or taxing authority thereof or therein as a precondition to exemption from all or part of such withholding, deduction, tax, duty, assessment or other governmental charge (including without limitation the filing of an Internal Revenue Service (“IRS”) Form W-8BEN, W-8BEN-E, W-8ECI or W-9);

(5) any withholding, deduction, tax, duty, assessment or other governmental charge which is imposed or withheld by or by reason of the Australian Commissioner of Taxation giving a notice under section 255 of theIncome Tax Assessment Act 1936(Cth) of Australia (the “Australian Tax Act”) or section 260-5 of Schedule 1 of theTaxation Administration Act 1953(Cth) of Australia or under a similar provision;

(6) any taxes imposed or withheld by reason of the failure of the holder or beneficial owner of the Notes to comply with (a) the requirements of Sections 1471 through 1474 (commonly known as “FATCA”) of the U.S. Internal Revenue Code of 1986, as amended (the “Code”), as of the date hereof (or any amended or successor version that is substantively comparable and not materially more onerous to comply with), the U.S. Treasury regulations issued thereunder or any official interpretation thereof or any agreement entered into pursuant to Section 1471 of the Code, (b) any treaty, law, regulation or other official guidance enacted in any other jurisdiction or relating to any intergovernmental agreement between the United States and any other jurisdiction, which, in either case, facilitates the implementation of clause (a) above and (c) any agreement pursuant to the implementation of clauses (a) and (b) above with the IRS, the U.S. government or any governmental or taxation authority in any other jurisdiction; or

(7) any combination of items (1), (2), (3), (4), (5) and (6); nor shall Additional Amounts be paid with respect to any payment of, or in respect of, the principal of, or any premium or interest on, any such Note or Guarantee to any such holder who is a fiduciary or partnership or other than the sole beneficial owner of such payment to the extent such payment on a Note or Guarantee would, under the laws of any Relevant Jurisdiction or any political subdivision or taxing authority thereof or therein, be treated as being derived or received for tax purposes by a beneficiary or settlor with respect to such fiduciary or a member of such partnership or a beneficial owner who would not have been entitled to such Additional Amounts had it been the holder of the Note or Guarantee.

Whenever there is mentioned, in any context, any payment of or in respect of the principal of, or any premium or interest on, any Notes (or any payments pursuant to the Guarantees thereof), such mention shall be deemed to include mention of the payment of Additional Amounts provided for in the indenture to the extent that, in

such context, Additional Amounts are, were or would be payable in respect thereof pursuant to the indenture, and any express mention of the payment of Additional Amounts in any provisions of the indenture shall not be construed as excluding Additional Amounts in those provisions of the indenture where such express mention is not made.

Certain other additional amounts may be payable in respect of Notes and Guarantees as a result of certain consolidations or mergers involving, or conveyances, transfer or leases of properties and assets by, the Issuer or the Guarantors. See “Certain Covenants - Consolidation, Merger and Sale of Assets.”

Amcor’s obligations to pay Additional Amounts if and when due will survive the termination of the indenture and the payment of all other amounts in respect of the Notes.

Redemption for Changes in Withholding Taxes

If, as the result of (a) any change in or any amendment to the laws, regulations, or published tax rulings of any Relevant Jurisdiction, or of any political subdivision or taxing authority thereof or therein, affecting taxation, or (b) any change in the official administration, application, or interpretation by a relevant court or tribunal, government or government authority of any Relevant Jurisdiction of such laws, regulations or published tax rulings either generally or in relation to the Notes or the Guarantees, which change or amendment is proposed and becomes effective on or after the later of (x) the original issue date of the Notes or the Guarantees or (y) the date on which a jurisdiction becomes a Relevant Jurisdiction (whether by consolidation, merger or transfer of assets of the Issuer or any Guarantor, change in place of payment on the Notes or any Guarantee or otherwise) or which change in official administration, application or interpretation shall not have been available to the public prior to such later date, the Issuer or the applicable Guarantors would be required to pay any Additional Amounts pursuant to the indenture or the terms of any Guarantee in respect of interest on the next succeeding interest payment date (assuming, in the case of the Guarantors, a payment in respect of such interest was required to be made by the applicable Guarantor under the Guarantee thereof on such interest payment date and the applicable Guarantor would be unable, for reasons outside their control, to procure payment by the Issuer), and the obligation to pay Additional Amounts cannot be avoided by the use of commercially reasonable measures available to the Issuer or the applicable Guarantor, the Issuer may, at its option, redeem all (but not less than all) of the corresponding Notes, upon not less than 30 nor more than 60 days’ written notice as provided in the indenture, (i) in the case of Notes represented by a global note, to and through Euroclear or Clearstream for communication by them to the holders of interests in the Notes to be so redeemed, or (ii) in the case of definitive Notes, to each holder of record of the Notes to be redeemed at its registered address, at a redemption price equal to 100% of the principal amount thereof plus accrued interest, if any, to, but not including, the date fixed for redemption;provided, however,that:

(1) no such notice of redemption may be given earlier than 60 days prior to the earliest date on which the Issuer or the applicable Guarantor would be obligated to pay such Additional Amounts were a payment in respect of the Notes or the applicable Guarantee thereof then due; and

(2) at the time any such redemption notice is given, such obligation to pay such Additional Amounts must remain in effect.

Prior to any such redemption, the Issuer, the applicable Guarantor or any Person with whom the Issuer or the applicable Guarantor has consolidated or merged, or to whom the Issuer or the applicable Guarantor has conveyed or transferred or leased all or substantially all of its properties and assets (the successor Person in any such transaction, a “Successor Person”), as the case may be, shall provide the Trustee with an opinion of counsel to the effect that the conditions precedent to such redemption have occurred and a certificate signed by an authorized officer stating that the obligation to pay Additional Amounts cannot be avoided by taking measures that the Issuer, the applicable Guarantor or the Successor Person, as the case may be, believes are commercially reasonable.

Optional Redemption; Clean-up Call

Prior to February 29, 2032 (three months prior to their maturity date) (the “Par Call Date”), the Issuer may redeem the Notes at its option, in whole or in part, at any time and from time to time, at a redemption price (expressed as a percentage of principal amount and rounded to three decimal places) equal to the greater of:

(1)(a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the Notes matured on the Par Call Date) on an annual basis (ACTUAL/ACTUAL (ICMA)) at the applicable comparable government bond rate, plus 25 basis points less (b) interest accrued to the date of redemption, and

(2)(2) 100% of the principal amount of the Notes to be redeemed,

plus, in either case, accrued and unpaid interest thereon to, but excluding, the redemption date.

On or after the Par Call Date, the Issuer may redeem the Notes, in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest thereon to the redemption date.

“comparable government bond” means, in relation to any comparable government bond rate calculation, at the discretion of an independent investment bank selected by the Issuer, a German federal government bond whose maturity is closest to the maturity of the Notes to be redeemed (assuming that such Notes to be redeemed matured on the applicable Par Call Date), or if such independent investment bank in its discretion determines that such similar bond is not in issue, such other German federal government bond as such independent investment bank may, with the advice of three brokers of, and/or market makers in, German federal government bonds selected by the Issuer, determine to be appropriate for determining the comparable government bond rate.

“comparable government bond rate” means the yield to maturity, expressed as a percentage (rounded to three decimal places, with 0.0005 being rounded upwards), on the third business day prior to the date fixed for redemption, of the comparable government bond (as defined above) on the basis of the middle market price of the comparable government bond prevailing at 11:00 a.m. (London time) on such business day as determined by an independent investment bank selected by the Issuer.

The Issuer’s actions and determinations in determining the redemption price shall be conclusive and binding for all purposes, absent manifest error.

Notice of any foregoing redemption will be mailed or electronically delivered (or otherwise transmitted in accordance with the depositary’s procedures) at least 10 days but not more than 60 days before the redemption date to each holder of Notes to be redeemed which, in the case of global notes, will be the common depositary. Any redemption or notice of any redemption may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not limited to, completion of an equity offering, other offering, issuance of indebtedness or other transaction or event.

In the case of a partial redemption, selection of the Notes for redemption will be made (i) in the case of global notes, pursuant to the applicable procedures of Euroclear or Clearstream, as applicable; and (ii) in the case of certificated Notes, pro rata, by lot or by such other method as the Trustee in consultation with the Issuer deems appropriate and fair. No Notes of a principal amount of €100,000 or less will be redeemed in part. If any Note is to be redeemed in part only, the notice of redemption that relates to the Note will state the portion of the principal amount of the Note to be redeemed. Except in the case of global notes, a new Note in a principal amount equal to the unredeemed portion of the Note will be issued in the name of the holder of the Note upon surrender for cancellation of the original Note. In the case of global notes, Euroclear or Clearstream, as applicable, will determine the allocation of the redemption price among beneficial owners in such global notes

in accordance with their applicable policies and procedures. Neither the Trustee nor the Registrar nor the paying agent will be liable for any selections made in accordance with this paragraph.

The Issuer may also, at any time, purchase the Notes in the open market, pursuant to a tender offer or otherwise and at any price. In the event that the Issuer has redeemed or purchased and cancelled the Notes equal to or greater than 75% of the aggregate principal amount of the Notes initially issued, the Issuer may redeem, in whole, but not in part, the remaining Notes on not less than 30 nor more than 60 days prior notice, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, together with accrued and unpaid interest on those notes to, but excluding, the date fixed for redemption.

Unless the Issuer defaults in payment of the redemption price, on and after the redemption date interest will cease to accrue on the Notes or portions thereof called for redemption.

Governing Law

The indenture is, and the Notes are, governed by, and construed in accordance with, the laws of the State of New York.

Relationship with the Trustee

The Issuer and the Guarantors have commercial deposits and custodial arrangements with Deutsche Bank Trust Company Americas (“Deutsche Bank”) or its affiliates and may have borrowed money from Deutsche Bank or its affiliates in the normal course of business. The Issuer and the Guarantors may enter into similar or other banking relationships with Deutsche Bank or its affiliates in the future in the normal course of business. Deutsche Bank may also act as trustee with respect to other debt securities issued by the Issuer and the Guarantors.

Offers to Purchase; Open Market Purchases

Neither the Issuer nor any of the Guarantors is required to make any sinking fund payments or any offers to purchase with respect to the Notes or the Guarantees. The Issuer or the Guarantors may at any time and from time to time purchase Notes in the open market or otherwise.

Certain Covenants

Pursuant to the indenture, the Issuer and each of the Guarantors have covenanted and agreed as follows.

Offer to Repurchase upon Change of Control Triggering Event

The indenture provides that, upon the occurrence of a Change Of Control Triggering Event, unless the Issuer has exercised its right to redeem the Notes in accordance with their terms, each holder of the Notes will have the right to require the Issuer to purchase all or a portion of such holder’s Notes pursuant to the offer described below (the “Change of Control Offer”), at a purchase price equal to 101% of the principal amount thereof plus accrued and unpaid interest, if any, to the date of purchase, subject to the rights of holders of the Notes on the relevant record date to receive interest due on the relevant interest payment date.

Within 30 days following the date upon which the Change of Control Triggering Event occurred, or at the Issuer’s option, prior to any Change of Control but after the public announcement of the pending Change of Control, the Issuer will be required to send, by first class mail, a notice to each holder of the Notes, with a copy to the Trustee, which notice will govern the terms of the Change of Control Offer. Such notice will state, among other things, the purchase date, which must be no earlier than 30 days nor later than 60 days from the date such notice is mailed, other than as may be required by law (the “Change of Control Payment Date”). The notice, if mailed prior to the date of consummation of the Change of Control, will state that the Change of

Control Offer is conditioned on the Change of Control being consummated on or prior to the Change of Control Payment Date. Holders of Notes electing to have Notes purchased pursuant to a Change of Control Offer will be required to surrender their Notes, with the form entitled “Option of Holder to Elect Purchase” on the reverse of the Note completed, to the Trustee at the address specified in the notice, or transfer their Notes to the Trustee by book-entry transfer pursuant to the applicable procedures of the Trustee, prior to the close of business on the third Business Day prior to the Change of Control Payment Date.

The Issuer will not be required to make a Change of Control Offer if a third party makes such an offer in the manner, at the times and otherwise in compliance with the requirements for such an offer made by the Issuer and such third party purchases all corresponding Notes properly tendered and not withdrawn under its offer.

The definition of Change of Control includes a phrase relating to the direct or indirect sale, lease, transfer, conveyance or other disposition of “all or substantially all” of our assets and the assets of our subsidiaries taken as a whole. Although there is a limited body of case law interpreting the phrase “substantially all,” there is no precise, established definition of the phrase under applicable law. Accordingly, the applicability of the requirement that the Issuer offer to repurchase the Notes as a result of a sale, lease, transfer, conveyance or other disposition of less than all of our assets and the assets of our subsidiaries taken as a whole to another “person” (as such terms is used in Section 13(d)(3) of the Exchange Act) may be uncertain.

Limitation on Liens

Pursuant to the indenture, for so long as any of the Notes or any of the Guarantees are outstanding, Amcor will not, and will not permit any Subsidiary to, create, assume, incur, issue or otherwise have outstanding any Lien upon, or with respect to, any of the present or future business, property, undertaking, assets or revenues (including, without limitation, any Equity Interests and uncalled capital), whether now owned or hereafter acquired (together, “assets”) of Amcor or such Subsidiary, to secure any Indebtedness, unless the Notes and applicable Guarantees are secured by such Lien equally and ratably with (or prior to) such Indebtedness, except for the following, to which this covenant shall not apply:

(a) Liens on assets securing Indebtedness of Amcor or such Subsidiary outstanding on the date of the indenture;

(b) Liens on assets securing Indebtedness owing to Amcor or any Subsidiary (other than a Project Subsidiary);

(c) Liens existing on any asset prior to the acquisition of such asset by Amcor or any Subsidiary after the original issue date of the Notes,providedthat (i) such Lien has not been created in anticipation of such asset being so acquired, (ii) such Lien shall not apply to any other asset of Amcor or any Subsidiary, other than to proceeds and products of, and, in the case of any assets other than Equity Interests, after-acquired property that is affixed or incorporated into, the assets covered by such Lien on the date of such acquisition of such assets, (iii) such Lien shall secure only the Indebtedness secured by such Lien on the date of such acquisition of such asset and (iv) such Lien shall be discharged within one year of the date of acquisition of such asset or such later date as may be the date of the maturity of the Indebtedness that such Lien secures if such Indebtedness is fixed interest rate indebtedness that provides a commercial financial advantage to Amcor and the Subsidiaries;

(d) Liens on any assets of a Person that becomes a Subsidiary (or of any Person not previously a Subsidiary that is merged or consolidated with or into a Subsidiary) after the original issue date of the Notes that existed prior to the time such Person becomes a Subsidiary (or is so merged or consolidated),providedthat (i) such Lien has not been created in anticipation of such Person becoming a Subsidiary (or such merger or consolidation), (ii) such Lien shall not apply to any other asset of Amcor or any Subsidiary, other than to proceeds and products of, and, in the case of any assets other than Equity Interests, after-acquired property that is affixed or incorporated into, the assets covered by such Lien on the date such Person becomes a Subsidiary (or is so merged or consolidated), (iii) such Lien shall secure only the Indebtedness secured by such Lien on the date such Person becomes a Subsidiary (or is so merged or consolidated) and (iv) such Lien shall be

discharged within one year of the date such Person becomes a Subsidiary (or is so merged or consolidated) or such later date as may be the date of the maturity of the Indebtedness that such Lien secures if such Indebtedness is fixed interest rate indebtedness that provides a commercial financial advantage to Amcor and the Subsidiaries;

(e) Liens created to secure Indebtedness, directly or indirectly, incurred for the purpose of purchasing Equity Interests or other assets (other than real or personal property of the type contemplated by clause (f) below),providedthat (i) such Lien shall secure only such Indebtedness incurred for the purpose of purchasing such assets, (ii) such Lien shall apply only to the assets so purchased (and to proceeds and products of, and, in the case of any assets other than Equity Interests, any subsequently after- acquired property that is affixed or incorporated into, the assets so purchased) and (iii) such Lien shall be discharged within two years of such Lien being granted;

(f) Liens created to secure Indebtedness incurred for the purpose of acquiring or developing any real or personal property or for some other purpose in connection with the acquisition or development of such property,providedthat (i) such Lien shall secure only such Indebtedness, (ii) such Lien shall not apply to any other assets of Amcor or any Subsidiary, other than to proceeds and products of, and after-acquired property that is affixed or incorporated into, the property so acquired or developed and (iii) the rights of the holder of the Indebtedness secured by such Lien shall be limited to the property that is subject to such Lien, it being the intention that the holder of such Lien shall not have any recourse to Amcor or any Subsidiaries personally or to any other property of Amcor or any Subsidiary;

(g) Liens for any borrowings from any financial institution for the purpose of financing any import or export contract in respect of which any part of the price receivable is guaranteed or insured by such financial institution carrying on an export credit guarantee or insurance business,providedthat (i) such Lien applies only to the assets that are the subject of such import or export contract and (ii) the amount of Indebtedness secured thereby does not exceed the amount so guaranteed or insured;

(h) Liens for Indebtedness from an international or governmental development agency or authority to finance the development of a specific project,providedthat (i) such Lien is required by applicable law or practice and (ii) the Lien is created only over assets used in or derived from the development of such project;

(i) any Lien created in favor of co-venturers of Amcor or any Subsidiary pursuant to any agreement relating to an unincorporated joint venture,providedthat (i) such Lien applies only to the Equity Interests in, or the assets of, such unincorporated joint venture and (ii) such Lien secures solely the payment of obligations arising under such agreement;

(j) Liens over goods and products, or documents of title to goods and products, arising in the ordinary course of business in connection with letters of credit and similar transactions,providedthat such Liens secure only the acquisition cost or selling price (and amounts incidental thereto) of such goods and products required to be paid within 180 days;

(k) Liens arising by operation of law in the ordinary course of business of Amcor or any Subsidiary;

(l) Liens created by Amcor or any Subsidiary over a Project Asset of Amcor or such Subsidiary,providedthat such Lien secures only (i) in the case of a Lien over assets referred to in clause (a) of the definition of Project Assets, Limited Recourse Indebtedness incurred by Amcor or such Subsidiary or (ii) in the case of a Lien over Equity Interests referred to in clause (b) of the definition of Project Assets, Limited Recourse Indebtedness incurred by the direct Subsidiary of Amcor or such Subsidiary;

(m) Liens arising under any netting or set-off arrangement entered into by Amcor or any Subsidiary in the ordinary course of its banking arrangements for the purpose of netting debit and credit balances of Amcor or any Subsidiary;

(n) Liens incurred in connection with any extension, renewal, replacement or refunding (together, a “refinancing”) of any Lien permitted in clauses (a) through (m) above and any successive refinancings thereof permitted by this clause (n) (each an “Existing Security”),providedthat (i) such Liens do not extend to any asset that was not expressed to be subject to the Existing Security, (ii) the principal amount of Indebtedness secured by such Liens does not exceed the principal amount of Indebtedness that was outstanding and secured by the Existing Security at the time of such refinancing and (iii) any refinancing of an Existing Security incurred in accordance with clauses (c) through (e) above (and any subsequent refinancings thereof permitted by this clause (n)) will not affect the obligation to discharge such Liens within the time frames that applied to such Existing Security at the time it was first incurred (as specified in the applicable clause);

(o) any Lien arising as a result of a Change in Lease Accounting Standard; and

(p) other Liens by Amcor or any Subsidiary securing Indebtedness,providedthat, immediately after giving effect to the incurrence or assumption of any such Lien or the incurrence of any Indebtedness secured thereby, the aggregate principal amount of all outstanding Indebtedness of Amcor and any Subsidiary secured by any Liens pursuant to this clause (p) shall not exceed 10% of Total Tangible Assets at such time.

There are no restrictions in the indenture limiting the amount of unsecured Indebtedness that Amcor or any of its Subsidiaries may have outstanding at any time.

Consolidation, Merger and Sale of Assets

The indenture provides that for so long as any of the Notes of any series issued thereunder or Guarantees thereunder are outstanding, neither the Issuer nor any applicable Guarantor may consolidate with or merge into any other Person that is not the Issuer or an applicable Guarantor, or convey, transfer or lease all or substantially all of its properties and assets to any Person that is not the Issuer or an applicable Guarantor, unless:

(1) any Person formed by such consolidation or into which the Issuer or such Guarantor, as the case may be, is merged or to whom the Issuer or such Guarantor, as the case may be, has conveyed, transferred or leased all or substantially all of its properties and assets is a corporation, partnership or trust organized and validly existing under the laws of its jurisdiction of organization, and such Person either is the Issuer or any other applicable Guarantor or assumes by supplemental indenture the Issuer’s or such Guarantor’s obligations, as the case may be, on such Notes or such Guarantees, as applicable, and under the indenture (including any obligation to pay any Additional Amounts);

(2) immediately after giving effect to the transaction and treating any Indebtedness which becomes an obligation of the Issuer or any applicable Guarantor as a result of such transaction as having been incurred at the time of such transaction, no Event of Default, and no event which, after notice or lapse of time or both, would become an Event of Default, shall have happened and be continuing;

(3) any such Person not incorporated or organized and validly existing under the laws of the United States, any State thereof or the District of Columbia, Jersey, the Commonwealth of Australia or the United Kingdom or any state or territory thereof shall expressly agree by a supplemental indenture:

(a) to indemnify the holder of each such Note and each beneficial owner of an interest therein against (X) any tax, duty, assessment or other governmental charge imposed on such holder or beneficial owner or required to be withheld or deducted from any, payment to such holder or beneficial owner as a consequence of such consolidation, merger, conveyance, transfer or lease, and (Y) any costs or expenses of the act of such consolidation, merger, conveyance, transfer or lease; and

(b) that all payments pursuant to such Notes or such Guarantees in respect of the principal of and any premium and interest on such Notes, as the case may be, shall be made without withholding or deduction for, or on account of, any present or future taxes, duties, assessments or governmental charges of whatever nature imposed or levied by or on behalf of the jurisdiction of organization or residency of such Person or

any political subdivision or taxing authority thereof or therein, unless such taxes, duties, assessments or governmental charges are required by such jurisdiction or any such subdivision or authority to be withheld or deducted, in which case such Person will pay such additional amounts (“Successor Additional Amounts”) as will result (after deduction of such taxes, duties, assessments or governmental charges and any additional taxes, duties, assessments or governmental charges payable in respect of such) in the payment to each holder or beneficial owner of a Note of such series of the amounts which would have been received pursuant to such Notes or such Guarantees, as the case may be, had no such withholding or deduction been required, subject to the same exceptions as would apply with respect to the payment by the Issuer or the applicable Guarantors of Additional Amounts in respect of such Notes or such Guarantees (substituting the jurisdiction of organization of such Person for any Relevant Jurisdiction) (see “Payment of Additional Amounts”); and

(4) certain other conditions are met.

The foregoing provisions would not necessarily afford holders of the Notes protection in the event of highly leveraged or other transactions involving the Issuer or the applicable Guarantors that may adversely affect holders of the Notes.

Events of Default

An “Event of Default” is defined in the indenture, with respect to the Notes, as:

(a) a default in the payment of any principal of, or any premium on, the Notes when due, whether at maturity, upon redemption, pursuant to a Change of Control Offer or otherwise and, provided that if such default is caused solely by technical or administrative error, the continuance of such default for a period of three Business Days;

(b) a default in the payment of any interest or any Additional Amounts due and payable on the Notes and the continuance of such default for a period of 30 days;

(c) a default in the performance or breach of any other covenant, obligation or agreement of the Issuer or any Guarantor in the indenture with respect to the Notes or applicable Guarantee and the continuance of such default or breach for a period of 90 days, after written notice of such default has been given by the Trustee or the holders of at least 25% in aggregate principal amount of the Notes outstanding;

(d) (i) any Indebtedness in an aggregate principal amount of at least $150,000,000 (or its equivalent in any other currency or currencies) of the Issuer, any applicable Guarantor or any applicable Principal Subsidiary becomes due and is required to be paid prior to its contractual maturity date by reason of any event of default or acceleration (however described), (ii) the Issuer, any applicable Guarantor or any applicable Principal Subsidiary fails (after the expiration of any applicable grace period) to make any payment in respect of any Indebtedness in an aggregate principal amount of at least $150,000,000 (or its equivalent in any other currency or currencies) on the due date for payment, (iii) any security given by the Issuer, any applicable Guarantor or any applicable Principal Subsidiary for any Indebtedness in an aggregate principal amount of at least $150,000,000 (or its equivalent in any other currency or currencies) is enforced or (iv) default is made (after the expiration of any applicable grace period) by the Issuer, any applicable Guarantor or any applicable Principal Subsidiary for any Indebtedness in an aggregate principal amount of at least $150,000,000 (or its equivalent in any other currency or currencies) in making any payment due under any Guarantee and/or indemnity given by it in relation to any Indebtedness in an aggregate principal amount of at least $150,000,000 (or its equivalent in any other currency or currencies), unless such Indebtedness is discharged or an event of default or acceleration related to such Indebtedness is waived or rescinded, as applicable;

(e) one or more judgments for the payment of money in an aggregate amount in excess of $150,000,000 (or its equivalent in any other currency or currencies), shall be rendered against the Issuer, any applicable Guarantor or any applicable Principal Subsidiary or any combination thereof and the same shall remain

unsatisfied or undischarged for a period of 30 consecutive days, during which execution shall not be effectively stayed, or any action shall be legally taken by a judgment creditor to attach or levy upon assets of Amcor or any applicable Principal Subsidiary to enforce such judgment;

(f) any applicable Guarantee is held to be unenforceable or invalid in a judicial proceeding or is claimed in writing by the Issuer or any applicable Guarantor not to be valid or enforceable, or any applicable Guarantee is denied or disaffirmed in writing by the Issuer or any applicable Guarantor, except, in each case, as permitted in accordance with the terms of such indenture; and

(g) certain events of bankruptcy or insolvency with respect to the Issuer, any applicable Guarantor or any applicable Principal Subsidiary, as more fully set out in the indenture.

If an Event of Default (other than certain events of bankruptcy or insolvency) with respect to the Notes occurs and is continuing, then and in every such case the Trustee or the holders of not less than 25% in aggregate principal amount of the outstanding Notes may declare the principal amount of such Notes to be due and payable immediately, by a notice in writing to the Issuer with a copy to the applicable Guarantors (and to the Trustee if given by holders). Upon such a declaration, such principal amount and any accrued interest shall become immediately due and payable. If certain Events of Default triggered by certain events of bankruptcy or insolvency occur and are continuing, the principal of, Additional Amounts, if any, and any accrued interest on the Notes then outstanding shall become immediately due and payable;provided, however,that any time after a declaration of acceleration with respect to the Notes has been made and before a judgment for payment of money has been obtained by the Trustee, the holders of a majority in principal amount of the Notes at the time outstanding may, under certain circumstances, rescind and annul such acceleration if all Events of Default with respect to the Notes, other than the non-payment of the accelerated principal or interest, have been cured or waived as provided in the indenture and certain other actions have been taken by the Issuer or an applicable Guarantor.

The foregoing provision shall be without prejudice to the rights of each individual holder to initiate an action against the Issuer or the applicable Guarantors for payment of any principal, Additional Amounts, and/or interest past due on any corresponding debt securities, as the case may be.

Subject to the provisions of the indenture relating to the duties of the Trustee, in case an Event of Default shall occur and be continuing, the Trustee will be under no obligation to exercise any of its rights or powers under the indenture at the request or direction of any of the holders of the Notes, unless among other things, such holders shall have offered to the Trustee indemnity satisfactory to the Trustee. Subject to such provisions for the indemnification of the Trustee, the holders of a majority in aggregate principal amount of the outstanding Notes will have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect of the Notes.

No holder of Notes will have any right to institute any proceeding, judicial or otherwise, with respect to the indenture, or for the appointment of a receiver or a trustee, or for any other remedy thereunder (in each case to the extent otherwise permitted by applicable law), unless:

(a) such holder has previously given to the Trustee written notice of a continuing Event of Default with respect to the Notes;

(b) the holders of at least 25% in aggregate principal amount of the outstanding Notes have made a written request, and such holder or holders have offered indemnity satisfactory to the Trustee to institute such proceeding on behalf of the holders; and

(c) the Trustee has failed to institute such proceeding, and has not received from the holders of a majority in aggregate principal amount of the outstanding Notes a direction inconsistent with such request, within 60 days after receipt of such notice, request and offer.

Such limitations do not apply, however, to a suit instituted by a holder of Notes for the enforcement of payment of the principal of or interest on such Notes on or after the applicable due date specified in such Notes.

Modification and waiver

There are three types of changes the Issuer can make to the indenture and the Notes.

Changes requiring unanimous approval

First, there are the following changes, which the Issuer cannot make to the Notes or the indenture without the specific consent of the holder of each Note affected thereby:

•Change the stated maturity of, or any installment of, the principal, premium (if any) or interest on the Notes or the rate of interest on the Notes or change the Issuer’s obligation to pay Additional Amounts on the Notes, as described above under the section entitled “Payment of Additional Amounts.”

•Change the place or currency of payment on the Notes.

•Impair the ability of any holder of the Notes to sue for payment.

•Reduce the amount of principal payable upon acceleration of the maturity of the Notes following an Event of Default.

•Reduce any amounts due on the Notes.

•Reduce the aggregate principal amount of the Notes the consent of the holders of which is needed to modify or amend the indenture.

•Reduce the aggregate principal amount of the Notes the consent of the holders of which is needed to waive compliance with certain provisions of the indenture or to waive certain defaults.

•Modify in a way that adversely affects holders any other aspect of the provisions dealing with modification or waiver under the indenture.

•Modify in a way that adversely affects holders the terms and conditions of the applicable Guarantors’ payment obligations (including with respect to Additional Amounts) under the Notes.

•Waive a default or an Event of Default in the payment of principal of, or interest or premium, if any, on the Notes (except a rescission of acceleration of the Notes by the holders of at least a majority in aggregate principal amount of the outstanding Notes, and a waiver of the payment default that resulted from such acceleration).

•Subordinate the Notes or the Guarantees thereof to any other obligation of the Issuer or any of the applicable Guarantors.

•Release any applicable Guarantee (other than in accordance with the indenture).

•Change any of the provisions set forth above requiring the consent of the holders of the Notes.

Changes requiring majority approval

With the consent of the holders of not less than a majority in aggregate principal amount of the outstanding Notes affected thereby, the Issuer and the Trustee may modify the indenture or the Notes for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of the indenture or of modifying in any manner the rights of the holders of such Notes; provided that the Issuer cannot obtain a waiver of a payment default or any change in respect of the indenture or the Notes listed under “Changes requiring unanimous approval” without the consent of each holder of the Notes to such waiver or change.

Changes not requiring approval

The third type of change does not require any vote or consent by holders of the Notes. This type is limited to clarifications and certain other changes as specified in the indenture that would not adversely affect holders of the Notes in any material respect.

Further details concerning voting / consenting

When taking a vote or obtaining a consent, the Issuer will use the principal amount that would be due and payable on the voting date, if the maturity of the corresponding Notes were accelerated to that date because of an Event of Default.

Notes will not be considered outstanding, and therefore not eligible to vote, if the Issuer has deposited or set aside in trust for you money for their payment or redemption, or if such Notes have been cancelled by the Trustee or delivered to the Trustee for cancellation.

The Issuer will generally be entitled to set any day as a record date for the purpose of determining the holders of outstanding Notes that are entitled to vote or take other action under the indenture. In certain limited circumstances, the Trustee will be entitled to set a record date for action by holders of the Notes. If the Issuer or the Trustee sets a record date for a vote or other action to be taken by holders of the Notes, that vote or action may be taken only by persons who are holders of such Notes on the record date and must be taken within 180 days following the record date or a shorter period that the Issuer may specify (or as the Trustee may specify, if it set the record date). The Issuer may shorten or lengthen (but not beyond 180 days) this period from time to time.

Satisfaction and discharge

The indenture will be discharged and will cease to be of further effect as to all debt securities issued thereunder, when:

•either:

oall debt securities under the indenture that have been authenticated and delivered, except lost, stolen or destroyed debt securities under the indenture that have been replaced or paid and applicable series of debt securities for whose payment money has been deposited in trust and thereafter repaid to the Issuer or discharged from such trust, have been delivered to the Trustee for cancellation; or

oall debt securities under the indenture that have not been delivered to the Trustee for cancellation (i) have become due and payable by reason of the mailing of a notice of redemption or otherwise, (ii) will become due and payable at their stated maturity within one year or (iii) are to be called for redemption within one year, and, in each case the Issuer has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust solely for the benefit of the holders of such debt securities, cash in US dollars, not-callable U.S. Government Obligations, or a combination thereof, in amounts as will be sufficient without consideration of any reinvestment of interest, to pay and discharge the entire indebtedness on the applicable series of debt securities not delivered to the Trustee for cancellation, for principal, premium, if any, and accrued interest to the maturity date or redemption date, as the case may be;

•no default or Event of Default has occurred and is continuing on the date of the deposit or will occur as a result of the deposit and the deposit will not result in a breach or violation of, or constitute a default under, any other instrument to which the Issuer is a party or by which the Issuer is bound;

•the Issuer has paid or caused to be paid all sums payable by it under the indenture including all amounts due and payable to the Trustee; and

•the Issuer has delivered irrevocable instructions to the Trustee under the indenture to apply the deposited money toward the payment of the applicable series of debt securities at its maturity date or redemption date, as the case may be.

In addition, the Issuer must deliver to the Trustee an officers’ certificate of one of its responsible officers and an opinion of counsel reasonably acceptable to the Trustee stating that all conditions precedent to satisfaction and discharge have been satisfied.

Defeasance and covenant defeasance

The indenture provides that the Issuer and the Guarantors, at the Issuer’s or the applicable Guarantor(s)’s option with respect to the Notes and the Guarantees:

(1)will be deemed to have been discharged from their respective obligations in respect of the Notes (except for certain obligations to register the transfer of or exchange the Notes, to replace stolen, lost, destroyed or mutilated Notes upon satisfaction of certain requirements (including, without limitation; providing such security or indemnity as the Trustee, the Issuer or the applicable Guarantors may require) and except obligations to pay all amounts due and owing to the Trustee under the indenture), to maintain paying agents and to hold certain moneys in trust for payment); or

(2)need not comply with certain restrictive covenants of the indenture (including those described under “ Certain Covenants - Limitation on Liens” and “Certain Covenants - Consolidation, merger and sale of assets”),

in each case if the Issuer or the applicable Guarantors deposit in trust with the Trustee (i) money in an amount, (ii) U.S. Government Obligations that through the scheduled payment of principal and interest in respect of the Notes in accordance with their terms will provide, not later than one day before the due date of any payment, money in an amount or (iii) a combination thereof, in each case sufficient to pay all the principal of, and any premium and interest (and any Additional Amounts then known) on the Notes, on the dates such payments are due in accordance with the terms of the indenture.

In the case of discharge pursuant to clause (1) above, the Issuer or the applicable Guarantors, as the case may be, is required to deliver to the Trustee an opinion of counsel stating that (a) the Issuer or the applicable Guarantors, as the case may be, has received from, or there has been published by, the IRS, a ruling or (b) since the original issue date of the Notes, there has been a change in the applicable U.S. federal income tax law, in either case to the effect that the holders of the Notes will not recognize gain or loss for U.S. federal income tax purposes as a result of the exercise of the option under clause (1) above and will be subject to federal income tax on the same amount and in the same manner and at the same times as would have been the case if such option had not been exercised. In the case of discharge pursuant to clause (2) above, the Issuer or the applicable Guarantors, as the case may be, is required to deliver to the Trustee an opinion of counsel stating that the holders of the Notes will not recognize gain or loss for U.S. federal income tax purposes as a result of the exercise of the option under clause (2) above and will be subject to U.S. federal income tax on the same amount, in the same manner and at the same times as would have been the case if such option had not been exercised.

Fraudulent Conveyance or Transfer and Other Considerations

Australia

Under Australian insolvency laws, a guarantee or payment under a guarantee may be set aside (subject to certain defences) if the guarantor is being wound up and the guarantee or payment is found by a court, on the application of the guarantor’s liquidator, to be an “insolvent transaction.” A transaction of a guarantor is an insolvent transaction if (a) the guarantor was insolvent (unable to pay its debts as they become due) at the time of the transaction or at the time of an act or omission made for the purpose of giving effect to it or became insolvent because of such transaction or act or omission and (b) the transaction is an “unfair preference” given by the guarantor to a creditor or an “uncommercial transaction” of the guarantor.

An “unfair preference” is given by a company to a creditor if a transaction to which the company and the creditor are parties results in the creditor receiving from the company, in respect of an unsecured debt that the company owes to the creditor, more than the creditor would otherwise receive from the company if it were to prove for the debt in a winding up.

An “uncommercial transaction” under the Australian Act is one which a reasonable person in the company’s position would not have entered into, having regard to (i) the benefits, if any, realized by such guarantor of issuing such guarantee, (ii) the detriment to such guarantor of issuing such guarantee, (iii) the respective benefits realized by other parties to the transaction, and (iv) any other relevant matter.

A liquidator is empowered to challenge any insolvent transaction if it was entered into, or an act was done for the purpose of giving effect to it, by the company in the six months ending on the relation backday (which will usually be the date on which any application to the court to wind-up the company was made or where immediately before the winding up order was made the company was under administration, the date of commencement of the administration). Any insolvent transaction which is also an uncommercial transaction of the company may be challenged if it was entered into, or an act was done for the purpose of giving effect to it, by the company in the two years ending on the relation back day. Where a related entity of the company is a party to the insolvent transaction, the period of challenge is four years ending on the relation back day. If the transaction were entered into for a purpose including the purpose of defeating, delaying or interfering with the rights of any or all of the creditors of the company on a winding up, the period of challenge is ten years.

In addition, rights of recovery under the guarantee may be limited in the event the guarantor goes into external administration and/or executes a deed of company arrangement (a “DOCA”). There are a number of moratoria vis-à- vis a company in administration including, for example, limitations on the commencement or continuation of proceedings against the company.

A DOCA binds all creditors of the company, so far as it concerns claims arising on or before the day specified in the deed. Accordingly, in the event that a guarantor enters into a DOCA, noteholders may lose their right to bring a claim against the guarantor and be left with a right to prove any claim against a fund established under a DOCA, which may not be sufficient to satisfy the guarantee.

In addition, an Australian company may enter into a scheme of arrangement with its creditors or a class of its creditors under section 411 of the Australian Act. The terms of a scheme will be binding on all relevant members of the class if approved at a meeting of the relevant class of creditors at which more than 50% by number and 75% by value of creditors present and voting vote in favor of the scheme, and the scheme is subsequently approved by an order of the court. Accordingly, in the event that the guarantor enters into a scheme of arrangement with its creditors, the rights of noteholders to bring a claim against the guarantor may be affected.

Companies not incorporated in Australia can also be subject to the aforementioned Australian insolvency law in certain circumstances.

United States

Under United States bankruptcy law and comparable provisions of state fraudulent transfer laws, a guarantee can be voided, or claims under a guarantee may be subordinated to all other debts of that guarantor if, among other things, the guarantor, at the time it incurred the indebtedness evidenced by its guarantee:

•intended to hinder, delay or defraud any present or future creditor or received less than reasonably equivalent value or fair consideration for the incurrence of the guarantee;

•was insolvent or rendered insolvent by reason of such incurrence;

•was engaged in a business or transaction for which the guarantor’s remaining assets constituted unreasonably small capital; or

•intended to incur, or believed that it would incur, debts beyond its ability to pay those debts as they mature.

In addition, any payment by that guarantor under a guarantee could be voided and required to be returned to the guarantor or to a fund for the benefit of the creditors of the guarantor.

The measures of insolvency for purposes of fraudulent transfer laws vary depending upon the governing law. Generally, a guarantor would be considered insolvent if:

•the sum of its debts, including contingent liabilities, was greater than the fair saleable value of all of its assets;

•the present fair saleable value of its assets was less than the amount that would be required, to pay its probable liability on its existing debts, including contingent liabilities, as they become absolute and mature; or

•it could not pay its debts as they become due.

Jersey

Under Article 17 of the Bankruptcy (Désastre) (Jersey) Law 1990, as amended (the “Jersey Bankruptcy Law”) and Article 176 of the Companies (Jersey) Law 1991 (the “Jersey Companies Law”), the court may, on the application of the Viscount of Jersey (in the case of a company whose property has been declared “en désastre”) or liquidator (in the case of a creditors’ winding up, a procedure which is instigated by shareholders not creditors), set aside a guarantee entered into by a company with any person at an undervalue. There is a five year look back period from the date of commencement of the winding up or declaration of “désastre” during which guarantees are susceptible to examination pursuant to this rule. If the court determines that the transaction was a transaction at an undervalue, the court can make such order as it thinks fit to restore the position to what it would have been in if the transaction had not been entered into. In any proceedings, it is for the Viscount of Jersey or liquidator to demonstrate that the Jersey company was insolvent unless a beneficiary of the transaction was a connected person or associate of the company, in which case there is a presumption of insolvency and the connected person must demonstrate the Jersey company was not insolvent when it entered the transaction in such proceedings.

Under Article 17A of the Jersey Bankruptcy Law and Article 176A of the Jersey Companies Law, the court may, on the application of the Viscount of Jersey (in the case of a company whose property has been declared “en désastre”) or liquidator (in the case of a creditors’ winding up), set aside a preference (including a guarantee) given by the company to any person. There is a 12 month look back period from the date of commencement of the winding up or declaration of “désastre” during which guarantees are susceptible to examination pursuant to this rule.

A guarantee will constitute a preference if it has the effect of putting a creditor of the Jersey company (or a surety or guarantor for any of the company’s debts or liabilities) in a better position (in the event of the company going into an insolvent winding up) than such creditor, guarantor or surety would otherwise have been in had that transaction not been entered into. If the court determines that the guarantee constituted such a preference, the court has very wide powers for restoring the position to what it would have been if that preference had not been given. However, for the court to do so, it must be shown that in deciding to give the preference the Jersey company was influenced by a desire to produce the preferential effect. In any proceedings, it is for the Viscount of Jersey or liquidator to demonstrate that the Jersey company was insolvent at the relevant time and that the company was influenced by a desire to produce the preferential effect, unless the beneficiary of the guarantee was a connected person, in which case there is a presumption that the company was influenced by a desire to produce the preferential effect and the connected person must demonstrate in such proceedings that the company was not influenced by such a desire.

In addition to the Jersey statutory provisions referred to above, there are certain principles of Jersey customary law (for example, a Pauline action) under which dispositions of assets with the intention of defeating creditors’ claims may be set aside.

England and Wales

The relevant English insolvency statutes contain the framework for two main insolvency processes:

(a) administration, which involves a company being placed under the control of a qualified insolvency practitioner known as an administrator; and

(b) liquidation, which involves a company being placed under the control of a qualified insolvency practitioner known as a liquidator.

If a company enters administration or goes into a liquidation process, under English insolvency law there are certain circumstances in which certain transactions (including the grant of security and/or guarantees by a company incorporated under the laws of England and Wales) can be challenged.

Transactions at an undervalue

The administrator or liquidator, as applicable, has certain powers to(among other things)apply to the court for such order as the court sees fit (including an order to set aside any transaction) to restore the position to what it would have been if the company had not entered into a transaction with any person at an “undervalue” (as described in the UK Insolvency Act 1986) if the following conditions are met:

1.The company makes a gift to (or otherwise receives no consideration from) another party, or receives consideration the value of which (in money or money’s worth) is significantly lower than the value of the consideration given by the company.

2.The transaction was entered into at a time in the period of two years ending with the onset of insolvency, (i.e. before the date that the winding-up petition is presented to court (in a compulsory liquidation), the date the company passes the relevant winding-up resolution (in a voluntary liquidation) or, depending on how the company enters administration, either the date on which the court application for an administration order is issued, the date of the notice of intention to appoint an administrator, or, otherwise, the date the appointment of an administrator takes effect).

3.The company was unable to pay its debts at the time of the transaction, or became unable to pay its debts as a result.

A court generally will not intervene and make an order to set a transaction aside, however, if it is satisfied that: (i) the company entered into a transaction in good faith and for the purpose of carrying on its business; and (ii) at the time it did so there were reasonable grounds for believing the transaction would benefit the company.

In addition, if it can be shown that a transaction entered into by a company was made at an undervalue and was made for the purpose of putting assets beyond the reach, or otherwise prejudicing the interests, of persons who might claim against it, then the court may make such order as it thinks fit for restoring the position to what it would have been had the transaction not been entered into (including an order to set aside any transaction) and for protecting the interests of “victims” who would be prejudiced or potentially prejudiced by the transaction. Any person who is such a “victim” of the transaction (with the leave of the court), as well as the administrator or liquidator of the company, may assert such a claim. There is no statutory time limit within which a claim must be made, other than relevant limitation periods, and the company need not be insolvent at the time of the transaction or in liquidation or administration. Further, rights of recovery under a guarantee may be limited in the event the guarantor enters English law administration or liquidation.

Preferences

Additionally, if the liquidator or administrator can show that a “preference” was given by a company at a time in the period of six months ending with the onset of insolvency (or two years if the preference is to a “connected person”), a court can make such order as it see fits to restore the position to what it would have

been had the preference not been given (including an order to set aside any transaction). Generally, a company gives a preference to a person if it does anything or suffers anything to be done which has the effect of putting a person who is one of the company’s creditors, sureties or guarantors in a position which, in the event of the company’s insolvent liquidation, will be better than the position that person would have been in had that thing not been done. A court will not make an order in respect of a preference to a person unless it is satisfied that the company was influenced in deciding to give the preference by a desire to improve that person’s position in the event of the company’s insolvent liquidation than if that thing had not been done, though this desire is presumed where the preference is to a connected person. A court will only make an order in respect of a preference if, at the time of the relevant transaction or preference, the company was insolvent within the meaning of the UK Insolvency Act 1986 (i.e. insolvent on a cash flow or a balance sheet test basis) or became insolvent as a consequence of the transaction or preference.

In any preference proceedings, it is for the administrator or liquidator to demonstrate that a company was insolvent and that there was such influence unless a beneficiary of the transaction was a connected person, in which case the connected persons must demonstrate in such proceedings that there was no such influence. If a court were to find that the guarantee was a preference, the court would have the power to restore the position to what it would have been if that preference had not been given, which could include reducing payments under the guarantee (although there is protection for a third party who enters into one of the transactions in good faith and without notice of the relevant circumstances).

Statutory moratorium

Under administration and liquidation there is an effective moratorium preventing third parties from enforcing the majority of their rights against the company by way of proceedings without the prior consent of the administrator or liquidator, or order of the English Court. If consent or an order is not obtained, noteholders may only be able to enforce their rights via collective insolvency proceedings. It is noted that recoveries from a guarantor in administration or liquidation could be significantly reduced.

The directors of the guarantor can also apply for a standalone moratorium under the UK Insolvency Act 1986 in certain circumstances, which generally has broadly the same effect as the moratorium under administration and liquidation.

CVAs, schemes of arrangement and restructuring plans

Rights under a guarantee could also be compromised by way of an English law company voluntary arrangement (under the UK Insolvency Act 1986), or a scheme of arrangement or restructuring plan (under the UK Companies Act 2006), all of which can be proposed by the guarantor itself (subject to certain threshold requirements being satisfied). As a result of such compromise, noteholders may lose their right to bring a claim against the guarantor and/or only be able to recover a portion of amounts originally recoverable under the guarantee. Specific voting thresholds must be met for each of a company voluntary arrangement, scheme of arrangement and restructuring plan to be implemented, and schemes of arrangement and restructuring plans require prior sanction by the English Court.

Companies not incorporated in England and Wales can also be subject to the aforementioned English law insolvency processes. In very broad terms, (i) administration and the company voluntary arrangement can be used for a foreign company with its centre of main interests (i.e. where the entity conducts the administration of its interests on a regular basis as ascertainable by third parties) in England and Wales and, (ii) liquidation, the standalone moratorium, the scheme of arrangement and the restructuring plan can be used for a foreign company with a sufficient connection to England and Wales (which is generally a lower threshold to meet than the centre of main interests test).

In addition to the English statutory insolvency provisions which we have focused on above, there may well be provisions in English company law, including certain fraud based offences, under which transactions may be set aside and other rights may be exercisable in the event of an English law insolvency process.

Connected Persons

A “connected person” of a company granting a guarantee for the purposes of transactions at an undervalue or preferences is a party who is: (a) a director of the company; (b) a shadow director; (c) an associate of such director or shadow director; or (d) an associate of the relevant company.

A party is associated with an individual if they are: (a) a relative of the individual; (b) the individual’s husband, wife or civil partner; (c) a relative of the individual’s husband, wife or civil partner; (d) the husband, wife or civil partner of a relative of the individual; or (e) the husband, wife or civil partner of a relative of the individual’s husband, wife or civil partner. A party is associated with a company if they are employed by that company. A company is associated with another company if the same person has control of both companies, or a person has control of one and persons who are his associates, or he and persons who are his associates, have control of the other, or if a group of two or more persons has control of each company and the groups either consist of the same persons or could be regarded as consisting of the same persons by treating (in one or more cases) a member of either group as replaced by a person of whom he is an associate.

A person is to be taken as having control of a company if the directors of the company or of another company which has control of it (or any of them) are accustomed to act in accordance with his directions or instructions, or he is entitled to exercise, or control the exercise of, one third or more of the voting power at any general meeting of the company or of another company which has control of it. Where two or more persons together satisfy either of these conditions, they are to be taken as having control of the company.

Certain Definitions

“Accounts” means the consolidated statement of financial position, consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated cash flow statement of the Group, prepared on a consolidated basis in accordance with U.S. GAAP, together with reports (including directors’ reports and, if applicable, auditors’ reports) and notes attached to or intended to be read with any such consolidated financial statements.

“Australian Act” means the Corporations Act 2001 (Cwlth) of Australia.

“Business Day” means any day that is not a Saturday, Sunday or other day on which banking institutions in New York City, United States or London, United Kingdom are authorized or required by law to close and on which the Trans European Automated Real-Time Gross Settlement Express Transfer system (the TARGET2 system), or any successor thereto, is open.

“Change in Lease Accounting Standard” means, and shall be deemed to have occurred, as of the date of effectiveness of the FASB Accounting Standards Codification 842, Leases (or any other United States Accounting Standards Codification having a similar result or effect) (and related interpretations) and, as applicable, the date of effectiveness of the AASB 16 (Leases).

“Change of Control” means the occurrence of any one of the following:

(1)the direct or indirect sale, lease, transfer, conveyance or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of the assets of Amcor and its Subsidiaries taken as a whole to any person (including any “person” as that term is used in Section 13(d)(3) of the Exchange Act) other than to Amcor or one of its Subsidiaries;

(2)the consummation of any transaction (including without limitation, any merger or consolidation) the result of which is that any person (including any “person” as that term is used in Section 13(d)(3) of the Exchange Act) becomes the “beneficial owner” (as defined in Rules 13d-3 and 13d-5 under

the Exchange Act) of more than 50% of the outstanding Voting Stock of Amcor, measured by voting power rather than number of shares;

(3)Amcor consolidates with, or merges with or into, any Person, or any Person consolidates with, or merges with or into, Amcor, in any such event pursuant to a transaction in which any of the Voting Stock of Amcor or such other Person is converted into or exchanged for cash, securities or other property, other than any such transaction where the Voting Stock of Amcor constitute, or are converted into or exchanged for, a majority of the Voting Stock of the surviving Person immediately after giving effect to such transaction;

(4)the first day on which the majority of the members of the board of directors of Amcor cease to be Continuing Directors; or

(5)the adoption of a plan relating to the liquidation or dissolution of Amcor.

“Change of Control Trigger Period” means, with respect to any Change of Control, the period commencing upon the earlier of (i) the occurrence of such Change of Control or (ii) 60 days prior to the date of the first public announcement of such Change of Control (or pending Change of Control) and ending 60 days following consummation of such Change of Control (which Change of Control Trigger Period will be extended following consummation of a Change of Control for so long as any of the Rating Agencies engaged by Amcor or the Issuer has publicly announced that it is considering a possible ratings change).

“Change of Control Triggering Event” means with respect to any Change of Control:

(1)if there are two Rating Agencies engaged by Amcor or the Issuer providing ratings for the Notes issued under the indenture on the first day of the Change of Control Trigger Period with respect to such Change of Control, both Rating Agencies engaged by Amcor or the Issuer cease to rate such Notes Investment Grade during such Change of Control Trigger Period; and

(2)if there are three Rating Agencies engaged by Amcor or the Issuer providing a rating for the Notes issued under the indenture on the first day of the Change of Control Trigger Period with respect to such Change of Control, two or more Rating Agencies engaged by Amcor or the Issuer cease to rate such Notes Investment Grade during such Change of Control Trigger Period.

If there are not at least two Rating Agencies engaged by Amcor or the Issuer providing a rating for the Notes issued under the indenture on the first day of any Change of Control Trigger Period, a Change of Control Triggering Event shall be deemed to have occurred. Notwithstanding the foregoing, no Change of Control Triggering Event will be deemed to have occurred in connection with any particular Change of Control unless and until such Change of Control has actually been consummated.

“Continuing Director” means, as of any date of determination, any member of the board of directors of Amcor who (i) was a member of such board of directors on the date of the issuance of the Notes; or (ii) was nominated for election or elected to such board of directors with the approval of a majority of the Continuing Directors who were members of such board of directors at the time of such nomination or election.

“Default” means any event which is, or after notice or lapse of time or both would become, an Event of Default.

“Equity Interests” means shares of capital stock, partnership interests, membership interests, beneficial interests or other ownership interests, whether voting or nonvoting, in, or interests in the income or profits of, a Person, and any warrants, options or other rights entitling the holder thereof to purchase or acquire any of the foregoing; provided that, prior to the conversion thereof, debt securities convertible into Equity Interests shall not constitute Equity Interests.

“Finance Lease” means a “finance lease” in accordance with U.S. GAAP under FASB Accounting Standards Codification 842, Leases.

“Fitch” means Fitch, Inc., a subsidiary of Fimalac, S.A., and its successors.

“Group” means Amcor and its Subsidiaries, taken as a whole.

“Hedge Agreement” means any agreement with respect to any swap, forward, future or derivative transaction, or any option or similar agreement, involving, or settled by reference to, one or more rates, currencies, commodities, prices of equity or debt securities or instruments, or economic, financial or pricing indices or measures of economic, financial or pricing risk or value, or any similar transaction or combination of the foregoing transactions; provided that any options, rights or shares issued pursuant to any employee share or bonus plan, including any phantom rights or phantom shares, or any similar plans providing for payments only on account of services provided by current or former directors, officers, employees or consultants of Amcor or its Subsidiaries shall not be a Hedge Agreement.

“Indebtedness” means, with respect to any Person, all obligations of such Person, present or future, actual or contingent, in respect of moneys borrowed or raised or otherwise arising in respect of any financial accommodation whatsoever, including (a) amounts raised by acceptance or endorsement under any acceptance credit or endorsement credit opened on behalf of such Person, (b) any Indebtedness (whether actual or contingent, present or future) of another Person that is guaranteed, directly or indirectly, by such Person or that is secured by any Lien on property owned or acquired by such Person, whether or not the Indebtedness secured thereby has been assumed by such Person, (c) the net amount actually or contingently (assuming the arrangement was closed out on the relevant day) payable by such Person under or in connection with any Hedge Agreement, (d) liabilities (whether actual or contingent, present or future) in respect of redeemable preferred Equity Interests in such Person or any obligation of such Person incurred to buy back any Equity Interests in such Person, (e) liabilities (whether actual or contingent, present or future) under Finance Leases for which such Person is liable, (f) any liability (whether actual or contingent, present or future) in respect of any letter of credit opened or established on behalf of such Person, (g) all obligations of such Person in respect of the deferred purchase price of any asset or service and any related obligation deferred (i) for more than 90 days or (ii) if longer, in respect of trade creditors, for more than the normal period of payment for sale and purchase within the relevant market (but not including any deferred amounts arising as a result of such a purchase being contested in good faith), (h) amounts for which such Person may be liable (whether actually or contingently, presently or in the future) in respect of factored debts or the advance sale of assets for which there is recourse to such Person, (i) all obligations of such Person evidenced by debentures, notes, debenture stock, bonds or other financial instruments, whether issued for cash or a consideration other than cash and in respect of which such Person is liable as drawer, acceptor, endorser, issuer or otherwise, (j) obligations of such Person in respect of notes, bills of exchange or commercial paper or other financial instruments and (k) any indebtedness (whether actual or contingent, present or future) for moneys owing under any instrument entered into by such Person primarily as a method of raising finance and that is not otherwise referred to in this definition. The Indebtedness of any Person shall include the Indebtedness of any other Person (including any partnership in which such Person is a general partner) to the extent such Person is liable therefor as a result of such Person’s ownership interest in or other relationship with such other Person, except to the extent the terms of such Indebtedness provide that such Person is not liable therefor.

“Investment Grade” means (i) a rating of Baa3 or better by Moody’s (or its equivalent under any successor rating category of Moody’s); (ii) a rating of BBB - or better by S&P (or its equivalent under any successor rating category of S&P); (iii) a rating of BBB - or better by Fitch (or its equivalent under any successor rating category of Fitch) or (iv) in the event of the Notes being rated by a permitted Substitute Rating Agency, the equivalent of either (i), (ii) or (iii) by such Substitute Rating Agency.

“Lien” means, with respect to any asset, (a) any mortgage, deed or other instrument of trust, lien, pledge, hypothecation, charge, security interest or other encumbrance on, in or of such asset, including any arrangement entered into for the purpose of making particular assets available to satisfy any Indebtedness or other obligation and (b) the interest of a vendor or a lessor under any conditional sale agreement, Finance Lease or capital lease or title retention agreement (other than any title retention agreement entered into with a vendor on normal commercial terms in the ordinary course of business) relating to such asset.

“Limited Recourse Indebtedness” means Indebtedness incurred by Amcor or any Subsidiary to finance the creation or development of a Project or proposed Project of Amcor or such Subsidiary, provided that, as specified in the terms of such Limited Recourse Indebtedness:

a)the Person (the “Relevant Person”) in whose favor such Indebtedness is incurred does not have any right to enforce its rights or remedies (including for any breach of any representation or warranty or obligation) against Amcor or such Subsidiary, as applicable, or against the Project Assets of Amcor or such Subsidiary, as applicable, in each case, except for the purpose of enforcing a Lien that attaches only to the Project Assets and secures an amount equal to the lesser of the value of the Project Assets of Amcor or such Subsidiary, as applicable encumbered by such Lien and the amount of Indebtedness secured by such Lien; and

b)the Relevant Person is not permitted or entitled (i) except as and to the extent permitted by clause (a) above, to enforce any right or remedy against, or demand payment or repayment of any amount from, Amcor or any Subsidiary (including for breach of any representation or warranty or obligation), (ii) except as and to the extent permitted by clause (a) above, to commence or enforce any proceedings against Amcor or any Subsidiary or (iii) to apply to wind up, or prove in the winding up of, Amcor or any Subsidiary, such that the Relevant Person’s only right of recourse in respect of such Indebtedness or such Lien is to the Project Assets encumbered by such Lien.

“Moody’s” means Moody’s Investors Service, Inc., a subsidiary of Moody’s Corporation, and its successors.

“Person” means any individual, corporation, partnership, association, limited liability company, trust, unincorporated organization or government or any agency or political subdivision thereof.

“Principal Subsidiary” means, as of any date, any Subsidiary (including any successor Person of such Subsidiary) that (a) accounts for greater than 5% of the consolidated total assets of Amcor and its Subsidiaries as of such date, determined in accordance with U.S. GAAP, or (b) accounted for greater than 5% of the consolidated revenues of the Amcor and its Subsidiaries for the immediately preceding financial year of the Amcor, determined in accordance with U.S. GAAP.

“Project” means any project or development undertaken or proposed to be undertaken by Amcor or any Subsidiary involving (a) the acquisition of assets or property, (b) the development of assets or property for exploitation or (c) the acquisition and development of assets or property for exploitation.

“Project Assets” means (a) any asset or property of Amcor or any Subsidiary relating to the creation or development of a Project or proposed Project of Amcor or such Subsidiary, including any assets or property of Amcor or such Subsidiary, as applicable, derived from, produced by or related to such Project and (b) any fully paid shares or other Equity Interests in any Subsidiary that are held by the direct parent company of such Subsidiary, provided that (i) such Subsidiary carries on no business other than the business of such Project or proposed Project and (ii) there is no recourse to such direct parent company of such Subsidiary other than to those fully paid shares or other Equity Interests and the rights and proceeds in respect of such shares or Equity Interests.

“Rating Agency” means each of Moody’s, S&P, Fitch or any Substitute Rating Agency, but only to the extent such Rating Agency is then-engaged by Amcor or the Issuer to provide a rating for the Notes.

“S&P” means S&P Global Ratings, a division of S&P Global Inc., and its successors.

“Specified Indebtedness” means Indebtedness of the Issuer or any applicable Guarantor in an outstanding principal amount of at least $150,000,000 (or its equivalent in the relevant currency of payment) issued under any credit facility, indenture, purchase agreement, credit agreement or similar facility.

“Subsidiary” means, with respect any Person, (a) any corporation, association or other business entity in which such Person or one or more of its Subsidiaries or such Person and one or more of its Subsidiaries owns or

controls sufficient equity or voting interests to enable it or them (as a group) ordinarily, in the absence of contingencies, to elect a majority of the directors (or Persons performing similar functions) of such entity, and (b) any partnership or joint venture if more than a 50% interest in the profits or capital thereof is owned by such Person or one or more of its Subsidiaries or such Person and one or more of its Subsidiaries (unless such partnership or joint venture can and does ordinarily take major business actions without the prior approval of such Person or one or more of its Subsidiaries). Unless the context otherwise clearly requires, any reference to a “Subsidiary” is a reference to a Subsidiary of Amcor.

“Substitute Rating Agency” means a “nationally recognized statistical rating organization” within the meaning of the Exchange Act engaged by Amcor to provide a rating of the Notes in the event that Moody’s, S&P or Fitch, or any other Substitute Rating Agency, has ceased to provide a rating of the Notes for any reason other than as a result of any action or inaction by Amcor, and as a result thereof there are no longer two Rating Agencies providing ratings of the Notes.

“Total Tangible Assets” means, as of any date, (a) the aggregate amount of the assets (other than intangible assets, goodwill and deferred tax assets) of the Group, as disclosed on the consolidated statement of financial position in the most recent Accounts of the Group,minus(b) the lesser of (i) the aggregate value of all Project Assets subject to any Lien securing any Limited Recourse Indebtedness and (ii) the aggregate principal amount of Limited Recourse Indebtedness, in each case, as reflected in (or derived from) the most recent Accounts of the Group,plus(c) the net cash proceeds received by Amcor from any share capital issuance by Amcor consummated after the date of the most recent balance sheet included in such Accounts and on or prior to such date.

“U.S. GAAP” means the generally accepted accounting principles in the United States.

“U.S. Government Obligations” means direct obligations (or certificates representing an ownership interest in such obligations) of the United States (including any agency or instrumentality thereof) for the payment of which the full faith and credit of the United States is pledged and which are not callable at the Issuer’s option.

“Voting Stock” of any specified Person as of any date means the capital stock of such Person that is at the time entitled to vote generally in the election of the board of directors of such Person.

EX-10.13

Exhibit 10.13

EXECUTION VERSION

GUARANTEE AGREEMENT

dated as of April 26, 2022, among

AMCOR PLC, AMCOR PTY LTD,

AMCOR FINANCE (USA), INC., AMCOR UK FINANCE PLC,

AMCOR FLEXIBLES NORTH AMERICA,INC.,

THE OTHER GUARANTORS PARTYHERETO

and

JPMORGAN CHASE BANK, N.A.,

as Administrative Agent

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TABLE OF CONTENTS

Page

ARTICLE I

Definitions                    

SECTION 1.01.FacilityAgreement    1

SECTION 1.02. OtherDefinedTerms    1

ARTICLE II

The Guarantees

SECTION 2.01. Guarantee    3

SECTION 2.02. Guarantee of Payment;ContinuingGuarantee    4

SECTION 2.03. NoLimitations    4

SECTION 2.04. Reinstatement    5

SECTION 2.05. Agreement to Pay;Subrogation    5

SECTION 2.06.Information    6

SECTION 2.07. MaximumLiability    6

SECTION 2.08. Payments FreeofTaxes    6

ARTICLE III

Indemnity, Subrogation and Subordination

SECTION 3.01. IndemnityandSubrogation    6

SECTION 3.02. ContributionandSubrogation    7

SECTION 3.03.Subordination    7

ARTICLE IV

Representations and Warranties ARTICLE V

Miscellaneous

SECTION5.01.Notices    8

SECTION 5.02.Waivers;Amendment    8

SECTION 5.03. Successorsand Assigns    8

SECTION 5.04. SurvivalofAgreement    8

SECTION 5.05. Counterparts; Effectiveness;Several Agreement    9

SECTION 5.06.Severability    9

SECTION 5.07. RightofSet-Off    10

SECTION 5.08. Governing Law; Jurisdiction; Consent to Service of Process; Appointment of Service ofProcessAgent    10

SECTION 5.09. WAIVER OF JURY TRIAL    11

SECTION 5.10. Headings    11

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SECTION 5.11. TerminationorRelease    12

SECTION 5.12. AdditionalGuarantors    12

SECTION 5.13. ConversionofCurrencies    12

SECTION 5.14. CertainAgreements    13

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GUARANTEE AGREEMENT dated as of April 26, 2022 (this “Agreement”), among AMCOR PLC, AMCOR PTY LTD (ACN 000 017 372), AMCOR FINANCE (USA), INC., AMCOR UK FINANCE PLC, AMCOR FLEXIBLES NORTH AMERICA, INC., the other GUARANTORS from time to time party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent, on behalf of itself and the other GuaranteedParties.

Reference is made to the Three-Year Syndicated Facility Agreement dated as of April 26, 2022 (the “Facility Agreement”), among Amcor plc, a public limited company incorporated under the laws of the Bailiwick of Jersey (“Parent”), Amcor Pty Ltd (ACN 000 017 372), an Australian proprietary company limited by shares with a registered office at Level 11, 60 City Road, Southbank, Victoria 3006, Australia (“AmcorAustralia”), Amcor Finance (USA), Inc., a Delaware corporation (“Amcor US”), Amcor UK Finance plc, a company incorporated under the laws of England and Wales with company registration number 04160806 and its registered office at Amcor Central Services Bristol, 83 Tower Road North, Warmley, Bristol, BS30 8XP, United Kingdom (“Amcor UK”), Amcor Flexibles North America, Inc., a Missouri corporation (“AmcorFlexibles” and, together with Amcor Australia, Amcor US and Amcor UK, the “Borrowers”), the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent and Foreign Administrative Agent. The Lenders have agreed to extend credit to the Borrowers subject to the terms and conditions set forth in the Facility Agreement. The obligations of the Lenders to extend such credit are conditioned upon, among other things, the execution and delivery of this Agreement. Accordingly, the parties hereto agree as follows:

ARTICLEI

Definitions

SECTION 1.01. Facility Agreement. Capitalized terms used in this Agreement (including in the introductory paragraph hereto) and not otherwise defined herein have the meanings specified in the Facility Agreement.

(a) The rules of construction specified in Sections 1.03, 1.04 and 1.05(a) of the Facility Agreement also apply to this Agreement, mutatismutandis.

SECTION 1.02. Other Defined Terms. As used in this Agreement, the following terms have the meanings specified below:

“Agreement” has the meaning assigned to such term in the preamble to thisAgreement.

“Agreement Currency” has the meaning assigned to such term in Section5.13(b).

“Amcor Australia” has the meaning assigned to such term in the introductory paragraph to this Agreement.

“Amcor Flexibles” has the meaning assigned to such term in the introductory paragraph to this Agreement.

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“Amcor UK” has the meaning assigned to such term in the introductory paragraph to thisAgreement.

“Amcor US” has the meaning assigned to such term in the introductory paragraph to thisAgreement.

“Applicable Creditor” has the meaning assigned to such term in Section5.13(b).

“Authorized    Agent”    has the    meaning    assigned    to    such    term    in Section5.08(e).

“Borrowers” has the meaning assigned to such term in the introductory paragraph to this Agreement.

“Claiming Party” has the meaning assigned to such term in Section 3.02. “Contributing Party” has the meaning assigned to such term in Section 3.02.

“Direct Borrower Obligations” means, with respect to each Borrower, all

Obligations of such Borrower in its capacity as a Borrower under the Facility Agreement.

“Facility Agreement” has the meaning assigned to such term in the introductory paragraph to this Agreement.

“Guaranteed Parties” means, collectively, (a) the Lenders, (b) the Agents,

(c)the Arrangers, (d) the beneficiaries of each indemnification obligation undertaken by any Loan Party under any Loan Document and (e) the permitted successors and assigns of each of theforegoing.

“Guarantors” means Parent and each Subsidiary Guarantor.

“Ipso Facto Event” means that a Borrower incorporated in Australia is the subject of (a) an announcement, application, compromise, arrangement, managing controller, or administration as described in section 415D(1), 434J(1) or 451E(1) of the Corporations Act or (b) any process which under any law with a similar purpose may give rise to a stay on, or prevention of, the exercise of contractual rights, provided that such event or circumstance is an Event ofDefault.

“Judgment Currency” has the meaning assigned to such term in Section5.13(b).

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“Obligations” means, collectively, (a) the due and punctual payment by the Borrowers of (i) the principal of and interest at the applicable rate or rates provided in the Facility Agreement (including interest accruing under Section 2.10(e) of the Facility Agreement and interest accruing during the pendency of any bankruptcy, insolvency, receivership, liquidation, reorganization, assignment for the benefit of creditors or other similar proceeding, regardless of whether allowed or allowable in such proceeding) on the Loans, when and as due, whether at maturity, by acceleration, upon one or more dates set for prepayment or otherwise, and (ii) all other monetary obligations of the Borrowers under the Facility Agreement and each of the other Loan Documents (including obligations to pay fees, expense reimbursement and indemnification obligations), whether primary, secondary, direct, contingent, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership, liquidation, reorganization, assignment for the benefit of creditors or other similar proceeding, regardless of whether allowed or allowable in such proceeding) and (b) the due and punctual payment and performance of all other obligations of the Loan Parties under or pursuant to the Facility Agreement and each of the other Loan Documents (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership, liquidation, reorganization, assignment for the benefit of creditors or other similar proceeding, regardless of whether allowed or allowable in such proceeding).

“Parent” has the meaning assigned to such term in the introductory paragraph to this Agreement.

“Subsidiary Guarantors” means Amcor Australia, Amcor UK, Amcor US, Amcor Flexibles and each Subsidiary that becomes a party to this Agreement as a Guarantor after the Effective Date pursuant to Section 5.12; provided that if a Subsidiary is released from its obligations as a Subsidiary Guarantor hereunder as provided in Section 5.11(b), such Subsidiary shall cease to be a Subsidiary Guarantor hereunder effective upon such release.

“Supplement” means an instrument in the form of Exhibit A hereto, or any other form approved by the Administrative Agent, and in each case reasonably satisfactory to the Administrative Agent.

ARTICLE II

The Guarantees

SECTION 2.01.Guarantee.    Each Guarantor irrevocably and unconditionally guarantees to each of the Guaranteed Parties, jointly with the other Guarantors and severally, as a primary obligor and not merely as a surety, by way of an independent payment obligation, the due and punctual payment and performance of the Obligations. Each Guarantor further agrees that the Obligations may be extended or renewed, in whole or in part, or amended or modified, without notice to or further assent from it, and that it will remain bound upon its guarantee hereunder notwithstanding any extension, renewal, amendment or modification of any of theObligations. Each

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uarantor waives presentment to, demand of payment from and protest to the Borrowers or any other Guarantor of any of the Obligations, and also waives notice of acceptance of its guarantee and notice of protest for nonpayment.

SECTION 2.02. Guarantee of Payment; Continuing Guarantee. Each Guarantor further agrees that its guarantee hereunder constitutes a guarantee of payment when due (whether or not any bankruptcy, insolvency, receivership, liquidation, reorganization, assignment for the benefit of creditors or similar proceeding shall have stayed the accrual or collection of any of the Obligations or operated as a discharge thereof) and not merely of collection, and waives any right to require that any resort be had by the Administrative Agent or any other Guaranteed Party to any balance of any deposit account or credit on the books of the Administrative Agent or any other Guaranteed Party in favor of any Borrower, any other Guarantor or any other Person. Each Guarantor agrees that its guarantee hereunder is continuing in nature and applies to all of the Obligations, whether currently existing or hereafter incurred.

SECTION 2.03. No Limitations. (a) Except for the termination or release of a Guarantor’s obligations hereunder as expressly provided in Section 5.11 and the limitations set forth in the Supplement pursuant to which a Guarantor became a party hereto, the obligations of each Guarantor hereunder shall not be subject to any reduction, limitation, impairment or termination for any reason, including any claim of waiver, release, surrender, alteration or compromise of any of the Obligations, and shall not be subject to any defense or set-off, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of any of the Obligations, any impossibility in the performance of any of the Obligations or otherwise. Without limiting the generality of the foregoing, except for termination or release of its obligations hereunder as expressly provided in Section 5.11, the obligations of each Guarantor hereunder shall not be discharged or impaired or otherwise affected by (i) the failure of any Guaranteed Party or any other Person to assert any claim or demand or to enforce any right or remedy under the provisions of any Loan Document or otherwise, (ii) any rescission, waiver, amendment or modification of, or any release from any of the terms or provisions of, any Loan Document or any other agreement, including with respect to any other Guarantor under this Agreement, (iii) any default, failure or delay, willful or otherwise, in the performance of any of the Obligations, (iv) any other act or omission that may or might in any manner or to any extent vary the risk of any Guarantor or otherwise operate as a discharge of any Guarantor as a matter of law or equity, (v) any illegality, lack of validity or enforceability of any of the Obligations, (vi) any change in the corporate existence, structure or ownership of any Guarantor, or any insolvency, bankruptcy, reorganization, liquidation, assignment for the benefit of creditors or other similar proceeding affecting any Guarantor or its assets or any resulting release or discharge of any of the Obligations, (vii) the existence of any claim, set-off or other rights that any Guarantor may have at any time against any Borrower, the Administrative Agent, any other Guaranteed Party or any other Person, whether in connection with the Facility Agreement, the other Loan Documents or any unrelated transaction, (viii) this Agreement having been determined (on whatsoever grounds) to be invalid, non-binding or unenforceable against any other Guarantor ab initio or at any time after the Effective Date,(ix)thefactthatanyPersonthat,pursuanttotheLoanDocuments,wasrequiredto

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become a party hereto may not have executed or is not effectually bound by this Agreement, whether or not this fact is known to the Guaranteed Parties, or (x) any other circumstance (including any statute of limitations), or any existence of or reliance on any representation by the Administrative Agent, any other Guaranteed Party or any other Person, that might otherwise constitute a defense to, or a legal or equitable discharge of, any Borrower, any Guarantor or any other guarantor or surety of all or any part of the Obligations.

(b)To the fullest extent permitted by applicable law, each Guarantor waives any defense based on or arising out of any defense of any Borrower or any other Guarantor or the unenforceability of the Obligations or any part thereof from any cause, or the cessation from any cause of the liability of any Borrower or any other Guarantor, other than the payment in full in cash of all the Obligations. The Administrative Agent and the other Guaranteed Parties may, at their election, compromise or adjust any part of the Obligations, make any accommodation with any Borrower or any other Guarantor or exercise any other right or remedy available to them against any Borrower or any other Guarantor, without affecting or impairing in any way the liability of any Guarantor hereunder except to the extent the Obligations have been paid in full in cash. To the fullest extent permitted by applicable law, each Guarantor waives any defense arising out of any such election even though such election operates, pursuant to applicable law, to impair or to extinguish any right of reimbursement or subrogation or other right or remedy of such Guarantor against any Borrower or any other Guarantor, as the case may be.

(c)Each Guarantor irrevocably and unconditionally abandons any right that it may have at any time under the existing or future laws of the Bailiwick ofJersey:

(i)whether by virtue of the droit de discussion or otherwise to require that recourse be had by any Guaranteed Party to the assets of any other Guarantor or any other Person before any claim is enforced against such Guarantor in respect of obligations assumed by it under this Agreement; and

(ii)whether by virtue of the droit de division or otherwise to require that any liability under any guarantee or indemnity contained in this Agreement be divided or apportioned with any other Guarantor or any other Person or reduced in any manner whatsoever (other than as expressly permitted by thisAgreement).

SECTION 2.04. Reinstatement. Each Guarantor agrees that, unless released pursuant to Section 5.11(b), its guarantee hereunder shall continue to be effective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligations is rescinded or must otherwise be restored by the Administrative Agent or any other Guaranteed Party upon the bankruptcy, insolvency, reorganization, liquidation, assignment for the benefit of creditors or any other similar proceeding affecting any Borrower, any other Guarantor orotherwise.

SECTION 2.05. Agreement to Pay; Subrogation. In furtherance of the foregoing and not in limitation of any other right that the Administrative Agent or any

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other Guaranteed Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of any Borrower or any other Guarantor to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby promises to and will (a) forthwith pay, or cause to be paid, to the Administrative Agent for distribution to the applicable Guaranteed Parties in cash the amount of such due and unpaid Obligation and (b) if an Ipso Facto Event is continuing, and on demand by the Administrative Agent, forthwith pay such due and unpaid Obligation as if it was the principal obligor, provided that the Administrative Agent may only make a demand under this clause (b) if it could, but for the Ipso Facto Event, have made that demand against the relevant Borrower pursuant to Article VII of the Facility Agreement. Upon payment by any Guarantor of any sums to the Administrative Agent as provided above, all rights of such Guarantor against any Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to ArticleIII.

SECTION 2.06. Information. Each Guarantor assumes all responsibility for being and keeping itself informed of the Borrowers’ and each other Guarantor’s financial condition and assets, and of all other circumstances bearing upon the risk of nonpayment of the Obligations and the nature, scope and extent of the risks that such Guarantor assumes and incurs hereunder, and agrees that neither the Administrative Agent nor any other Guaranteed Party will have any duty to advise such Guarantor of information known to it or any of them regarding such circumstances orrisks.

SECTION 2.07. Maximum Liability. Notwithstanding anything to the contrary in this Agreement, the obligations and liabilities of any Guarantor that becomes a party to this Agreement after the date hereof shall be limited as and to the extent set forth in the applicableSupplement.

SECTION 2.08. Payments Free of Taxes. Each Guarantor that is not a party to the Facility Agreement hereby acknowledges the provisions of Section 2.14 of the Facility Agreement and agrees to be bound by such provisions with the same force and effect, and to the same extent, as if such Guarantor were a party to the Facility Agreement.

ARTICLE III

Indemnity, Subrogation and Subordination

SECTION 3.01. Indemnity and Subrogation. In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 3.03) in respect of any payment hereunder, each Borrower agrees that in the event a payment in respect of any Direct Borrower Obligation of such Borrower shall be made by any other Guarantor under this Agreement, such Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the Person to whom such payment shall have been made to the extent of suchpayment.

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SECTION 3.02. Contribution and Subrogation. Each Guarantor (a “Contributing Party”) agrees (subject to Sections 2.07 and 3.03) that, in the event a payment shall be made by any other Guarantor hereunder in respect of any Obligations (other than any such payment made by any Borrower in respect of its Direct Borrower Obligations) and such other Guarantor (the “Claiming Party”) shall not have been fully indemnified by the applicable Borrower, as provided in Section 3.01, such Contributing Party shall indemnify the Claiming Party in an amount equal to the amount of such payment, in each case multiplied by a fraction of which the numerator shall be the net worth of such Contributing Party on the Effective Date and the denominator shall be the aggregate net worth of all the Contributing Parties on the Effective Date (or, in the case of any Contributing Party becoming a party hereto pursuant to Section 5.12, the date of the Supplement hereto executed and delivered by such Contributing Party). Any Contributing Party making any payment to a Claiming Party pursuant to this Section 3.02 shall be subrogated to the rights of such Claiming Party under Section 3.01 to the extent of suchpayment.

SECTION 3.03. Subordination. Notwithstanding any provision of this Agreement to the contrary, all rights of the Guarantors under Sections 3.01 and 3.02 and all other rights of the Guarantors of indemnity, contribution or subrogation under applicable law or otherwise shall be fully subordinated to the payment in full in cash of all the Obligations. No failure on the part of any Borrower or any other Guarantor to make the payments required by Sections 3.01 and 3.02 (or any other payments required under applicable law or otherwise) shall in any respect limit the obligations and liabilities of any Guarantor with respect to its obligations hereunder, and each Guarantor shall remain liable for the full amount of the obligations of such Guarantorhereunder.

ARTICLE IV

Representations and Warranties

Each Guarantor represents and warrants to the Administrative Agent and the Lenders that (a) the execution, delivery and performance by such Guarantor of this Agreement are within such Guarantor’s corporate or other organizational powers and have been duly authorized by all necessary corporate or other organizational action and, if required, stockholder or other equityholder action of such Guarantor, and that this Agreement has been duly executed and delivered by such Guarantor and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law, and (b) all representations and warranties set forth in the Facility Agreement as to such Guarantor (if such Guarantor is not a party to the Facility Agreement) are true andcorrect.

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ARTICLE V

Miscellaneous

SECTION 5.01. Notices. All communications and notices hereunder shall (except as otherwise expressly permitted herein) be in writing and given as provided in Section 9.01 of the Facility Agreement. All communications and notices hereunder to any Subsidiary Guarantor shall be given to it in care of Parent as provided in Section 9.01(a)(i) of the FacilityAgreement.

SECTION 5.02. Waivers; Amendment. (a) No failure or delay by the Administrative Agent or any other Guaranteed Party in exercising any right or power hereunder or under any other Loan Document shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such a right or power, preclude any other or further exercise thereof or the exercise of any other right or power. The rights and remedies of the Administrative Agent and the other Guaranteed Parties hereunder and under the other Loan Documents are cumulative and are not exclusive of any rights or remedies that they would otherwise have. No waiver of any provision of this Agreement or consent to any departure by any Guarantor therefrom shall in any event be effective unless the same shall be permitted by paragraph (b) of this Section, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Without limiting the generality of the foregoing, the execution and delivery of this Agreement or the Facility Agreement or the making of a Loan shall not be construed as a waiver of any Default, regardless of whether the Administrative Agent or any other Guaranteed Party may have had notice or knowledge of such Default at the time. No notice or demand on any Guarantor in any case shall entitle any Guarantor to any other or further notice or demand in similar or othercircumstances.

(b) Neither this Agreement nor any provision hereof may be waived, amended or modified except pursuant to an agreement or agreements in writing entered into by the Administrative Agent and the Guarantor or Guarantors with respect to which such waiver, amendment or modification is to apply, subject to any consent required in accordance with Section 9.02 of the Facility Agreement.

SECTION 5.03. Successors and Assigns. Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the permitted successors and assigns of such party; and all covenants and agreements by or on behalf of any Guarantor or the Administrative Agent that are contained in this Agreement shall bind and inure to the benefit of their respective permitted successors and assigns.

SECTION 5.04. Survival of Agreement. All covenants, agreements, representations and warranties made by the Guarantors in this Agreement and in the certificates or other instruments delivered in connection with or pursuant to this Agreement shall be considered to have been relied upon by the Agents, the Arrangers, the Syndication Agents, the Documentation Agents and the other Guaranteed Parties and

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shall survive the execution and delivery of the Loan Documents and the making of any Loans, regardless of any investigation made by any such Person or on its behalf and notwithstanding that the Agents, the Arrangers, the Syndication Agents, the Documentation Agents or any Guaranteed Party may have had notice or knowledge of any Default or incorrect representation or warranty at the time any Loan Document is executed and delivered or any credit is extended under the Facility Agreement, and shall continue in full force and effect as long as the principal of or any accrued interest on any Loan or any fee or any other amount payable under the Facility Agreement is outstanding and unpaid (other than contingent obligations for indemnification, expense reimbursement, tax gross-up or yield protection as to which no claim has been made) and so long as the Commitments have not expired or terminated. The provisions of Sections 2.04, 2.08 and 5.14 shall survive and remain in full force and effect regardless of the consummation of the transactions contemplated by the Loan Documents, the repayment of the Loans, the expiration or termination of the Commitments or the termination of this Agreement or any provisionhereof.

SECTION 5.05. Counterparts; Effectiveness; Several Agreement. This Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract. This Agreement shall become effective as to any Guarantor when a counterpart hereof (or a counterpart of a Supplement) executed on behalf of such Guarantor shall have been delivered to the Administrative Agent and a counterpart hereof (or a counterpart of such Supplement, as the case may be) shall have been executed on behalf of the Administrative Agent, and thereafter shall be binding upon such Guarantor and the Administrative Agent and their respective permitted successors and assigns, and shall inure to the benefit of such Guarantor, the Administrative Agent and the other Guaranteed Parties and their respective permitted successors and assigns, except that no Guarantor shall have the right to assign or transfer its rights or obligations hereunder or any interest herein (and any attempted assignment or transfer by any Guarantor shall be null and void), except as expressly provided in this Agreement or the Facility Agreement. This Agreement shall be construed as a separate agreement with respect to each Guarantor and may be amended, modified, supplemented, waived or released with respect to any Guarantor without the approval of any other Guarantor and without affecting the obligations of any other Guarantor hereunder. Delivery of an executed counterpart of a signature page of this Agreement that is an Electronic Signature transmitted by fax, emailed .pdf or any other electronic means that reproduces an image of an actual executed signature page shall be effective as delivery of a manually executed counterpart of thisAgreement.

SECTION 5.06. Severability. Any provision of this Agreement held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions hereof; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.

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SECTION 5.07. Right of Set-Off. If an Event of Default shall have occurred and be continuing, each Lender and each Affiliate thereof is hereby authorized at any time and from time to time, to the fullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) or other amounts at any time held and other obligations (in whatever currency) at any time owing by such Lender, or by such an Affiliate, to or for the credit or the account of any Guarantor against any of and all the obligations then due of such Guarantor now or hereafter existing under this Agreement held by such Lender, irrespective of whether or not such Lender shall have made any demand under this Agreement, and although such obligations of such Guarantor are owed to a branch, office or Affiliate of such Lender different from the branch, office or Affiliate holding such deposit or obligated on such indebtedness. Each Lender shall promptly notify Parent and the Administrative Agent after any such setoff and application; provided that the failure to give such notice shall not affect the validity of such setoff and application. The rights of each Lender, and each Affiliate thereof, under this Section are in addition to other rights and remedies (including other rights of setoff) that such Lender or Affiliate may have.

SECTION 5.08. Governing Law; Jurisdiction; Consent to Service ofProcess; Appointment of Service of Process Agent. (a) This Agreement shall be construed in accordance with and governed by the law of the State of NewYork.

(b)Each party hereto hereby irrevocably and unconditionally submits, for itself and its property, to the jurisdiction of the United States District Court of the Southern District of New York and of the Supreme Court of the State of New York sitting in New York County, and any appellate court from any thereof, in any suit, action or proceeding arising out of or relating to this Agreement or any other Loan Document, or for recognition or enforcement of any judgment, and, subject to the next sentence, each party hereto hereby irrevocably and unconditionally agrees that all claims arising out of or relating to this Agreement or any other Loan Document brought by it or any of its Affiliates shall be brought, and shall be heard and determined, exclusively in such Federal court or, in the event such Federal court lacks subject matter jurisdiction, such New York State court. Nothing in this Agreement or any other Loan Document shall affect any right that any Agent or any Lender may otherwise have to bring any suit, action or proceeding arising out of or relating to this Agreement or any other Loan Document against any Non-US Loan Party or its properties in the courts of in the jurisdiction of organization of such Non-US Loan Party. Each party hereto agrees that a final judgment in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided bylaw.

(c)Each of the parties hereto hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement or any other Loan Document in any court referred to in paragraph (b) of thisSection.Eachofthepartiesheretoherebyirrevocablywaives,tothefullestextent

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permitted by law, the defense of an inconvenient forum to the maintenance of such suit, action or proceeding in any such court.

(d)Each party hereto irrevocably consents to service of process in the manner provided for notices in Section 5.01. Nothing in this Agreement or any other Loan Document will affect the right of any party to this Agreement to serve process in any other manner permitted bylaw.

(e)Each Guarantor that is a Non-US Loan Party hereby irrevocably designates, appoints and empowers Amcor US, with an address of 2801 SW 149 Avenue, Suite 350, Miramar, Florida 33027, and Amcor US hereby accepts such designation, appointment and empowerment, as its authorized designee, appointee and agent (the “Authorized Agent”) to receive, accept and forward for and on its behalf service of any and all legal process, summons, notices and documents that may be served in any suit, action or proceeding arising out of or relating to this Agreement, the Facility Agreement or any other Loan Document. Such service may be made by mailing a copy of such process to any such Guarantor in the care of the Authorized Agent at its address set forth above, and each such Guarantor hereby irrevocably authorizes and directs the Authorized Agent to accept such service on its behalf. Service of process upon the Authorized Agent shall be deemed, in every respect, effective service of process upon each suchGuarantor.

(f)In the event any Guarantor or any of its assets has or hereafter acquires, in any jurisdiction in which judicial proceedings may at any time be commenced with respect to this Agreement or any other Loan Document, any immunity from jurisdiction, legal proceedings, attachment (whether before or after judgment), execution, judgment or setoff, such Guarantor hereby irrevocably agrees not to claim and hereby irrevocably and unconditionally waives suchimmunity.

SECTION 5.09. WAIVER OF JURY TRIAL. EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT, ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO

(A)CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THISSECTION.

SECTION 5.10. Headings. Article and Section headings and the Table of Contents used herein are for convenience of reference only, are not part of this Agreement and shall not affect the construction of, or to be taken into consideration in interpreting, thisAgreement.

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SECTION 5.11. Termination or Release. (a) Subject to Section 2.04, this Agreement and the Guarantees made herein shall terminate and be released when all the Obligations (other than contingent obligations for indemnification, expense reimbursement, tax gross-up or yield protection as to which no claim has been made) have been paid in full in cash and the Lenders have no further commitment to lend under the FacilityAgreement.

(b)The Guarantees of the Subsidiary Guarantors made herein shall also be released at the time or times and in the manner set forth in Section 9.18(b) of the FacilityAgreement.

(c)Inconnectionwithanyterminationorreleasepursuanttoparagraph

(a)or (b) of this Section, the Administrative Agent shall execute and deliver to any Guarantor, at such Guarantor’s expense, all documents that such Guarantor shall reasonably request to evidence such termination or release. In connection with any release pursuant to this Section, the Administrative Agent may request that the applicable Guarantor deliver to it a certificate of a Financial Officer of such Guarantor to the effect that the requirements to such release set forth in this Section have been satisfied, and the Administrative Agent may rely on, and shall incur no liability for relying upon, any statements made in any such certificate. Any execution and delivery of documents by the Administrative Agent pursuant to this Section shall be without recourse to or warranty by the AdministrativeAgent.

SECTION 5.12. Additional Guarantors. Pursuant to the Facility Agreement, certain Subsidiaries not a party hereto on the Effective Date are required to enter into this Agreement, and Parent may voluntarily cause certain of its other Subsidiaries to enter into this Agreement. Upon the execution and delivery by the Administrative Agent and any such Subsidiary of a Supplement, such Subsidiary shall become a Subsidiary Guarantor and a Guarantor hereunder with the same force and effect as if originally named as such herein. The execution and delivery of any Supplement shall not require the consent of any other Guarantor hereunder. The rights and obligations of each Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary as a party to thisAgreement.

SECTION 5.13. Conversion of Currencies. (a) If, for the purpose of obtaining judgment in any court, it is necessary to convert a sum owing hereunder in one currency into another currency, each party hereto agrees, to the fullest extent that it may effectively do so, that the rate of exchange used shall be that at which in accordance with normal banking procedures in the relevant jurisdiction the first currency could be purchased with such other currency on the Business Day immediately preceding the day on which final judgment is given.

(b)The obligations of each Guarantor in respect of any sum due to any party hereto or any holder of the obligations owing hereunder (the “Applicable Creditor”) shall, notwithstanding any judgment in a currency (the “Judgment Currency”) other than the currency in which such sum is stated to be due hereunder (the “Agreement Currency”),bedischargedonlytotheextentthat,ontheBusinessDayfollowingreceipt

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by the Applicable Creditor of any sum adjudged to be so due in the Judgment Currency, the Applicable Creditor may in accordance with normal banking procedures in the relevant jurisdiction purchase the Agreement Currency with the Judgment Currency; if the amount of the Agreement Currency so purchased is less than the sum originally due to the Applicable Creditor in the Agreement Currency, such Guarantor agrees, as a separate obligation and notwithstanding any such judgment, to indemnify the Applicable Creditor against suchloss.

SECTION 5.14. Certain Agreements. Each Guarantor that is not a party to the Facility Agreement hereby acknowledges the provisions of Sections 9.03(d), 9.03(e) and 9.06(b) of the Facility Agreement and agrees to be bound by such provisions with the same force and effect, and to the same extent, as if such Guarantor were a party to the FacilityAgreement.

[Signature pages follow]

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IN WITNESS WHEREOF, the parties hereto have entered into this Agreement as of the day and year first above written.

	AMCOR PLC,
		by
				/s/ Michael Casamento
			Name:	Michael Casamento
			Title:	EVP, Finance and CFO
	AMCOR PTY LTD,
		executed under §127 of the Corporations Act
		by
				/s/ Anthony Norman Avitabile
			Name:	Anthony Norman Avitabile
			Title:	Director/Treasurer, Asia-Pacific
				/s/ Arthur Raymond Sorensen
			Name:	Arthur Raymond Sorensen
			Title:	Director
		AMCOR FINANCE (USA), INC.,
			by
				/s/ Robert Mermelstein
			Name:	Robert Mermelstein
			Title:	Director
	AMCOR UK FINANCE PLC,
		by
				/s/ Michael J. Rumley
			Name:	Michael J. Rumley
			Title:	Director
	AMCOR FLEXIBLES NORTH AMERICA, INC.,
		by
				/s/ Daniel Sula
			Name:	Daniel Sula
			Title:	Secretary
	JPMORGAN CHASE BANK, N.A., as Administrative Agent
		by
				/s/ Peter S. Predun
			Name:	Peter S. Predun
			Title:	Executive Director
SIGNATURE PAGE TO THE THREE-YEAR GUARANTEE AGREEMENT

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Exhibit A to the GuaranteeAgreement

SUPPLEMENT NO. dated as of [    ] to the

Guarantee Agreement dated as of April 26, 2022 (the “Guarantee Agreement”), among AMCOR PLC, AMCOR PTY LTD (ACN 000 017 372), AMCOR FINANCE (USA), INC., AMCOR UK FINANCE PLC, AMCOR FLEXIBLES NORTH AMERICA, INC., the other

GUARANTORS from time to time party thereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

Reference is made to the Three-Year Syndicated Facility Agreement dated as of April 26, 2022 (the “Facility Agreement”), among Amcor plc, a public limited company incorporated under the laws of the Bailiwick of Jersey (“Parent”), Amcor Pty Ltd (ACN 000 017 372), an Australian proprietary company limited by shares with a registered office at Level 11, 60 City Road, Southbank, Victoria 3006, Australia (“AmcorAustralia”), Amcor Finance (USA), Inc., a Delaware corporation (“Amcor US”), Amcor UK Finance plc, a company incorporated under the laws of England and Wales with company registration number 04160806 and its registered office at Amcor Central Services Bristol, 83 Tower Road North, Warmley, Bristol, BS30 8XP, United Kingdom (“Amcor UK”), Amcor Flexibles North America, Inc., a Missouri corporation (“AmcorFlexibles” and, together with Amcor Australia, Amcor US and Amcor UK, the “Borrowers”), the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent and Foreign Administrative Agent.

Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Facility Agreement and the Guarantee Agreement, as applicable.

The Guarantors have entered into the Guarantee Agreement in order to induce the Lenders to extend credit to the Borrowers. Section 5.12 of the Guarantee Agreement provides that additional Subsidiaries may become Guarantors under the Guarantee Agreement by execution and delivery of an instrument in the form of this Supplement. [The undersigned Subsidiary or Subsidiaries] ([the]/[each, a] “NewGuarantor”) is executing this Supplement to become a Guarantor under the Guarantee Agreement in order to induce the Lenders to make additional extensions of credit under the Facility Agreement and as consideration for the maintenance of extensions of credit previouslymade.

Accordingly, the Administrative Agent and [each]/[the] New Guarantor agree as follows:

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SECTION 1. In accordance with Section 5.12 of the Guarantee Agreement, [each]/[the] New Guarantor by its signature below becomes a Subsidiary Guarantor and a Guarantor under the Guarantee Agreement with the same force and effect as if originally named therein as a Subsidiary Guarantor and a Guarantor, and [each]/[the]NewGuarantorherebyagreestoallthetermsandprovisionsofthe Guarantee Agreement applicable to it as a Subsidiary Guarantor and a Guarantor thereunder. Each reference to a “Subsidiary Guarantor” or a “Guarantor” in the Guarantee Agreement shall be deemed to include [each]/[the] New Guarantor. The Guarantee Agreement is hereby incorporated herein byreference.

SECTION 2. [Each]/[The] New Guarantor represents and warrants to the Administrative Agent and the Lenders that (a) the execution, delivery and performance by [such]/[the] New Guarantor of this Supplement have been duly authorized by all necessary corporate or organizational action and, if required, stockholder or other equityholder of [such]/[the] New Guarantor, and that this Supplement has been duly executed and delivered by [such]/[the] New Guarantor and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law, and (b) all representations and warranties set forth in the Facility Agreement as to [such]/[the] New Guarantor (other than the representations and warranties set forth in Section 3.05(b) and clause (i) of Section 3.08(a) of the Facility Agreement) are true andcorrect.

SECTION 3. This Supplement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract. This Supplement shall become effective as to [each]/[the] New Guarantor when it shall have been executed by the Administrative Agent and the Administrative Agent shall have received a counterpart hereof that bears the signature of [such]/[the] New Guarantor, and thereafter shall be binding upon [such]/[the] New Guarantor and the Administrative Agent and their respective permitted successors and assigns, and shall inure to the benefit of [such]/[the] New Guarantor, the Administrative Agent and the other Guaranteed Parties and their respective permitted successors and assigns, except that [the New Guarantor shall not]/[no New Guarantor shall] have the right to assign or transfer its rights or obligations hereunder or any interest herein (and any such assignment or transfer shall be void) except as expressly provided in this Supplement, the Guarantee Agreement and the Facility Agreement. Delivery of an executed counterpart of a signature page of this Supplement that is an Electronic Signature transmitted by fax, emailed .pdf or any other electronic means that reproduces an image of an actual executed signature page shall be effective as delivery of a manually executed counterpart of thisSupplement.

SECTION 4. Except as expressly supplemented hereby, the Guarantee Agreement shall remain in full force and effect.

SECTION 5. THIS SUPPLEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK.

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SECTION 6. Any provision of this Supplement held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions hereof; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.

SECTION 7. All communications and notices hereunder shall be in writing and given as provided in Section 5.01 of the GuaranteeAgreement.

SECTION 8. [New Guarantor] is a [company] duly [incorporated] under the law of [name of relevant jurisdiction]. [The guarantee of [such]/[the] New Guarantor in respect of Obligations of any Person other than any of its subsidiaries is subject to the following limitations: [].]1

[Signature pages follow]

1 If the New Guarantor is giving a guarantee other than in respect of any of its subsidiaries and limitations are agreed in respect of the New Guarantor by the Administrative Agent, insert guarantee limitation wording for relevant jurisdiction that is reasonably satisfactory to the Administrative Agent.

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IN WITNESS WHEREOF, [each]/[the] New Guarantor and the Administrative Agent have duly executed this Supplement to the Guarantee Agreement as of the day and year first abovewritten.

[NAME OF NEW GUARANTOR],

By

Name:

Title:

JPMORGAN CHASE BANK, N.A., as

Administrative Agent,

By

Name:

Title:

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EX-10.14

Exhibit 10.14

EXECUTIONVERSION

GUARANTEEAGREEMENT

dated as of April26,2022, among

AMCOR PLC, AMCORPTYLTD,

AMCORFINANCE(USA),INC., AMCOR UK FINANCE PLC,

AMCORFLEXIBLESNORTHAMERICA, INC.,

THEOTHERGUARANTORS PARTYHERETO

and

JPMORGANCHASEBANK,N.A.,

asAdministrativeAgent

[[5812514]]                                [CS&M Ref. No. 6702-124]

TABLEOFCONTENTS

Page

ARTICLEI

Definitions

SECTION 1.01.FacilityAgreement1

SECTION1.02.OtherDefined Terms1

ARTICLEII

TheGuarantees

SECTION 2.01.Guarantee3

SECTION2.02.GuaranteeofPayment;Continuing Guarantee4

SECTION 2.03.NoLimitations4

SECTION 2.04.Reinstatement5

SECTION2.05.AgreementtoPay;Subrogation5

SECTION 2.06.Information6

SECTION2.07.MaximumLiability6

SECTION2.08.PaymentsFree ofTaxes6

ARTICLEIII

Indemnity,SubrogationandSubordination

SECTION3.01.IndemnityandSubrogation6

SECTION3.02.Contribution andSubrogation7

SECTION 3.03.Subordination7

ARTICLEIV

RepresentationsandWarranties ARTICLE V

Miscellaneous

SECTION 5.01.Notices8

SECTION5.02.Waivers;Amendment8

SECTION5.03.Successorsand Assigns8

SECTION 5.04.SurvivalofAgreement8

SECTION5.05.Counterparts;Effectiveness;Several Agreement9

SECTION 5.06.Severability9

SECTION5.07.RightofSet-Off10

SECTION 5.08.Governing Law; Jurisdiction; Consent to Service of Process; Appointment of Service of Process Agent    10

SECTION5.09.WAIVEROFJURYTRIAL11

SECTION 5.10.Headings11

SECTION5.11.TerminationorRelease12

SECTION5.12.Additional Guarantors12

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SECTION5.13.Conversion ofCurrencies12

SECTION5.14.CertainAgreements13

[[5812514]]

GUARANTEE AGREEMENT dated as of April 26, 2022 (this “Agreement”), among AMCOR PLC, AMCOR PTY LTD (ACN 000 017 372), AMCOR FINANCE (USA), INC., AMCOR UKFINANCEPLC,AMCORFLEXIBLESNORTHAMERICA,

INC., the other GUARANTORS from time to time party heretoand JPMORGAN CHASE BANK, N.A., as Administrative Agent, on behalf of itself and the other Guaranteed Parties.

Reference is made to the Five-Year Syndicated Facility Agreement dated as of April 26, 2022 (the “Facility Agreement”), among Amcor plc, a public limited company incorporated under the laws of the Bailiwick of Jersey (“Parent”), Amcor Pty Ltd (ACN 000 017 372), an Australian proprietary company limited by shares with a registered office atLevel 11,60CityRoad,Southbank, Victoria3006,Australia(“AmcorAustralia”), Amcor Finance (USA), Inc., a Delaware corporation (“Amcor US”), Amcor UK Finance plc, a company incorporated under the laws of England and Wales with company registration number 04160806 and its registered office at Amcor Central Services Bristol, 83 Tower Road North, Warmley, Bristol, BS30 8XP, United Kingdom (“Amcor UK”), Amcor Flexibles North America, Inc., a Missouri corporation (“AmcorFlexibles” and, together with Amcor Australia, Amcor US and Amcor UK, the “Borrowers”), the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent and Foreign Administrative Agent.The Lenders have agreed to extend credit tothe Borrowers subject tothe termsand conditions set forth inthe Facility Agreement.The obligations of the Lenders to extend such credit are conditioned upon, among other things, the execution and delivery of this Agreement.Accordingly, the parties hereto agree as follows:

ARTICLEI

Definitions

SECTION1.01. Facility Agreement.Capitalized terms used in this Agreement (including in the introductory paragraph hereto) and not otherwise defined herein have the meanings specified in the Facility Agreement.

(a)The rules of construction specified in Sections 1.03, 1.04 and 1.05(a) of the Facility Agreement also apply to this Agreement, mutatismutandis.

SECTION1.02. Other Defined Terms.As used in this Agreement, the following terms have the meanings specified below:

“Agreement” has the meaning assigned to such term in the preamble tothis Agreement.

“AgreementCurrency”hasthemeaningassignedtosuchtermin Section 5.13(b).

“AmcorAustralia”hasthemeaningassignedtosuchterminthe introductory paragraph to this Agreement.

“AmcorFlexibles”hasthemeaningassignedtosuchterminthe introductory paragraph to this Agreement.

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“Amcor UK” has the meaning assigned to such term in the introductoryparagraph to this Agreement.

“AmcorUS”has themeaningassignedtosuchterminthe introductory paragraph to this Agreement.

“ApplicableCreditor”hasthemeaningassignedtosuchtermin Section 5.13(b).

“AuthorizedAgent”    hasthe    meaningassignedtosuchtermin Section 5.08(e).

“Borrowers”hasthemeaningassignedtosuchtermintheintroductory paragraph to this Agreement.

“Claiming Party” has the meaning assigned to such term in Section 3.02. “ContributingParty”hasthemeaningassignedtosuchtermin

Section 3.02.

“DirectBorrowerObligations”means,withrespecttoeachBorrower,all

Obligationsofsuch Borrowerinitscapacity asaBorrowerundertheFacility Agreement.

“Facility Agreement” has the meaning assigned to such term in the introductory paragraph to this Agreement.

“GuaranteedParties”means,collectively,(a)theLenders,(b)theAgents,

(c) the Arrangers, (d) the beneficiaries of each indemnification obligation undertaken by any Loan Party under any Loan Document and (e) the permitted successors and assignsof each of the foregoing.

“Guarantors”meansParentandeachSubsidiary Guarantor.

“Ipso Facto Event” means that a Borrower incorporated in Australia is the subject of (a) an announcement, application, compromise, arrangement, managing controller, or administration as described in section 415D(1), 434J(1) or 451E(1) of the Corporations Act or (b) any process which under any law with a similar purpose maygive rise to a stay on, or prevention of, the exercise of contractual rights, provided that such event or circumstance is an Event of Default.

“JudgmentCurrency”hasthemeaningassignedtosuchterminSection 5.13(b).

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“Obligations” means, collectively, (a) the due and punctual payment bythe Borrowersof (i) theprincipalof andinterestattheapplicablerate or rates providedin the Facility Agreement(including interest accruing under Section 2.11(e) of the Facility Agreement and interest accruing during the pendency of any bankruptcy, insolvency, receivership, liquidation, reorganization, assignment for the benefit of creditors or other similar proceeding, regardless of whether allowed or allowable in such proceeding) onthe Loans, whenandas due, whether atmaturity,by acceleration, upononeor moredates set for prepayment or otherwise, and (ii) all other monetary obligations of the Borrowers under the Facility Agreement and each of the other Loan Documents (including obligations to pay fees, expense reimbursement and indemnification obligations),whether primary, secondary, direct, contingent, fixed or otherwise (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership, liquidation, reorganization, assignment for the benefit of creditors or other similar proceeding, regardless of whether allowed or allowable in such proceeding) and (b) the due and punctual payment and performance of all other obligations of the Loan Parties under or pursuant to the Facility Agreement and each of the other Loan Documents (including monetary obligations incurred during the pendency of any bankruptcy, insolvency, receivership, liquidation, reorganization, assignment for the benefit of creditors or other similar proceeding, regardless of whether allowed or allowable in such proceeding).

“Parent” has the meaning assigned to such term in the introductory paragraph to this Agreement.

“Subsidiary Guarantors” means Amcor Australia, Amcor UK, Amcor US, Amcor Flexibles and each Subsidiary that becomes a party to this Agreement as a Guarantor after the Effective Date pursuant to Section 5.12; provided that if a Subsidiary is released from its obligations as a Subsidiary Guarantor hereunder as provided in Section 5.11(b), such Subsidiary shall cease to be a Subsidiary Guarantor hereunder effective upon such release.

“Supplement”meansaninstrumentintheformofExhibitAhereto, or any other form approved by the Administrative Agent, and in each case reasonably satisfactory to the Administrative Agent.

ARTICLEII

TheGuarantees

SECTION 2.01.Guarantee.    Each Guarantor irrevocably and unconditionally guarantees to each of the Guaranteed Parties, jointly with the other Guarantors and severally, as a primary obligor and not merely as a surety, by way of an independent payment obligation, the due and punctual payment and performance of the Obligations.Each Guarantor further agrees that the Obligations may be extended or renewed, in whole or in part, or amended or modified, without notice to or further assent from it, and that it will remain bound upon its guarantee hereunder notwithstanding any extension,renewal,amendmentormodificationofanyoftheObligations.Each

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Guarantor waives presentment to, demand of payment from and protest to the Borrowers or any other Guarantor of any of theObligations, and also waives notice of acceptance of its guarantee and notice of protest for nonpayment.

SECTION2.02. Guarantee of Payment; Continuing Guarantee.Each Guarantor further agrees that its guarantee hereunder constitutes a guarantee of payment when due (whether or not any bankruptcy, insolvency, receivership, liquidation, reorganization, assignment for the benefit of creditors or similar proceeding shall have stayed the accrual or collection of any of the Obligations or operated as a discharge thereof) and not merely of collection, and waives any right to require that any resort be had by the Administrative Agent or any other Guaranteed Party to any balance of any deposit account or credit on the books of the Administrative Agent or any other Guaranteed Party in favor of any Borrower, any other Guarantor or any other Person. Each Guarantor agrees that its guarantee hereunder is continuing in nature and applies to all of the Obligations, whether currently existing or hereafter incurred.

SECTION2.03. NoLimitations.(a) Exceptfortheterminationor release of a Guarantor’s obligations hereunder as expressly provided in Section 5.11 and the limitations set forth in the Supplement pursuant to which a Guarantor became a party hereto, the obligations of each Guarantor hereunder shall not be subject to any reduction, limitation, impairment or termination for any reason, including any claim of waiver, release, surrender, alteration or compromise of any of the Obligations, and shall not be subject to any defense or set-off, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of any of theObligations, any impossibilityintheperformanceof anyoftheObligationsor otherwise.Withoutlimiting the generality of the foregoing, except for termination or release of its obligations hereunder as expressly provided in Section 5.11, the obligations of each Guarantor hereunder shall not be discharged or impaired or otherwise affected by (i) the failure of anyGuaranteedPartyor anyother Persontoassertanyclaimor demandor toenforceany right or remedy under the provisions of any Loan Document or otherwise, (ii) any rescission, waiver, amendment or modificationof,or anyreleasefromanyofthetermsor provisions of, any Loan Document or any other agreement, including with respect to any other Guarantor under this Agreement, (iii) any default, failure or delay, willful or otherwise, in the performance of any of the Obligations, (iv) any other act or omission that may or might in any manner or to any extent vary the risk of any Guarantor or otherwise operate as a discharge of any Guarantor as a matter of law or equity, (v) any illegality, lack of validity or enforceability of any of the Obligations, (vi) any change in the corporate existence, structure or ownership of any Guarantor, or any insolvency, bankruptcy, reorganization, liquidation, assignment for the benefit of creditors or other similar proceeding affecting any Guarantor or its assets or any resulting release or discharge of any of the Obligations, (vii) the existence of any claim, set-off or otherrights that any Guarantor may have at any time against any Borrower, the Administrative Agent, any other Guaranteed Party or any other Person, whether in connection with the Facility Agreement, the other Loan Documents or any unrelated transaction, (viii) this Agreement having been determined (on whatsoever grounds) to be invalid, non-binding or unenforceable against any other Guarantor ab initio or at any time after the Effective Date,(ix)thefactthatanyPersonthat,pursuanttotheLoanDocuments,wasrequiredto

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become a party hereto may not have executed or is not effectually bound by this Agreement, whether or not this fact is known to the Guaranteed Parties, or (x) any other circumstance (including any statute of limitations), or any existence of or reliance on any representation by the Administrative Agent, any other Guaranteed Party or any other Person, that might otherwise constitute a defense to, or a legal or equitable discharge of, any Borrower, any Guarantor or any other guarantor or surety of all or any part of the Obligations.

(b)To the fullest extent permitted by applicable law, each Guarantor waives any defense based on or arising out of any defense of any Borrower or any other Guarantor or the unenforceability of the Obligations or any part thereof from any cause, or the cessation from any cause of the liability of any Borrower or any other Guarantor, other than the payment in full in cash of all the Obligations.The Administrative Agent and the other Guaranteed Parties may, at their election, compromise or adjust any part of the Obligations, make any accommodation with any Borrower or any other Guarantor or exercise any other right or remedy available to them against any Borrower or any other Guarantor, without affecting or impairing in any way the liability of any Guarantor hereunder except to the extent the Obligations have been paid in full in cash.To the fullest extent permittedby applicable law, each Guarantor waives any defense arising out of any such election even though such election operates, pursuant to applicable law, to impair or to extinguish any right of reimbursement or subrogation or other right or remedy of such Guarantor against any Borrower or any other Guarantor, as the case may be.

(c)EachGuarantorirrevocablyandunconditionallyabandonsanyright that it may have at any time under the existing or future laws of the Bailiwick of Jersey:

(i)whether byvirtueofthedroitdediscussionor otherwisetorequirethat recourse be had by any Guaranteed Party to the assets of any other Guarantor or any other Person before any claim is enforced against such Guarantor in respectof obligations assumed by it under this Agreement; and

(ii)whether by virtue of the droit de division or otherwise to require that any liability under any guarantee or indemnity contained in this Agreement be divided or apportioned with any other Guarantor or any other Person or reducedin any manner whatsoever (other than as expressly permitted by this Agreement).

SECTION2.04. Reinstatement.Each Guarantor agrees that, unless released pursuant to Section 5.11(b), its guarantee hereunder shall continue to beeffective or be reinstated, as the case may be, if at any time payment, or any part thereof, of any Obligations is rescinded or must otherwise be restored by the AdministrativeAgent or any other Guaranteed Party upon the bankruptcy, insolvency, reorganization, liquidation, assignment for the benefit of creditors or any other similar proceeding affecting any Borrower, any other Guarantor or otherwise.

SECTION2.05. Agreement to Pay; Subrogation.In furtherance of the foregoingandnotinlimitationofanyotherrightthattheAdministrativeAgentorany

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other Guaranteed Party has at law or in equity against any Guarantor by virtue hereof, upon the failure of any Borrower or any other Guarantor to pay any Obligation when and as the same shall become due, whether at maturity, by acceleration, after notice of prepayment or otherwise, each Guarantor hereby promises to and will (a) forthwith pay, or cause to be paid, to the Administrative Agent for distribution to the applicable Guaranteed Parties in cash the amount of such due and unpaid Obligation and (b) if an Ipso Facto Event is continuing, and on demand by the Administrative Agent, forthwith pay such due and unpaid Obligation as if it was the principal obligor, provided that the Administrative Agent may only make a demand under this clause (b) if it could, but for the Ipso Facto Event, have made that demand against the relevant Borrower pursuant to Article VII of the Facility Agreement.Upon payment by any Guarantor of any sums to the Administrative Agent as provided above, all rights of such Guarantor against any Borrower or any other Guarantor arising as a result thereof by way of right of subrogation, contribution, reimbursement, indemnity or otherwise shall in all respects be subject to Article III.

SECTION2.06. Information.Each Guarantor assumes all responsibility for being and keeping itself informed of the Borrowers’ and each other Guarantor’s financial condition and assets, and of all other circumstances bearing upon the risk of nonpayment of the Obligations and the nature, scope and extent of the risks that such Guarantor assumes and incurs hereunder, and agrees that neither the Administrative Agent nor any other Guaranteed Party will have any duty to advise such Guarantor of information known to it or any of them regarding such circumstances or risks.

SECTION2.07. Maximum Liability.Notwithstanding anything to the contrary in this Agreement, the obligations and liabilities of any Guarantor that becomesa party to this Agreement after the date hereof shall be limited as and to the extent set forth in the applicable Supplement.

SECTION2.08. Payments Free of Taxes.Each Guarantor that is not a party to the Facility Agreement hereby acknowledges the provisions of Section 2.15 of the Facility Agreement and agrees to be bound by such provisions with the same force and effect, and to the same extent, as if such Guarantor were a party to the Facility Agreement.

ARTICLEIII

Indemnity,SubrogationandSubordination

SECTION3.01.IndemnityandSubrogation.Inadditiontoallsuchrights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 3.03) in respect of any payment hereunder, each Borrower agrees that in the event a payment in respect of any Direct Borrower Obligation of such Borrower shall be made by any other Guarantor under this Agreement, such Borrower shall indemnify such Guarantor for the full amount of such payment and such Guarantor shall be subrogated to the rights of the Person to whom such payment shall have been made to the extent of such payment.

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SECTION3.02. Contribution and Subrogation.Each Guarantor (a “Contributing Party”) agrees (subject to Sections 2.07 and 3.03) that, in the event a payment shall be made by any other Guarantor hereunder in respect of any Obligations (other than any such payment made by any Borrower in respect of its Direct Borrower Obligations) and such other Guarantor (the “Claiming Party”) shall not have been fully indemnified by the applicable Borrower, as provided in Section3.01, such Contributing Party shall indemnify the Claiming Party in an amount equal to the amount of such payment, in each case multiplied by a fraction of which the numerator shall be the net worth of such Contributing Party on the Effective Date and the denominator shall be the aggregate net worth of all the Contributing Parties on the Effective Date (or, in the caseof any Contributing Party becoming a party hereto pursuant to Section5.12, the date of the Supplement hereto executed and delivered by such Contributing Party).Any Contributing Partymaking anypaymenttoa Claiming Partypursuant tothisSection3.02 shall be subrogated to the rights of such Claiming Party under Section3.01 to the extent of such payment.

SECTION3.03. Subordination.Notwithstanding any provision of this Agreement to the contrary, all rights of the Guarantors under Sections3.01 and 3.02 and all other rights of the Guarantors of indemnity, contribution or subrogation under applicable law or otherwise shall be fully subordinated to the payment in full in cash ofall the Obligations.No failure on the part of any Borrower or any other Guarantor to make the payments required by Sections3.01 and 3.02 (or any other payments required under applicable lawor otherwise) shall inanyrespect limit the obligations andliabilities of any Guarantor with respect to its obligations hereunder, and each Guarantor shall remain liable for the full amount of the obligations of such Guarantor hereunder.

ARTICLEIV

RepresentationsandWarranties

Each Guarantor represents and warrants to the Administrative Agent and the Lenders that (a) the execution, delivery and performance by such Guarantor of this Agreement are within such Guarantor’s corporate or other organizational powers andhave been duly authorized by all necessary corporate or other organizational action and,if required, stockholder or other equityholder action of such Guarantor, and that this Agreement has been duly executed and delivered by such Guarantor and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law, and (b) all representations and warranties set forth in the Facility Agreement as to such Guarantor (if such Guarantor is not a party to the Facility Agreement) are true and correct.

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ARTICLEV

Miscellaneous

SECTION5.01. Notices.Allcommunicationsandnoticeshereunder shall(exceptasotherwiseexpresslypermittedherein) beinwritingandgivenasprovided in Section9.01 of the Facility Agreement.All communications and notices hereunder to anySubsidiaryGuarantorshallbegiventoitincareofParentasprovidedin Section 9.01(a)(i) of the Facility Agreement.

SECTION5.02. Waivers; Amendment.(a) No failure or delay by the Administrative Agent or any other Guaranteed Party in exercising any right or power hereunder or under any other Loan Document shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such a right or power, preclude any other or further exercise thereof or the exercise of any other right or power.The rights and remedies of the Administrative Agent and the other Guaranteed Parties hereunder and under the other Loan Documents are cumulative and are notexclusive of any rights or remedies that they would otherwise have.No waiver of any provision of this Agreement or consent to any departure by any Guarantor therefrom shall in any event be effective unless the sameshall be permitted by paragraph(b) of this Section, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. Without limiting the generality of the foregoing, the execution and delivery of this Agreement or theFacility Agreementor themaking of a Loan shall notbe construed as a waiver of any Default, regardless of whether the Administrative Agent or any other Guaranteed Party may have had notice or knowledge of such Default at the time.No noticeor demandonanyGuarantor inanycaseshallentitleanyGuarantor toanyother or further notice or demand in similar or other circumstances.

(b) Neither this Agreement nor any provision hereof may be waived, amended or modified except pursuant to an agreement or agreements in writing entered into by the Administrative Agent and the Guarantor or Guarantors with respect to which such waiver, amendment or modification is to apply, subject to any consent required in accordance with Section 9.02 of the Facility Agreement.

SECTION5.03. Successors and Assigns.Whenever in this Agreement any of the parties hereto is referred to, such reference shall be deemed to include the permitted successors and assigns of such party; and all covenants and agreements by oron behalf of any Guarantor or the Administrative Agent that are contained in this Agreement shall bindandinure tothebenefitof their respective permittedsuccessors and assigns.

SECTION5.04. Survival of Agreement.All covenants, agreements, representations and warranties made by the Guarantors in this Agreement and in the certificates or other instruments delivered in connection with or pursuant to this AgreementshallbeconsideredtohavebeenrelieduponbytheAgents, theArrangers, the SyndicationAgents,theDocumentationAgentsandtheotherGuaranteedPartiesand

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shall survive the execution and delivery of the Loan Documents and the making of any Loans, regardless of any investigation made by any such Person or on its behalf and notwithstanding that the Agents, the Arrangers, the Syndication Agents, the Documentation Agents or any Guaranteed Party may have had notice or knowledge of any Default or incorrect representation or warranty at the time any Loan Document is executed and delivered or any credit is extended under the Facility Agreement, and shall continue in fullforce and effect as long as the principal of or any accrued interest on any Loan or anyfeeor anyother amountpayable under theFacilityAgreementis outstanding and unpaid (other than contingent obligations for indemnification, expense reimbursement, taxgross-up or yieldprotectionas to whichno claimhas been made) and so long as the Commitments have not expired or terminated.The provisions of Sections 2.04, 2.08 and 5.14 shall survive and remain in full force and effect regardless of the consummation of the transactions contemplated by the Loan Documents, the repayment of the Loans, the expiration or termination of theCommitments or the termination of this Agreement or any provision hereof.

SECTION5.05. Counterparts; Effectiveness; Several Agreement.This Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract.This Agreement shall become effective as to any Guarantor when a counterpart hereof (or a counterpart of a Supplement) executed on behalf of such Guarantor shall have been delivered to the Administrative Agent and a counterpart hereof (or a counterpart of such Supplement, as the case may be) shall have been executed on behalf of the Administrative Agent, and thereafter shall be bindingupon such Guarantor and the Administrative Agent and their respective permitted successors and assigns, and shall inure to the benefit of such Guarantor, the Administrative Agent and the other Guaranteed Parties and their respective permitted successors and assigns, except that no Guarantor shall have the right to assign or transfer itsrightsor obligationshereunder oranyinterestherein(andanyattemptedassignmentor transfer by any Guarantor shall be null and void), except as expressly provided in this Agreement or the Facility Agreement.This Agreement shall be construed as a separate agreement withrespect to each Guarantor andmaybe amended, modified, supplemented, waived or released with respect to any Guarantor without the approval of any other Guarantor and without affecting the obligations of any other Guarantor hereunder. Delivery of an executed counterpart of a signature page of this Agreement that is an Electronic Signature transmitted by fax, emailed .pdf or any other electronic means that reproduces an imageof anactual executed signature page shallbeeffectiveas deliveryof a manually executed counterpart of this Agreement.

SECTION5.06.Severability.Anyprovisionof thisAgreementheldtobe invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to theextent of such invalidity, illegality or unenforceability withoutaffecting the validity, legality and enforceability of the remaining provisions hereof; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.

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SECTION5.07. Right of Set-Off.If an Event of Default shall have occurred and be continuing, each Lender and each Affiliate thereof is hereby authorizedat any time and from time to time, to thefullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) or other amounts at any time held and other obligations (in whatever currency) at any time owing by such Lender, or by such an Affiliate, to or for the credit or the account of any Guarantor against any of and all the obligations then due of such Guarantor now or hereafter existing under this Agreement held by such Lender, irrespective of whether or not such Lender shall have made any demand under this Agreement, andalthough such obligations of suchGuarantor areowed toabranch, office or Affiliate of such Lender different from the branch, office or Affiliate holding such deposit or obligated onsuch indebtedness.EachLender shall promptly notify Parentand the Administrative Agent after any such setoff and application; provided that the failureto give such notice shall not affect the validity of such setoff and application.The rights of each Lender, and each Affiliate thereof, under this Section are in addition to other rights and remedies (including other rights of setoff) that such Lender or Affiliate may have.

SECTION5.08. Governing Law; Jurisdiction; Consent to Service ofProcess; Appointment of Service of Process Agent.(a) This Agreement shall be construed in accordance with and governed by the law of the State of New York.

(b)Each party hereto hereby irrevocably and unconditionally submits, for itself and its property, to the jurisdiction of the United States District Court of the Southern District of New York and of the Supreme Court of the State of New Yorksitting in New York County, and any appellate court from any thereof, in any suit, action or proceeding arising out of or relating to this Agreement or any other Loan Document,or forrecognitionor enforcementof anyjudgment,and, subjecttothenextsentence, each party hereto hereby irrevocably and unconditionally agrees that all claims arising out ofor relating to this Agreement or any other Loan Document brought by it or any of its Affiliates shall be brought, and shall be heard and determined, exclusively in suchFederal court or, in the event such Federal court lacks subject matter jurisdiction, such NewYork State court.Nothing in this Agreement or any other Loan Document shall affect any right that any Agent or any Lender may otherwise have to bring any suit,action or proceeding arising out of or relating to this Agreement or any other Loan Document against any Non-US Loan Party or its properties in the courts of in the jurisdiction of organization of such Non-US Loan Party.Each party hereto agrees that a final judgment in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner providedby law.

(c)Each of the parties hereto hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement or any other Loan Document in any court referred to in paragraph(b) of thisSection.Eachofthepartiesheretoherebyirrevocablywaives,tothefullestextent

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permitted by law, the defense of an inconvenient forum to the maintenance of such suit, action or proceeding in any such court.

(d)Each party hereto irrevocably consents to service of process in the manner provided for notices in Section 5.01.Nothing in this Agreement or any other Loan Document will affect the right of any party to this Agreement to serve process in any other manner permitted by law.

(e)Each Guarantor that is a Non-US Loan Party hereby irrevocably designates, appoints and empowersAmcor US, with anaddress of 2801SW 149Avenue, Suite 350, Miramar, Florida 33027, and Amcor US hereby accepts such designation, appointment and empowerment, as its authorized designee, appointee and agent (the “Authorized Agent”) to receive, accept and forward for and on its behalf service of any and all legal process, summons, notices and documents that may be served in any suit, action or proceeding arising out of or relating to this Agreement, the Facility Agreement or any other Loan Document.Such service may be made by mailing a copy of such process to any such Guarantor in the care of the Authorized Agent at its address set forth above, and each such Guarantor herebyirrevocably authorizes and directs the Authorized Agenttoacceptsuchserviceonitsbehalf.Serviceof processupontheAuthorizedAgent shall be deemed, inevery respect, effective serviceof process upon each such Guarantor.

(f)In the event any Guarantor or any of its assets has or hereafteracquires, in any jurisdiction in which judicial proceedings may at any time becommenced with respect to this Agreement or any other Loan Document, any immunity from jurisdiction, legal proceedings, attachment (whether before or after judgment), execution, judgment or setoff, such Guarantor hereby irrevocably agrees not to claim and hereby irrevocably and unconditionally waives such immunity.

SECTION5.09.WAIVER OF JURY TRIAL.EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT, ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY (WHETHER BASED ON CONTRACT,TORTORANYOTHERTHEORY).EACHPARTYHERETO

(A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THATSUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT ITAND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION.

SECTION5.10.Headings.Article and Sectionheadings and the Table of Contents used herein are for convenience of reference only, are not part of thisAgreement and shall not affect the construction of, or to be taken into consideration in interpreting, this Agreement.

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SECTION5.11.Terminationor Release.(a)SubjecttoSection2.04,this Agreement and the Guarantees made herein shall terminate and be released when all the Obligations (other than contingent obligations for indemnification, expense reimbursement, tax gross-up or yield protection as to which no claim has been made)have been paid in full in cash and the Lenders have no further commitment to lend under the Facility Agreement.

(b)The Guarantees of the Subsidiary Guarantors made herein shall alsobe released at the time or times and in the manner set forth in Section 9.18(b) of the Facility Agreement.

(c)Inconnectionwithanyterminationorreleasepursuanttoparagraph

(a)or (b) of this Section, the Administrative Agent shall execute and deliver to any Guarantor, at such Guarantor’s expense, all documents that such Guarantor shall reasonably request to evidence such termination or release.In connection with any release pursuant to thisSection, the Administrative Agent mayrequest thatthe applicable Guarantor deliver to it a certificate of a Financial Officer of such Guarantor to the effect that the requirements to such release set forth in this Section have been satisfied, and the Administrative Agent may rely on, and shall incur no liability for relying upon, any statementsmadeinanysuchcertificate.Anyexecutionanddeliveryof documentsbythe Administrative Agent pursuant tothis Sectionshall be withoutrecourse toor warrantyby the Administrative Agent.

SECTION5.12. Additional Guarantors.Pursuant to the Facility Agreement, certain Subsidiaries not a party hereto on the Effective Date are required to enter into this Agreement, and Parent may voluntarily cause certain of its other Subsidiaries to enter into this Agreement.Upon the execution and delivery by the Administrative Agent and any such Subsidiary of a Supplement, such Subsidiary shall becomeaSubsidiaryGuarantor andaGuarantor hereunder withthesameforceandeffect as if originally named as such herein.The execution and delivery of any Supplement shall not require the consent of any other Guarantor hereunder.The rights and obligations of each Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Subsidiary as a party to this Agreement.

SECTION5.13. Conversion of Currencies.(a) If, for the purpose of obtaining judgment in any court, it is necessary to convert a sum owing hereunder in one currency into another currency, each party hereto agrees, to the fullest extent that it may effectively do so, thatthe rate of exchange used shall be that at which inaccordance with normal banking procedures in the relevant jurisdiction the first currency could be purchased with such other currency on the Business Day immediately preceding the day on which final judgment is given.

(b)The obligations of each Guarantor in respect of any sum due to any party heretoor anyholder of theobligationsowinghereunder (the “ApplicableCreditor”) shall, notwithstanding any judgment in a currency (the “Judgment Currency”) other than the currency in which such sum is stated to be due hereunder (the “AgreementCurrency”),be discharged only to the extent that, on the Business Day following receipt

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by the Applicable Creditor of any sum adjudged to be so due in the Judgment Currency, the Applicable Creditor may in accordance with normal banking procedures in the relevant jurisdiction purchase the Agreement Currency with the Judgment Currency; ifthe amount of the Agreement Currency so purchased is less than the sum originally dueto the Applicable Creditor in the Agreement Currency, such Guarantor agrees, as a separate obligation and notwithstanding any such judgment, to indemnify the Applicable Creditor against such loss.

SECTION 5.14.Certain Agreements.Each Guarantor that is not aparty to the Facility Agreement hereby acknowledges the provisions of Sections 9.03(d), 9.03(e)and9.06(b)oftheFacilityAgreementandagreestobeboundbysuchprovisions with the same force and effect, andto thesame extent, asifsuch Guarantor were a party to the Facility Agreement.

[Signaturepages follow]

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INWITNESS WHEREOF, theparties heretohave enteredintothisAgreement as of the day and year first above written.

	AMCOR PLC,
		by
				/s/ Michael Casamento
			Name:	Michael Casamento
			Title:	EVP, Finance and CFO
	AMCOR PTY LTD,
		executed under §127 of the Corporations Act
		by
				/s/ Anthony Norman Avitabile
			Name:	Anthony Norman Avitabile
			Title:	Director/Treasurer, Asia-Pacific
				/s/ Arthur Raymond Sorensen
			Name:	Arthur Raymond Sorensen
			Title:	Director
		AMCOR FINANCE (USA), INC.,
			by
				/s/ Robert Mermelstein
			Name:	Robert Mermelstein
			Title:	Director
	AMCOR UK FINANCE PLC,
		by
				/s/ Michael J. Rumley
			Name:	Michael J. Rumley
			Title:	Director
	AMCOR FLEXIBLES NORTH AMERICA, INC.,
		by
				/s/ Daniel Sula
			Name:	Daniel Sula
			Title:	Secretary
	JPMORGAN CHASE BANK, N.A., as Administrative Agent
		by
				/s/ Peter S. Predun
			Name:	Peter S. Predun
			Title:	Executive Director
SIGNATURE PAGE TO THE FIVE-YEAR GUARANTEE AGREEMENT

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Exhibit A to theGuarantee Agreement

SUPPLEMENT NO. dated as of [] to the Guarantee Agreement dated as of April 26, 2022 (the “Guarantee Agreement”), among AMCOR PLC, AMCOR PTY LTD (ACN 000 017 372), AMCOR FINANCE (USA), INC., AMCOR UK FINANCE PLC, AMCOR FLEXIBLESNORTHAMERICA,INC.,theother

GUARANTORS from time to time party thereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

Reference is made to the Five-Year Syndicated Facility Agreement dated as of April 26, 2022 (the “Facility Agreement”), among Amcor plc, a public limited company incorporated under the laws of the Bailiwick of Jersey (“Parent”), Amcor Pty Ltd (ACN 000 017 372), an Australian proprietary company limited by shares with a registered office atLevel 11,60CityRoad,Southbank, Victoria3006,Australia(“AmcorAustralia”), Amcor Finance (USA), Inc., a Delaware corporation (“Amcor US”), Amcor UK Finance plc, a company incorporated under the laws of England and Wales with company registration number 04160806 and its registered office at Amcor Central Services Bristol, 83 Tower Road North, Warmley, Bristol, BS30 8XP, United Kingdom (“Amcor UK”), Amcor Flexibles North America, Inc., a Missouri corporation (“AmcorFlexibles” and, together with Amcor Australia, Amcor US and Amcor UK, the “Borrowers”), the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent and Foreign Administrative Agent.

Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Facility Agreement and the Guarantee Agreement, as applicable.

The Guarantors have entered into the Guarantee Agreement in order to induce the Lenders to extend credit to the Borrowers.Section 5.12 of the Guarantee Agreement provides that additional Subsidiaries may become Guarantors under the Guarantee Agreement by execution and delivery of an instrument in the form of this Supplement.[The undersigned Subsidiary or Subsidiaries] ([the]/[each, a] “NewGuarantor”) is executing this Supplement to become a Guarantor under the Guarantee Agreement in order to induce the Lenders to make additional extensions of credit under the Facility Agreement and as consideration for the maintenance of extensions of credit previously made.

Accordingly, the Administrative Agent and [each]/[the] New Guarantor agree as follows:

SECTION 1.In accordance with Section 5.12 of the Guarantee Agreement, [each]/[the] New Guarantor by its signature below becomes a Subsidiary Guarantor and a Guarantor under the Guarantee Agreement with the same force andeffect as if originally named therein as a Subsidiary Guarantor and a Guarantor, and [each]/[the]NewGuarantorherebyagreestoallthetermsandprovisionsofthe

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Guarantee Agreement applicable to it as a Subsidiary Guarantor and a Guarantor thereunder.Each reference to a “Subsidiary Guarantor” or a “Guarantor” in the Guarantee Agreement shall be deemed to include [each]/[the] New Guarantor.The Guarantee Agreement is hereby incorporated herein by reference.

SECTION 2.[Each]/[The] New Guarantor represents and warrants to the Administrative Agent and the Lenders that (a) the execution, delivery and performanceby [such]/[the] New Guarantor of this Supplement have been duly authorized by all necessary corporate or organizational action and, if required, stockholder or other equityholder of [such]/[the] New Guarantor, and that this Supplement has been duly executed and delivered by [such]/[the] New Guarantor and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law, and (b) all representations and warranties set forth in the Facility Agreement as to [such]/[the] New Guarantor (other than the representations and warranties set forth in Section 3.05(b) and clause (i) of Section 3.08(a) of the Facility Agreement) are true and correct.

SECTION 3.This Supplement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract.This Supplement shall become effective as to [each]/[the] New Guarantor when it shall have been executed by the Administrative Agent and the Administrative Agent shall have received a counterpart hereof that bears the signature of [such]/[the] New Guarantor, and thereafter shall be binding upon [such]/[the] New Guarantor and the AdministrativeAgent and their respective permittedsuccessors and assigns, and shallinuretothebenefit of [such]/[the] New Guarantor, the Administrative Agent and the other GuaranteedParties and their respective permitted successors and assigns, except that [the New Guarantor shall not]/[no New Guarantor shall] have the right to assign or transfer itsrightsor obligationshereunder oranyinterestherein(andanysuchassignmentor transfer shall be void) except as expressly provided inthisSupplement, the Guarantee Agreement and the Facility Agreement.Delivery of an executed counterpart of a signature page of this Supplement that is an Electronic Signature transmitted by fax, emailed .pdf or any other electronic means that reproduces an image of an actual executed signature page shall be effective as delivery of a manually executed counterpart of this Supplement.

SECTION 4.Except as expressly supplemented hereby, the Guarantee Agreement shall remain in full force and effect.

SECTION 5.THIS SUPPLEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK.

SECTION 6.Any provision of this Supplement held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extentofsuchinvalidity,illegalityorunenforceabilitywithoutaffectingthevalidity,

[[5812514]]

legality and enforceability of the remaining provisions hereof; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.

SECTION 7.All communications and notices hereunder shall be in writing and given as provided in Section 5.01 of the Guarantee Agreement.

SECTION 8.[New Guarantor] is a [company] duly [incorporated] under the law of [name of relevant jurisdiction].[The guarantee of [such]/[the] New Guarantor in respect of Obligations of any Person other than any of its subsidiaries is subject to the following limitations: [].]1

[Signature pages follow]

1Ifthe New Guarantorisgivingaguaranteeotherthaninrespect ofanyofitssubsidiariesand limitations are agreed in respect of the New Guarantor by the Administrative Agent, insert guarantee limitation wording for relevant jurisdiction that is reasonably satisfactory to the Administrative Agent.

[[5812514]]

IN WITNESS WHEREOF, [each]/[the] New Guarantor and the Administrative Agent have duly executed this Supplement to the Guarantee Agreementas of the day and year first above written.

[NAME OF NEWGUARANTOR],

By

Name:

Title:

JPMORGANCHASEBANK,N.A.,as

AdministrativeAgent,

By

Name:

Title:

[[5812514]]

EX-10.15

Exhibit 10.15

EXECUTIONVERSION

SUPPLEMENT NO. 1 dated as of May 23, 2024 (this“Supplement”)totheGuaranteeAgreementdatedasof April 26, 2022 (as amended, supplemented or otherwise modified from time to time, the “Guarantee Agreement”), among AMCOR PLC, AMCOR PTY LTD, AMCOR FINANCE (USA), INC., AMCOR UK FINANCE PLC, AMCORFLEXIBLESNORTHAMERICA,INC.,theother

GUARANTORS from time to time party thereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

Reference is made to the Three-Year Syndicated Facility Agreement dated as of April 26, 2022 (as amended, supplemented or otherwise modified from time to time, the“FacilityAgreement”),amongAmcorplc,apubliclimitedcompanyincorporatedunder the laws of the Bailiwick of Jersey (“Parent”), Amcor Pty Ltd, an Australian proprietary company limited by shares (“Amcor Australia”), Amcor Finance (USA), Inc., a Delaware corporation (“Amcor US”), Amcor UK Finance plc, a company incorporated under the laws of England and Wales (“Amcor UK”), Amcor Flexibles North America, Inc., a Missouri corporation (“Amcor Flexibles” and, together with Amcor Australia, Amcor US and Amcor UK, the “Borrowers”), the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent and Foreign AdministrativeAgent.

Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Facility Agreement and the Guarantee Agreement, as applicable.

The Guarantors have entered into the Guarantee Agreement in order to induce the Lenders to extend credit to the Borrowers. Section 5.12 of the Guarantee Agreement provides that additional Subsidiaries may become Guarantors under the Guarantee Agreement by execution and delivery of an instrument in the form of this Supplement. The undersigned Subsidiary (the “New Guarantor”) is executing this Supplement to become a Guarantor under the Guarantee Agreement in order to induce the Lenders to make additional extensions of credit under the Facility Agreement and as consideration for the maintenance of extensions of credit previously made.

Accordingly, the Administrative Agent and the New Guarantor agree as

follows:

SECTION 1. In accordance with Section 5.12 of the Guarantee Agreement,

theNewGuarantorbyitssignaturebelowbecomesaSubsidiaryGuarantorandaGuarantor under the Guarantee Agreement with the same force and effect as if originally named therein as a Subsidiary Guarantor and a Guarantor, and the New Guarantor hereby agrees toallthetermsandprovisionsoftheGuaranteeAgreementapplicabletoitasaSubsidiary Guarantor and a Guarantor thereunder. Each reference to a “Subsidiary Guarantor” or a

[[6343507]]

“Guarantor” in the Guarantee Agreement shall be deemed to include the New Guarantor. The Guarantee Agreement is hereby incorporated herein byreference.

SECTION 2. The New Guarantor represents and warrants to the Administrative Agent and the Lenders that (a) the execution, delivery and performanceby the New Guarantor of this Supplement have been duly authorized by all necessary corporateororganizationalactionand,ifrequired,stockholderorotherequityholderofthe NewGuarantor,andthatthisSupplementhasbeendulyexecutedanddeliveredbytheNew Guarantor and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law, and(b)allrepresentationsandwarrantiessetforthintheFacilityAgreementastotheNew Guarantor (other than the representations and warranties set forth in Section 3.05(b) and clause (i) of Section 3.08(a) of the Facility Agreement) are true andcorrect.

SECTION 3. This Supplement may be executed in counterparts (and by differentpartiesheretoondifferentcounterparts),eachofwhichshallconstituteanoriginal but all of which when taken together shall constitute a single contract. This Supplement shall become effective as to the New Guarantor when it shall have been executed by the Administrative Agent and the Administrative Agent shall have received a counterpart hereof that bears the signature of the New Guarantor, and thereafter shall be binding upon theNewGuarantorandtheAdministrativeAgentandtheirrespectivepermittedsuccessors andassigns,andshallinuretothebenefitoftheNewGuarantor,theAdministrativeAgent and the other Guaranteed Parties and their respective permitted successors and assigns, except that the New Guarantor shall not have the right to assign or transfer its rights or obligations hereunder or any interest herein (and any such assignment or transfer shall be void) except as expressly provided in this Supplement, the Guarantee Agreement and the Facility Agreement. Delivery of an executed counterpart of a signature page of this Supplement that is an Electronic Signature transmitted by emailed .pdf or any other electronic means that reproduces an image of an actual executed signature page shall be effective as delivery of a manually executed counterpart of thisSupplement.

SECTION 4. Except as expressly supplemented hereby, the Guarantee Agreement shall remain in full force and effect.

SECTION 5. THIS SUPPLEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK.

SECTION 6. Any provision of this Supplement held to be invalid, illegal orunenforceableinanyjurisdictionshall,astosuchjurisdiction,beineffectivetotheextent of such invalidity, illegality or unenforceability without affecting the validity, legalityand enforceability of the remaining provisions hereof; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.

SECTION 7. All communications and notices hereunder shall be in writing and given as provided in Section 5.01 of the Guarantee Agreement.

[[6343507]]

SECTION 8. The New Guarantor is a company duly incorporated under the laws of England and Wales with company registration number 15449042 and its registeredofficeat83TowerRoadNorth,Warmley,Bristol,BS308XP,UnitedKingdom.

[Signature pages follow]

[[6343507]]

IN WITNESS WHEREOF, the New Guarantor and the Administrative Agent have duly executed this Supplement to the Guarantee Agreement as of the day and year first above written.

	AMCOR GROUP FINANCE PLC,
		by
				/s/ Michael J. Rumley
			Name:	Michael J. Rumley
			Title:	Director
	JPMORGAN CHASE BANK, N.A., as Administrative Agent,
		by
				/s/ Marlon Mathews
			Name:	Marlon Mathews
			Title:	Executive Director
[SIGNATURE PAGE TO SUPPLEMENT NO. 1 TO THE GUARANTEE AGREEMENT]

[[6343507]]

EX-10.16

Exhibit 10.16

EXECUTIONVERSION

SUPPLEMENT NO. 1 dated as of May 23, 2024 (this“Supplement”)totheGuaranteeAgreementdatedasof April 26, 2022 (as amended, supplemented or otherwise modified from time to time, the “Guarantee Agreement”), among AMCOR PLC, AMCOR PTY LTD, AMCOR FINANCE (USA), INC., AMCOR UK FINANCE PLC, AMCORFLEXIBLESNORTHAMERICA,INC.,theother

GUARANTORS from time to time party thereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

ReferenceismadetotheFive-YearSyndicatedFacilityAgreementdatedas ofApril26,2022(asamended,supplementedorotherwisemodifiedfromtimetotime,the “Facility Agreement”), among Amcor plc, a public limited company incorporated under the laws of the Bailiwick of Jersey (“Parent”), Amcor Pty Ltd, an Australian proprietary company limited by shares (“Amcor Australia”), Amcor Finance (USA), Inc., a Delaware corporation (“Amcor US”), Amcor UK Finance plc, a company incorporated under the laws of England and Wales (“Amcor UK”), Amcor Flexibles North America, Inc., a Missouri corporation (“Amcor Flexibles” and, together with Amcor Australia, Amcor US and Amcor UK, the “Borrowers”), the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent and Foreign AdministrativeAgent.

Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Facility Agreement and the Guarantee Agreement, as applicable.

The Guarantors have entered into the Guarantee Agreement in order to induce the Lenders to extend credit to the Borrowers. Section 5.12 of the Guarantee Agreement provides that additional Subsidiaries may become Guarantors under the Guarantee Agreement by execution and delivery of an instrument in the form of this Supplement. The undersigned Subsidiary (the “New Guarantor”) is executing this Supplement to become a Guarantor under the Guarantee Agreement in order to induce the Lenders to make additional extensions of credit under the Facility Agreement and as consideration for the maintenance of extensions of credit previously made.

Accordingly, the Administrative Agent and the New Guarantor agree as

follows:

SECTION 1. In accordance with Section 5.12 of the Guarantee Agreement,

theNewGuarantorbyitssignaturebelowbecomesaSubsidiaryGuarantorandaGuarantor under the Guarantee Agreement with the same force and effect as if originally named therein as a Subsidiary Guarantor and a Guarantor, and the New Guarantor hereby agrees toallthetermsandprovisionsoftheGuaranteeAgreementapplicabletoitasaSubsidiary Guarantor and a Guarantor thereunder. Each reference to a “Subsidiary Guarantor” or a

[[6343505]]

“Guarantor” in the Guarantee Agreement shall be deemed to include the New Guarantor. The Guarantee Agreement is hereby incorporated herein byreference.

SECTION 2. The New Guarantor represents and warrants to the Administrative Agent and the Lenders that (a) the execution, delivery and performanceby the New Guarantor of this Supplement have been duly authorized by all necessary corporateororganizationalactionand,ifrequired,stockholderorotherequityholderofthe NewGuarantor,andthatthisSupplementhasbeendulyexecutedanddeliveredbytheNew Guarantor and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law, and(b)allrepresentationsandwarrantiessetforthintheFacilityAgreementastotheNew Guarantor (other than the representations and warranties set forth in Section 3.05(b) and clause (i) of Section 3.08(a) of the Facility Agreement) are true andcorrect.

SECTION 3. This Supplement may be executed in counterparts (and by differentpartiesheretoondifferentcounterparts),eachofwhichshallconstituteanoriginal but all of which when taken together shall constitute a single contract. This Supplement shall become effective as to the New Guarantor when it shall have been executed by the Administrative Agent and the Administrative Agent shall have received a counterpart hereof that bears the signature of the New Guarantor, and thereafter shall be binding upon theNewGuarantorandtheAdministrativeAgentandtheirrespectivepermittedsuccessors andassigns,andshallinuretothebenefitoftheNewGuarantor,theAdministrativeAgent and the other Guaranteed Parties and their respective permitted successors and assigns, except that the New Guarantor shall not have the right to assign or transfer its rights or obligations hereunder or any interest herein (and any such assignment or transfer shall be void) except as expressly provided in this Supplement, the Guarantee Agreement and the Facility Agreement. Delivery of an executed counterpart of a signature page of this Supplement that is an Electronic Signature transmitted by emailed .pdf or any other electronic means that reproduces an image of an actual executed signature page shall be effective as delivery of a manually executed counterpart of thisSupplement.

SECTION 4. Except as expressly supplemented hereby, the Guarantee Agreement shall remain in full force and effect.

SECTION 5. THIS SUPPLEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK.

SECTION 6. Any provision of this Supplement held to be invalid, illegal orunenforceableinanyjurisdictionshall,astosuchjurisdiction,beineffectivetotheextent of such invalidity, illegality or unenforceability without affecting the validity, legalityand enforceability of the remaining provisions hereof; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.

SECTION 7. All communications and notices hereunder shall be in writing and given as provided in Section 5.01 of the Guarantee Agreement.

[[6343505]]

SECTION 8. The New Guarantor is a company duly incorporated under the laws of England and Wales with company registration number 15449042 and its registeredofficeat83TowerRoadNorth,Warmley,Bristol,BS308XP,UnitedKingdom.

[Signature pages follow]

[[6343505]]

IN WITNESS WHEREOF, the New Guarantor and the Administrative Agent have duly executed this Supplement to the Guarantee Agreement as of the day and year first above written.

	AMCOR GROUP FINANCE PLC,
		by
				/s/ Michael J. Rumley
			Name:	Michael J. Rumley
			Title:	Director
	JPMORGAN CHASE BANK, N.A., as Administrative Agent,
		by
				/s/ Marlon Mathews
			Name:	Marlon Mathews
			Title:	Executive Director
[SIGNATURE PAGE TO SUPPLEMENT NO. 1 TO THE GUARANTEE AGREEMENT]

[[6343505]]

EX-19

Exhibit 19

AMCOR PLC

STATEMENT OF POLICY TO DIRECTORS, OFFICERS AND KEY EMPLOYEES CONCERNINGSECURITIES TRADING AND DISCLOSURE OF CONFIDENTIAL INFORMATION

Thispolicystatement(this“PolicyStatement”)hasbeenadoptedbytheBoardofDirectors(the“Board”)of Amcor plc (the “Company”). The Company has a primary listing on the New York Stock Exchange (“NYSE”) and a foreign exempt listing on the Australian Securities Exchange(“ASX”).

In adopting this Policy Statement, the Board is mindful that the Company has responsibilities to several constituencies in the United States, Australia and other jurisdictions, and has various objectives and that the manner in which the Company’s senior personnel trade in the Company’s securities can affect those responsibilities and objectives. Consequently, while the Company and all Company personnel are required to comply with applicable law, this Policy StatementisbroaderthanmerecompliancewithapplicableU.S.federalsecuritieslawsandAustraliansecuritieslaws and may prohibit conduct that is otherwise permitted by applicablelaw.

It is important that public confidence in the Company is maintained and it would be damaging to the Company’sreputationifthemarketorthegeneralpublicperceivedthatseniorpersonnelorotheremployeesmightbe taking advantage of their position in the Company to make financial gains (including by dealing in securities on the basis of inside information). It is the Company’s policy that as a guiding principle, before dealing in the Company’s securities, senior personnel or other employees ask themselves: If the market was aware of all the current circumstances, could I be perceived to be taking advantage of my position in an inappropriate way? How would it look if the transaction were reported on the front page of the newspaper?

This Policy Statement should not be interpreted to modify any agreements the Company and the senior personnel may have entered into regarding the disclosure of confidential information.

CompliancewiththisPolicyStatementisrequiredof all“seniorpersonnel”oftheCompany and, as noted, the Company.Theterm“senior personnel”means:

•all directors and executive officers of theCompany;

•all directors and executive officers of the subsidiaries of the Company designated bythe Company;

•all non-executive officers and other key employees whom the Company may designate;and

•all members of the immediate family and household of theforegoing.

References to “securities” includes the Company’s common stock, any preferred stock and CHESS Depositary Interests (“CDIs”).

This Policy Statement should not be interpreted to modify any agreements the Company and the senior personnel may have entered into regarding the disclosure of confidential information.

1.Prohibition Against Trading and Tipping While Aware of Material, Non-PublicInformation.

It is a violation of Company policy for any person, including the Company, to buy or sell securities of the Company if he, she or it is aware of material, non-public information concerning the Company. It also violates Company policy for any senior personnel in possession of material, non-public information to recommend that another person buy or sell the Company’s securities.

Information is material if it could reasonably affect a reasonable person’s investment decision whether to buy, sell or hold the stock. Although it is not possible to list all types of information that might be deemed material under particular circumstances, information concerning the following subjects is often found material:

•internal forecasts orbudgets;

•significant acquisitions or dispositions (including mergers, tender offers and asset purchase orsale transactions);

•major product changes orintroductions;

•special dividends or changes in dividendpolicy;

•changes in debtratings;

•significant write-downs of assets or additions to reserves for bad debts or contingentliabilities;

•liquidityproblems;

•extraordinary managementdevelopments;

•significant financingtransactions;

•major price or marketingchanges;

•labor negotiations;and

•significant litigation or investigations by governmentalbodies.

Informationaboutacompanygenerallyisnotmaterialifitspublicdisseminationwouldnothaveanyimpact onthepriceoftheCompany’spubliclytradedsecurities.Itshouldbenotedthateitherpositiveoradverseinformation maybematerial.Itshouldalsobenotedthatmaterialitymaydependonthetypeofsecuritiesinvolvedintheanalysis. Materiality can frequently be uncertain and, since your actions will be judged with hindsight, caution should be exercised. If you have any questions in this area, you should contact the Company’s GeneralCounsel.

Informationisnon-publicifithasnotbeendisclosedtothepublicand,evenafterdisclosurehasbeenmade, untilareasonabletimehaspassedafterithasbeendisclosedbymeanslikelytoresultinwidespreadpublicawareness (e.g.,SecuritiesandExchangeCommission(“SEC”)filings,pressreleasesorpubliclyaccessibleconferencecalls).It also violates Company policy for any senior personnel to use any non-public information about the Company for personal benefit. These prohibitions against trading while in possession of material, non-public information (orusing such information for personal benefit) also apply to material, non-public information about any other company that has been obtained in the course of a person’s work for theCompany.

This policy continues to apply to your transactions in Company securities even after you have terminated employment or other services to the Company or a subsidiary. If you are aware of material, non-public information when your employment or service relationship terminates, you may not trade in Company securities until that information becomes public or is no longer material.

2.Restrictions on Selective Disclosure of Material, Non-PublicInformation.

It is a violation of Company policy to disclose in any manner any material, non-public information to any person except as follows:

•disclosure to a person who has signed an appropriate agreement to hold such informationin confidence;

•disclosure to other senior personnel of theCompany;

•disclosure to personnel who need the information to carry out their services to the Companyand who agree to hold the information inconfidence;

•disclosure to the Company’s lawyers, accountants or advisors if the information disclosedis related to a matter on which they are involved;or

•as approved by the Chief Executive Officer / Managing Director, Chief Financial Officeror General Counsel of theCompany.

All communications with investors, investor representatives, securities analysts and securities professionals shallbemadebyeithertheChairpersonoftheBoardortheCompany’sChiefExecutiveOfficer/ManagingDirector, Chief Financial Officer or Head of Investor Relations, or a person or persons specifically designated by the Chairperson of the Board or the Company’s Chief Executive Officer / Managing Director from time to time. All requests for information about the Company from shareholders, the financial press, investment analysts and others in the media or financial communities, whether or not involving confidential or non-public information, should be directedtotheCompany’sGeneralCounsel,orapersondesignatedbyhimorherfromtimetotime.Ifanysenior

- 2 -

personnelshouldinadvertentlyselectivelydiscloseanymaterial,non-publicinformationtoanypersonnotcoveredby theexceptionsabove,Companypolicyrequiresthatsuchinadvertentdisclosurebereportedassoonaspossibletothe Company’s Chief Executive Officer / Managing Director, Chief Financial Officer or General Counsel. Such inadvertent disclosure may arise because of a mistaken belief about the materiality or non-public nature of the disclosed information, the identity of the recipient of such disclosure, the applicability of a confidentiality agreement ornumerousotherreasons.Applicablelaws(inparticular,RegulationFDundertheSecuritiesExchangeActof1934, as amended (the “Exchange Act”)) generally requires that the Company publicly and promptly disclose the information that had been inadvertently disclosed.

3.Window Periods and Pre-ClearanceProcedures.

It is not permissible for any senior personnel to engage in any transaction in the Company’s securities (including the cashless exercise of any stock option, to the extent permitted, but excluding the cash payment to the Companyoftheexercisepriceofastockoption)withoutfirstobtainingpre-clearanceofthetransactionfromtheChief Executive Officer / Managing Director or the General Counsel (provided such individuals may not pre-clear on trade made by themselves or on their behalf). The officer providing such pre-clearance is referred to herein as the “Pre-ClearanceOfficer.”

Arequestforpre-clearanceshouldbesubmitted tothePre-ClearanceOfficeratleasttwodaysin advanceof theproposedtransaction.Normally,thePre-ClearanceOfficerwillclear,totheextentconsistentwithCompanypolicy,anytransactionthatcomplieswiththisPolicyStatementandapplicableU.S.federalsecuritieslawsandAustralian

laws and occurs inside a period in which transactions are permitted (a “Window Period”), discussed in further detailbelow. However, the Pre-Clearance Officer is under no obligation to approve, and may determine not to permit, any transaction submitted for pre-clearance, even if the transaction falls inside a “Window Period.”

If pre-clearance is denied, such denial must be kept confidential by the person requesting pre-clearance. Unless otherwise provided, pre-clearance of a transaction is valid for three (3) business days. If the transaction is not executedwithinthattime,thepersonrequestingpre-clearancemustrequestpre-clearanceagain.Evenifpre-clearance isobtained,seniorpersonnelmustnotenterintoanytransactioniftheybelievetheyareinpossessionofmaterialnon- publicinformation.

QuarterlyPermittedPeriod.The“WindowPeriod”shallmeantheperiodbeginningtwofullbusinessdays following the release of the Company’s quarterly or annual financial results for the immediately preceding fiscal quarter or year and ending immediately preceding the 15th calendar day before the end of the then-current fiscal quarter.Thereleaseofquarterlyorannualfinancialresultsinvariablyhasthepotentialtohaveamaterialeffectonthe marketfortheCompany’ssecurities.Assuch,aquarterlyblackoutperiodisimposedtoavoideventheappearanceof insider trading.

Event-specificBlackoutPeriod.Fromtimetotime,aneventmayoccurthatismaterialtotheCompanyand is known by certain parties. So long as the event remains material and non-public, directors, officers, and such other persons as are designated by the Pre-Clearance Officer may not trade in the Company’s securities. The existence of an event-specific blackout will not be announced. If, however, a person whose trades are subject to pre-clearance requestspermissiontotradeintheCompany’ssecuritiesduringanevent-specificblackout,thePre-ClearanceOfficer will inform the requester of the existence of a blackout period, without disclosing the reason for the blackout. Any person made aware of the existence of an event-specific blackout should not disclose the existence of the blackout to any other person. The failure of the Pre-Clearance Officer to designate a person as being subject to an event-specific blackout will not relieve that person of the obligation not to trade while aware of material, non-public information. A person in possession of material, non-public information about the Company may not engage in any transaction involving the Company’s securities either outside or inside the WindowPeriod.

The foregoing procedures do not apply to the purchase or sale of securities in a “blind” trust, mutual fund, “wrap” account or similar arrangement, provided that there are no discussions with the trustee, money manager or otherinvestmentadvisorwhohasdiscretionoverthefunds.Seniorpersonnelshouldconsideraskingtheiradvisorsto refrain from trading in Company securities to prevent any future misunderstanding orembarrassment.

- 3 -

Employee Benefit Plan Blackout Periods. Section 306 of the Sarbanes-Oxley Act of 2002 and Regulation BTR prohibit executive officers and directors of a public company from directly or indirectly acquiring or disposing of any equity securities of a public company received in connection with such person’s service or employment as a director or executive officer during an individual account plan “blackout period.” “Individual account plans” include 401(k) plans, profit sharing plans, stock bonus plans and money purchase pension plans sponsored by the Company. An individual account plan “blackout period” exists whenever the Company or any plan fiduciary temporarily suspends for more than three consecutive business days the ability of 50% or more of the plan participants or beneficiaries under all individual account plans maintained by the Company to acquire or dispose of any of the Company’s equity securities held in the plans. This Policy Statement extends this prohibition to all senior personnel.

4.Prearranged Trading Plans.

Rule 10b5-1(c) under the Exchange Act provides an affirmative defense to a claim of insider trading by providing that a person will not be viewed as having traded on the basis of material non-public information if that person can demonstrate that the transaction was effected pursuant to a written plan (or contract or instruction) that was established before the person became aware of that information. Prearranged trading plans permit an insider to tradeduringCompanyblackoutperiodsoratatimewhentheinsiderisotherwiseinpossessionofmaterialnon-public information. (There is no equivalent exception of defense under applicable Australian securitieslaws.)

As a matter of Company policy, senior personnel may not implement a prearranged trading plan under Rule 10b5-1 (a “Rule 10b5-1 plan”) atanytimewithoutpriorclearance.Beforeenteringintoatradingplan,seniorpersonnelmustcontactthePre-Clearance Officer to inquire if a blackout period is in effect and to obtain pre-clearance of the contemplated plan. Senior personnel may only enter into a trading plan when they are not in possession of material, non-public information. In addition, senior personnel may only enter into a trading plan during a Window Period and may not enter into such a plan during an employee benefit plan blackout period (or at any time that the senior personnel was awareofanimpendingemployeebenefitplanblackoutperiod).Atradingplanmustbeinwritingandmustbeentered into in good faith and not as part of a scheme to evade insider trading liability. Directors and officers must include a representation in any plan that they are not aware of any material non-public information about the Company or its securities, and that they are adopting the plan in good faith and not as a scheme to evade prohibitions of Rule 10b-5. The trading plan must not permit the senior personnel to have any subsequent influence on how, when and whether to effect a transaction pursuant to the plan. The identity of the third party effecting transactions pursuant to the trading plan must be disclosed to the CompanyandacceptabletotheCompany.Copiesofthetradingplanmustbedeliveredtothethirdpartyeffectingthe transactionsundertheplanandtotheCompany’slegaldepartment.Multipletradingplansandfrequentmodifications ofanexistingplanarediscouraged and in many cases not permitted under the applicable rule. Modifications to the amount, price or timing of the purchase or sale of securities (including modifications to written formulas or algorithms, or computer programs affecting the same) underlying a plan will constitute a termination of such plan and the adoption of a new plan. Onceatradingplanispre-cleared,transactionsmadepursuanttotheplanwillnot requireadditionalpre-clearance,aslongastheplanspecifiesthedates,pricesandamounts(i.e.numberofsecurities) of the contemplated transactions or establishes a formula for determining dates, prices and amounts. As discussed under “5. Beneficial Ownership Forms Required by the SEC,” transactions made under a prearranged trading plan need to be promptly reported on Form4.

Directors and officers must wait to begin trading under a Rule 10b5-1 plan until the later of 90 days after the adoption of the plan or two business days following the disclosure of the Company’s financial results in a Form 10-Q or Form 10-K relating to the fiscal quarter in which the plan was adopted, subject to a maximum cooling-off period of 120 days after adoption of the plan. All other personnel are subject to a 30-day cooling off period after adoption of a Rule 10b5-1 plan.

5.Beneficial Ownership Forms Required by theSEC.

Section16oftheExchangeActandtheSEC’srulesthereunderrequirealloftheofficers(asdefinedbelow), directors and greater than 10% shareholders of the Company to report their initial beneficial ownership of equity securities of the Company and any subsequent changes in that ownership. The term “officer” is specifically defined for Section 16 purposes, and includes the principal officers of the Company and may include officers ofsubsidiaries.

A Form 3 must be filed (i) as of the date on which the Company first registers a class of equity securities under Section 12 of the Exchange Act or (ii) thereafter, within 10 days of becoming an officer or director of the

Company. This report discloses the reporting person’s beneficial interest in Company securities and must be filed even if such person does not own any Company securities.

AForm4mustbefiledtoreportacquisitionsanddispositionsofCompanysecurities,including(a)anyopen market sale or purchase of Company securities, (b) any grant, exercise or conversion of Company restricted stock or derivativesecurities(e.g.,stockoptions),(c)anytransferstoorfromindirectformsofownership,suchastransfersto trusts (d) any intra-plan transfers involving Company securities held under pension or retirement plans and (e) any gifts of such securities. A Form 4 must generally be filed within two business days of the date of execution of the transaction (not the settlement date or subsequent closing or delivery date). The SEC rules provide for a limited exception to the two business day filing requirementinthecaseofprearrangedtradingprogramsandanyintra-plantransfersinvolvingCompanysecurities held under the Company’s pension or retirement plans, in each case for which the officer or director does not select thedateofexecution.Inthosecases,aForm4mustbefiledwiththeSECwithintwobusinessdaysfollowingthedate on which the officer or director is notified of the transaction. However, if the officer or director does not receive notification by the third business day following the actual trade date, then the third business day is deemed to be the date of execution. Consequently, it is important that officers and directors ensure that their brokers and the plan administrator notify them promptly of any transaction. A Form 4 must also be filed after a person ceases to be an officer or director of the Company if there is a non-exempt, “opposite-way” transaction within six months of such person’s last transaction while an officer or director (e.g., an open market sale within six months of apurchase).

A Form 5 must be filed within 45 days after the Company’s fiscal year-end by every person who was an officer or director at any time during the fiscal year to report (i) certain small acquisitions of Company securities, (ii) certainmiscellaneoustransactions,suchasinheritancesand(iii)any transactionduringthelastfiscalyearthat wasrequiredtobereportedonaForm3orForm4butwasnotreported.Theregulationsprovidethat,atthediscretion of the officer or director involved, transactions normally reported at fiscal year-end on a Form 5 may be reported earlieronaForm4.Iftherearenoreportabletransactions,orifallreportabletransactionshavealreadybeenreported on a Form 3 or Form 4, a Form 5 is not required. The Company encourages the use of the Form 4 early reporting option to help prevent transactions from going unreported at fiscal year-end and to help eliminate the need to file a Form5.

Section 16 reports must be filed electronically with the SEC via EDGAR and promptly posted to the Company’s website. Under SEC rules, the preparation and filing of Section 16 reports are the sole responsibility of the reporting person. However, the Company has established a program to assist officers and directors in preparing andfilingtheseforms.TheCompanycanonlyfacilitatecompliancebyofficersanddirectorstotheextenttheyprovide the Company with the information required by the program. The Company does not assume any legal responsibility in thisregard.

In addition to reporting obligations, Section 16 prohibits (and permits lawsuits against any reporting person to recover) profits realized in a “short-swing” transaction (e.g., any non-exempt purchase and sale, or sale and purchase, of the Company’s equity securities within any six month period). Any profit realized by a reporting person ina“short-swing”transactionmustbedisgorgedtotheCompany.Liabilityfor“short-swing”transactionsisimposed without regard to intent.

Note that the beneficial ownership reporting requirements do not apply to all senior personnel of the Company.Theserequirements,aswellasthe“short-swing”profitdisgorgementprovisions,applyonlytoofficersand directorsoftheCompany.SeniorpersonnelwithquestionsabouttheirstatusforSection16reportingpurposesshould consult with the Company’s General Counsel, or a person designated by him or her from time totime.

6.Prohibition Against ShortSelling.

It violates Company policy for any senior personnel of the Company to sell any equity security of the Companyifsuchpersoneither(a) doesnotownthesecuritysoldor(b)doesnotdeliverthesecurityagainstsuchsale within twenty days thereafter or does not within five days after such sale deposit the security in the mails or other usual channels oftransportation.

7.Prohibition Against Trading in Derivatives.

It violates Company policy for any senior personnel to purchase, sell or engage in any other transaction involving any derivative securities related to any equity securities of the Company. A “derivative security” includes any option, warrant, convertible security, stock appreciation right or similar security with an exercise or conversion price or other value related to the value of any equity security of the Company. This prohibition does not, however, apply to any derivative security received by senior personnel pursuant to a Company compensatory or benefit plan, contract or arrangement.

8.Prohibition Against the Pledging of Amcor shares orCDI’s.

It violates Company policy for: (i) any director; or (ii) any direct report of the Chief Executive Officer (“CEO”),topledgeorotherwiseuseorofferassecurity,anyAmcorsharesorCDIsheldbythem(whichincludesthe holding of shares or CDIs in a margin account and pledging (or hypothecated) such shares or CDIs as collateral for a loan orotherwise).

9.AnnualCertification.

All senior personnel of the Company are required to execute and deliver an annual statement to the General Counsel of the Company, certifying that such person has complied with this Policy Statement at all times from the date hereof (or such lesser time as such person has been covered hereby).

10.Implementation.

The Board may adopt such reasonable procedures as it deems necessary or desirable in order to implement this Policy Statement.

11.AustralianConsiderations.

In addition to the requirements above, consistent with Australian laws, it is the Company’s policy that a person who has “inside information” about the Company must not:

•buy or sell securities in the Company, or enter in an agreement to buy or sell securities, or exerciseoptions over securities, or otherwise apply for, acquire or dispose of securities(“deal”);

•encourage or procure someone else to deal in securities in the Company (for example, by arrangingfor their spouse or a company that they own to buy the securities on their behalf);or

•directly or indirectly provide that information to another person where they know, or ought to know,that that person is likely to deal in securities or encourage someone else to deal in securities of the Company (“tipping”).

Importantly, these requirements apply to dealings that relate to CDIs of the Company (or arrangements relatingtoCDIs)anddealingscarriedoutbyoronbehalfofapersonbasedinAustralia.However,otherdealingsmay also be captured by theserequirements.

For these purposes, “inside information” has a similar meaning to “material, non-public information” and means information that:

•is not generally available to the market;and

•if it were generally available to the market, a reasonable person would expect it to have a materialeffect (upwards or downwards) on the price or value of asecurity.

Inside information may include matters of supposition, matters that are not yet certain and matters relating to a person’s intentions.

* * * *

If you have any doubt as to your responsibilities under these guidelines, please seek clarification and guidance from the General Counsel of the Company before you act. Do not try to resolve uncertainties on your own.

The Company expects strict compliance with the foregoing policies by all persons subject to this Policy Statement. Any failure to observe these guidelines may result in serious legal difficulties for you, as well as the Company. Furthermore, any failure to follow the letter and spirit of this Policy Statement will be considered a matter of extreme seriousness and may serve as a basis for termination of employment or service.

Certification

I,, certify that I have read and understand the Amcor plc Statement of Policy to Directors, Officers and Key Employees Concerning Securities Trading and Disclosure of ConfidentialInformation.

Signed:    

Date:    

EX-21

EXHIBIT 21.1

SIGNIFICANT SUBSIDIARIES OF THE REGISTRANT

    Amcor plc has no parent. The following were significant subsidiaries of the Company as of June 30, 2024.

Name	Organized Under The Laws Of
Amcor European Holdings Pty Ltd	Australia
Amcor Investments Proprietary Limited	Australia
Amcor Pty Ltd	Australia
Amcor Group GmbH	Switzerland
Amcor Holding	United Kingdom
Amcor UK Finance PLC	United Kingdom
ARP LATAM Holdco Ltd	United Kingdom
ARP North America Holdco Ltd	United Kingdom
Amcor Finance (USA), Inc.	United States of America
Amcor Flexibles North America, Inc.	United States of America
Amcor Packaging, Inc.	United States of America
Amcor Packaging (USA) Inc.	United States of America
Amcor Rigid Packaging USA, LLC	United States of America
Amcor Wisconsin, LLC	United States of America
Twinpak (USA) LLC	United States of America

EX-22

EXHIBIT 22

LIST OF GUARANTORS AND SUBSIDIARY ISSUERS OF GUARANTEED SECURITIES AS OF JUNE 30, 2024

    The following is a list of guarantors of the 4.000% Senior Notes due 2025, 3.100% Senior Notes due 2026, 3.625% Senior Notes due 2026, 4.500% Senior Notes due 2028, 2.630% Senior Notes due 2030, and 2.690% Senior Notes due 2031 issued by Amcor Flexibles North America, Inc. The issuer is a wholly owned subsidiary of Amcor plc.

Name of Guarantor	Jurisdiction of Incorporation
Amcor plc	Jersey
Amcor UK Finance plc	United Kingdom
Amcor Group Finance plc	United Kingdom
Amcor Finance (USA) Inc.	United States of America
Amcor Pty Ltd	Australia

    The following is a list of guarantors of the 1.125% Senior Notes due 2027 and 3.950% Senior Notes due 2032 issued by Amcor UK Finance plc, a wholly owned subsidiary of Amcor plc.

Name of Guarantor	Jurisdiction of Incorporation
Amcor plc	Jersey
Amcor Group Finance plc	United Kingdom
Amcor Flexibles North America, Inc.	United States of America
Amcor Finance (USA) Inc.	United States of America
Amcor Pty Ltd	Australia

    The following is a list of guarantors of the 5.625% Senior Notes due 2033 issued by Amcor Finance (USA), Inc., a wholly owned subsidiary of Amcor plc.

Name of Guarantor	Jurisdiction of Incorporation
Amcor plc	Jersey
Amcor UK Finance plc	United Kingdom
Amcor Group Finance plc	United Kingdom
Amcor Pty Ltd	Australia
Amcor Flexibles North America, Inc.	United States of America

    The following is a list of guarantors of the 5.450% Senior Notes due 2029 issued by Amcor Group Finance plc, a wholly owned subsidiary of Amcor plc.

Name of Guarantor	Jurisdiction of Incorporation
Amcor plc	Jersey
Amcor UK Finance plc	United Kingdom
Amcor Pty Ltd	Australia
Amcor Flexibles North America, Inc.	United States of America
Amcor Finance (USA) Inc.	United States of America

EX-23

EXHIBIT 23

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (No. 333-232743) and Form S-3 (No. 333-272449) of Amcor plc of our report dated August 16, 2024 relating to the financial statements, financial statement schedule and the effectiveness of internal control over financial reporting, which appears in this Form 10-K.

/s/ PricewaterhouseCoopers AG

Zurich, Switzerland

August 16, 2024

EX-31.1

EXHIBIT 31.1

RULE 13a-14(a)/15d-14(a) CERTIFICATION OF CEO

I, Peter Konieczny, certify that:

1.I have reviewed this Annual Report on Form 10-K of Amcor plc;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date	August 16, 2024	/s/ Peter Konieczny
		Peter Konieczny, Interim Chief Executive Officer (Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

RULE 13a-14(a)/15d-14(a) CERTIFICATION OF CFO

I, Michael Casamento, certify that:

1.I have reviewed this Annual Report on Form 10-K of Amcor plc;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date	August 16, 2024	/s/ Michael Casamento
		Michael Casamento, Executive Vice President and Chief Financial Officer (Principal Financial Officer)

EX-32

EXHIBIT 32

SECTION 1350 CERTIFICATIONS OF CEO AND CFO

    Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned certifies that the Annual Report on Form 10-K of Amcor plc for the year ended June 30, 2024 (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Amcor plc.

	/s/ Peter Konieczny		/s/ Michael Casamento
	Peter Konieczny, Interim Chief Executive Officer (Principal Executive Officer)		Michael Casamento, Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Date	August 16, 2024	Date	August 16, 2024

EX-97

Exhibit 97

Amcor plc Compensation Recovery Policy Effective October 2, 2023

1.Purpose. The purpose of this Compensation Recovery Policy (this “Policy”) is to describe the circumstances under which Amcor plc (the “Company”) is required to recover certain compensation paid to certain employees. Any references in compensation plans, agreements, equity awards or other policies to the Company’s“recoupment,”

“clawback” or similarly named policy shall mean this Policy.

2.Requirement to Recover Compensation. In the event that the Company is required to prepare an Accounting Restatement, the Company shall recover the amount of Erroneously AwardedCompensation.

3.Definitions. For purposes of this Policy, the following terms, when capitalized, shall have the meanings set forthbelow:

(a)“Accounting Restatement” shall mean any accounting restatement required due to the Company’s material noncompliance with any financial reporting requirement under the securities law, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements, or that would result in a material misstatement if the errorwerecorrectedinthecurrentperiodorleftuncorrectedinthecurrentperiod.

(b)“Covered Officer” shall mean the Company’s president; principal financial officer; principal accounting officer (or if there is no such accounting officer, the controller); any vice-president of the Company in charge of a principal business unit, division, or function (such as sales, administration, or finance); any other officer who performs a significant policy-making function; or any other person who performs similar significant policy-making functions for the Company. Executive officers of the Company’s parent(s) or subsidiaries, if any, shall be deemed “Covered Officers” if they perform such policy-making functions for the Company. Identification of an executive officer for purposes of this Policy shall include at a minimum executive officers identified pursuant to Item 401(b) of RegulationS-K.

(c)“Effective Date” shall mean October 2, 2023.

(d)“Erroneously Awarded Compensation” shall mean the excess of (i) the amount of Incentive-Based Compensation Received by a person (A) after beginning service as a Covered Officer, (B) who served as a Covered Officer at any time during the performance period for that Incentive-Based Compensation, (C) while the Company has a class of securities listed on a national securities exchange or a national securities association and (D) during the Recovery Period; over (ii) the Recalculated Compensation. For the avoidance of doubt, a person who servedas

Exhibit 97

a Covered Officer during the periods set forth in clauses (A) and (B) of the preceding sentence shall continue to be subject to this Policy even after such person’s service as a Covered Officer has ended.

(e)“Incentive-Based Compensation” shall mean any compensation that is granted, earned, or vested based wholly or in part upon the attainment of a financial reporting measure. A financial reporting measure is a measure that is determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements, and any measures that are derived wholly or in part from such measures, regardless of whether such measure is presented within the financial statements or included in a filing with the Securities and Exchange Commission. Each of stock price and total shareholder return is always considered a financial reporting measure. For the avoidance of doubt, incentive- based compensation subject to this Policy does not include stock options, restricted stock, restricted stock units or similar equity-based awards for which the grant is not contingent upon achieving any financial reporting measure performance goal and vesting is contingent solely upon completion of a specified employment period or attaining one or more non-financial reportingmeasures.

(f)“Recalculated Compensation” shall mean the amount of Incentive-Based Compensation that otherwise would have been Received had it been determined based on the restated amounts in the Accounting Restatement, computed without regard to any taxes paid. For Incentive-Based Compensation based on stock price or total shareholder return, where the amount of the Erroneously Awarded Compensation is not subject to mathematical recalculation directly from the information in an Accounting Restatement, the amount of the Recalculated Compensation must be based on a reasonable estimate of the effect of the Accounting Restatement on the stock price or total shareholder return, as the case may be, upon which the compensation was Received. The Company must maintain documentation of the determination of that reasonable estimate and provide such documentation to the national securities exchange or association on which its securities arelisted.

(g)Incentive-Based Compensation is deemed “Received” in the Company’s fiscal period during which the financial reporting measure specified in the award of such Incentive-Based Compensation is attained, even if the payment or grant of the Incentive-Based Compensation occurs after the end of thatperiod.

(h)“Recovery Period” shall mean the three completed fiscal years of the Company immediately preceding the date the Company is required to prepare an Accounting Restatement; provided that the Recovery Period shall not begin before the Effective Date. For purposes of determining the Recovery Period, the Company is considered to be “required to prepare an Accounting Restatement” on the earlier to occur of: (i) the date the Company’s Board of Directors, a committee thereof, or the Company’s officer or officers authorized to take such action if Board action is not required, concludes, or reasonably should have concluded,that

Exhibit 97

the Company is required to prepare an Accounting Restatement, or (ii) the date a court, regulator, or other legally authorized body directs the Company to prepare an Accounting Restatement. If the Company changes its fiscal year, then the transition period within or immediately following such three completed fiscal years also shall be included in the Recovery Period, provided that if the transition period between the last day of the Company’s prior fiscal year end and the first day of its new fiscal year comprises a period of nine to twelve months, then such transition period shall instead be deemed one of the three completed fiscal years and shall not extend the length of the RecoveryPeriod.

4.Exceptions. Notwithstanding anything to the contrary in this Policy, recovery of Erroneously Awarded Compensation will not be required to the extent the Company’s committee of independent directors responsible for executive compensation decisions (or a majority of the independent directors serving on the Company’s board of directors in the absence of such a committee) has made a determination that such recovery would be impracticable and one of the following conditions have beensatisfied:

(a)The direct expense paid to a third party to assist in enforcing this Policy would exceed the amount to be recovered; provided that, before concluding that it would be impracticable to recover any amount of Erroneously Awarded Compensation that was Incentive-Based Compensation based on the expense of enforcement, the Company must make a reasonable attempt to recover such Erroneously Awarded Compensation, document such reasonable attempt(s) to recover, and provide that documentation to the national securities exchange or association on which its securities are listed.

(b)Recovery would violate home country law where, with respect to Incentive-Based Compensation, that law was adopted prior to November 28, 2022; provided that, before concluding that it would be impracticable to recover any amount of Erroneously Awarded Compensation that was Incentive-Based Compensation based on violation of home country law, the Company must obtain an opinion of home country counsel, acceptable to the national securities exchange or association on which its securities are listed, that recovery would result in such a violation, and must provide such opinion to the exchange orassociation.

(c)Recovery would likely cause an otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the Company, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder.

5.Manner of Recovery. In addition to any other actions permitted by law or contract, the Company may take any or all of the following actions to recover any Erroneously Awarded Compensation: (a) require the Covered Officer to repay such amount; (b) offset such amount from any other compensation owed by the Company or any of its affiliates to the Covered Officer, regardless of whether the contract or other documentation governing such other compensation specifically permits or specifically prohibitssuch

Exhibit 97

offsets; and (c) subject to Section 4(c), to the extent the Erroneously Awarded Compensation was deferred into a plan of deferred compensation, whether or not qualified, forfeit such amount (as well as the earnings on such amounts) from the Covered Officer’s balance in such plan, regardless of whether the plan specifically permits or specifically prohibits such forfeiture. If the Erroneously Awarded Compensation consists of shares of the Company’s common stock, and the Covered Officer still owns such shares, then the Company may satisfy its recovery obligations by requiring the Covered Officer to transfer such shares back to theCompany.

6.Other.

(a)This Policy shall be administered and interpreted, and may be amended from time to time, by the Company’s board of directors or any committee to which the board may delegate its authority in its sole discretion in compliance with the applicable listing standards of the national securities exchange or association on which the Company’s securities are listed, and the determinations of the board or such committee shall be binding on all CoveredOfficers.

(b)The Company shall not indemnify any Covered Officer against the loss of Erroneously Awarded Compensation.

(c)The Company shall file all disclosures with respect to this Policy in accordance with the requirements of the Federal securities laws, including the disclosure required by the applicable Securities and Exchange Commissionfilings.

(d)Any right to recovery under this Policy shall be in addition to, and not in lieu of, any other rights of recovery that may be available to theCompany.

XML

Cover Page - USD ($) $ in Billions	12 Months Ended
	Jun. 30, 2024	Aug. 14, 2024	Dec. 31, 2023
Entity Information [Line Items]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Jun. 30, 2024
Current Fiscal Year End Date	--06-30
Document Transition Report	false
Entity File Number	001-38932
Entity Registrant Name	AMCOR PLC
Entity Incorporation, State or Country Code	Y9
Entity Tax Identification Number	98-1455367
Entity Address, Address Line One	83 Tower Road North
Entity Address, City or Town	Warmley, Bristol
Entity Address, Country	GB
Entity Address, Postal Zip Code	BS30 8XP
Country Region	44
City Area Code	117
Local Phone Number	9753200
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Public Float			$ 13.9
Entity Common Stock, Shares Outstanding		1,445,343,212
Documents Incorporated by Reference	Certain information required for Part III of this Annual Report on Form 10-K is incorporated by reference to the Amcor plc definitive Proxy Statement for its 2024 Annual Shareholder Meeting, which will be filed with the Securities and Exchange Commission pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended, within 120 days of Amcor plc’s fiscal year end.
Entity Central Index Key	0001748790
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	FY
Ordinary Shares, par value $0.01 per share
Entity Information [Line Items]
Title of 12(b) Security	Ordinary Shares, par value $0.01 per share
Trading Symbol	AMCR
Security Exchange Name	NYSE
3.950% Guaranteed Senior Notes Due 2032
Entity Information [Line Items]
Title of 12(b) Security	1.125% Guaranteed Senior Notes Due 2027
Trading Symbol	AUKF/27
Security Exchange Name	NYSE
5.450% Guaranteed Senior Notes Due 2029
Entity Information [Line Items]
Title of 12(b) Security	5.450% Guaranteed Senior Notes Due 2029
Trading Symbol	AMCR/29
Security Exchange Name	NYSE
3.950% Guaranteed Senior Notes Due 2032
Entity Information [Line Items]
Title of 12(b) Security	3.950% Guaranteed Senior Notes Due 2032
Trading Symbol	AMCR/32
Security Exchange Name	NYSE

XML

Audit Information	12 Months Ended
	Jun. 30, 2024
Auditor Information [Abstract]
Auditor Firm ID	1358
Auditor Name	PricewaterhouseCoopers AG
Auditor Location	Zurich, Switzerland

XML

Consolidated Statements of Income - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Income Statement [Abstract]
Net sales	$ 13,640	$ 14,694	$ 14,544
Cost of sales	(10,928)	(11,969)	(11,724)
Gross profit	2,712	2,725	2,820
Operating Expenses [Abstract]
Selling, general, and administrative expenses	(1,260)	(1,246)	(1,284)
Research and development expenses	(106)	(101)	(96)
Restructuring, impairment, and other related activities, net	(97)	104	(234)
Other income/(expenses), net	(35)	26	33
Operating income	1,214	1,508	1,239
Interest income	38	31	24
Interest expense	(348)	(290)	(159)
Other non-operating income, net	3	2	11
Income before income taxes and equity in loss of affiliated companies	907	1,251	1,115
Income tax expense	(163)	(193)	(300)
Equity in loss of affiliated companies, net of tax	(4)	0	0
Net income	740	1,058	815
Net income attributable to non-controlling interests	(10)	(10)	(10)
Net income attributable to Amcor plc	$ 730	$ 1,048	$ 805
Basic earnings per share:
Basic earnings per share (in USD per share)	$ 0.505	$ 0.709	$ 0.532
Diluted earnings per share (in USD per share)	$ 0.505	$ 0.705	$ 0.529

XML

Consolidated Statements of Comprehensive Income - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Statement of Comprehensive Income [Abstract]
Net income	$ 740	$ 1,058	$ 815
Other comprehensive income/(loss):
Net gains/(losses) on cash flow hedges, net of tax (a)	5	(1)	(7)
Foreign currency translation adjustments, net of tax	(108)	69	(201)
Excluded components of fair value hedges	(10)	0	0
Pension, net of tax (c)	(45)	(50)	94
Other comprehensive income/(loss)	(158)	18	(114)
Total comprehensive income	582	1,076	701
Comprehensive income/(loss) attributable to non-controlling interest	(10)	(10)	(10)
Comprehensive income attributable to Amcor plc	$ 572	$ 1,066	$ 691

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Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Statement of Comprehensive Income [Abstract]
(a) Tax benefit/(expense) related to cash flow hedges	$ (1)	$ 1	$ 2
(b) Tax expense related to foreign currency translation adjustments	0	(1)	(5)
(c) Tax benefit/(expense) related to pension adjustments	$ 12	$ 11	$ (21)

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Consolidated Balance Sheets - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Current assets:
Cash and cash equivalents	$ 588	$ 689
Trade receivables, net of allowance for credit losses of $24 and $21, respectively	1,846	1,875
Raw materials and supplies	862	992
Work in process and finished goods	1,169	1,221
Prepaid expenses and other current assets	500	531
Total current assets	4,965	5,308
Non-current assets:
Property, plant, and equipment, net	3,763	3,762
Operating Lease, Right-of-Use Asset	567	533
Deferred tax assets	148	134
Other intangible assets, net	1,391	1,524
Goodwill	5,345	5,366
Employee benefit assets	34	67
Other non-current assets	311	309
Total non-current assets	11,559	11,695
Total assets	16,524	17,003
Current liabilities:
Current portion of long-term debt	12	13
Short-term debt	84	80
Trade payables	2,580	2,690
Accrued employee costs	399	396
Other current liabilities	1,186	1,297
Total current liabilities	4,261	4,476
Non-current liabilities:
Long-term debt, less current portion	6,603	6,653
Operating lease liabilities	488	463
Deferred tax liabilities	584	616
Employee benefit obligations	217	224
Other non-current liabilities	418	481
Total non-current liabilities	8,310	8,437
Total liabilities	12,571	12,913
Commitments and contingencies (See Note $19)
Amcor plc shareholders’ equity:
Issued (1,445 and 1,448 million shares, respectively)	14	14
Additional paid-in capital	4,019	4,021
Retained earnings	879	865
Accumulated other comprehensive loss	(1,020)	(862)
Treasury shares (1 and 1 million shares, respectively)	(11)	(12)
Total Amcor plc shareholders' equity	3,881	4,026
Non-controlling interests	72	64
Total shareholders' equity	3,953	4,090
Total liabilities and shareholders' equity	$ 16,524	$ 17,003

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Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Millions, $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Statement of Financial Position [Abstract]
Accounts receivable, allowance for credit loss	$ 24	$ 21
Ordinary shares, par value (in USD per share)	$ 0.01	$ 0.01
Ordinary shares authorized (in shares)	9,000	9,000
Ordinary shares issued (in shares)	1,445	1,448
Treasury shares (in shares)	1	1

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Consolidated Statements of Cash Flows - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Cash flows from operating activities:
Net income	$ 740	$ 1,058	$ 815
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization, and impairment	595	586	625
Net periodic benefit cost	12	11	12
Amortization of debt discount and deferred financing costs	10	4	2
Net gain on disposal of property, plant, and equipment	(11)	(5)	(3)
Net gain on disposal of businesses	0	(220)	0
Equity in loss of affiliated companies	4	0	0
Net foreign exchange (gain)/loss	27	28	(14)
Share-based compensation	32	54	63
Other, net	(37)	5	106
Loss from highly inflationary accounting for Argentine subsidiaries	106	62	22
Deferred income taxes, net	(37)	(57)	(33)
Changes in operating assets and liabilities, excluding effect of acquisitions, divestitures, and currency:
Trade receivables	(43)	93	(272)
Inventories	95	248	(626)
Prepaid expenses and other current assets	(5)	(54)	(67)
Trade payables	(43)	(429)	711
Other current liabilities	(74)	21	123
Accrued employee costs	8	(84)	(20)
Employee benefit obligations	(39)	(25)	(35)
Other, net	(19)	(35)	(21)
Net cash provided by operating activities	1,321	1,261	1,526
Cash flows from investing activities:
Issuance of loans to affiliated companies and other	0	(1)	(5)
Investments in affiliated companies and other	(3)	(56)	(12)
Business acquisitions	(20)	(121)	0
Purchase of property, plant, and equipment, and other intangible assets	(492)	(526)	(527)
(Payments)/proceeds from divestitures	0	365	(1)
Proceeds from sales of property, plant, and equipment, and other intangible assets	39	30	18
Net cash used in investing activities	(476)	(309)	(527)
Cash flows from financing activities:
Proceeds from issuance of shares	0	134	114
Purchase of treasury shares and tax withholdings for share-based incentive plans	(51)	(221)	(143)
Proceeds from issuance of long-term debt	1,024	522	1,066
Repayment of long-term debt	(16)	(330)	(1,243)
Net borrowing/(repayment) of commercial paper	(1,041)	94	638
Net borrowing/(repayment) of short-term debt	(10)	(58)	15
Repayment of lease liabilities	(11)	(11)	(5)
Share buyback/cancellations	(30)	(432)	(601)
Dividends paid	(722)	(723)	(732)
Net cash used in financing activities	(857)	(1,025)	(891)
Effect of exchange rates on cash and cash equivalents	(89)	(88)	(108)
Cash and cash equivalents classified as held for sale	0	0	(75)
Net decrease in cash and cash equivalents	(101)	(161)	(75)
Cash and cash equivalents balance at beginning of the fiscal year		689	850
Cash and cash equivalents balance at end of the fiscal year	588	689	775
Russia and Ukraine
Adjustments to reconcile net income to net cash provided by operating activities:
Russia and Ukraine impairment	$ 0	$ 0	$ 138

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Consolidated Statements of Equity - USD ($) $ in Millions	Total	Ordinary Shares	Additional Paid-In Capital	Retained Earnings	Accumulated Other Comprehensive Loss	Treasury Shares	Non-controlling Interests
Beginning Balance at Jun. 30, 2021	$ 4,821	$ 15	$ 5,092	$ 452	$ (766)	$ (29)	$ 57
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	815			805			10
Other comprehensive loss	(114)				(114)		0
Share buyback/cancellations	(601)	0	(601)
Dividends declared	(732)			(723)			(9)
Options exercised and shares vested	114		(40)			154
Net settlement of forward contracts to purchase own equity for share-based incentive plans, net of tax	(83)		(83)
Purchase of treasury shares	(143)					(143)
Share-based compensation expense	63		63
Change in non-controlling interests	1		0	0			1
Ending Balance at Jun. 30, 2022	4,141	15	4,431	534	(880)	(18)	59
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	1,058			1,048			10
Other comprehensive loss	18				18		0
Share buyback/cancellations	(432)	(1)	(431)
Dividends declared	(723)			(717)			(6)
Options exercised and shares vested	134		(93)			227
Net settlement of forward contracts to purchase own equity for share-based incentive plans, net of tax	60		60
Purchase of treasury shares	(221)					(221)
Share-based compensation expense	54		54
Change in non-controlling interests	1			0			1
Ending Balance at Jun. 30, 2023	4,090	14	4,021	865	(862)	(12)	64
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	740			730			10
Other comprehensive loss	(158)				(158)		0
Share buyback/cancellations	(30)	0	(30)
Dividends declared	(722)			(716)			(6)
Options exercised and shares vested	(3)		(52)			49
Net settlement of forward contracts to purchase own equity for share-based incentive plans, net of tax	48		48
Purchase of treasury shares	(48)					(48)
Share-based compensation expense	32		32
Change in non-controlling interests	4						4
Ending Balance at Jun. 30, 2024	$ 3,953	$ 14	$ 4,019	$ 879	$ (1,020)	$ (11)	$ 72

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Consolidated Statements of Equity (Parenthetical) - $ / shares	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Statement of Stockholders' Equity [Abstract]
Dividends declared (in USD per share)	$ 0.4975	$ 0.4875	$ 0.4775

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Business Description

12 Months Ended

Jun. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Business Description

Business Description

    Amcor plc ("Amcor" or the "Company") is a public limited company incorporated under the Laws of the Bailiwick of Jersey. The Company's history dates back more than 150 years, with origins in both Australia and the United States of America. Today, Amcor is a global leader in developing and producing responsible packaging solutions across a variety of materials for food, beverage, pharmaceutical, medical, home and personal-care, and other consumer goods end markets. The Company's innovation excellence and global packaging expertise enable the Company to solve packaging challenges around the world every day, producing a range of flexible packaging, rigid packaging, cartons, and closures that are more functional, appealing, and cost effective for its customers and their consumers and importantly, more sustainable for the environment.

    The Company's business activities are organized around two reportable segments, Flexibles and Rigid Packaging. The Company has a globally diverse operating footprint, selling to customers in Europe, North America, Latin America, Africa, the Middle East, and the Asia Pacific regions. The Company's sales are widely diversified, with the majority of sales made to the food, beverage, pharmaceutical, medical device, home and personal care, and other consumer goods end markets. All markets are considered to be highly competitive as to price, innovation, quality, and service.

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Significant Accounting Policies

12 Months Ended

Jun. 30, 2024

Accounting Policies [Abstract]

Significant Accounting Policies

Significant Accounting Policies

Basis of Presentation and Principles of Consolidation: The consolidated financial statements include the accounts of the Company and its subsidiaries, for which the Company has a controlling financial interest. All significant intercompany transactions and balances have been eliminated. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Certain amounts in the Company's notes to consolidated financial statements may not add up or recalculate due to rounding.

Business Combinations: The Company uses the acquisition method of accounting, which requires separate recognition of assets acquired and liabilities assumed from goodwill, at the acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred and the fair value of any non-controlling interests in the acquiree over the net of the acquisition date fair values of the assets acquired and liabilities assumed. During the measurement period, which may be up to one year from the acquisition date, the Company has the ability to record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. After the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded in the consolidated statements of income.

Held for Sale and Discontinued Operations: The Company classifies assets and liabilities (the "disposal group") as held for sale in the period when all of the relevant criteria to be classified as held for sale are met. These criteria include management's commitment to sell the disposal group in its present condition and the sale being deemed probable of being completed within one year. Assets held for sale are reported at the lower of their carrying value or fair value less cost to sell. Fair value is determined based on management’s assessment of indicative bids, a market multiples model in which a market multiple is applied to forecasted earnings before interest, taxes, depreciation, and amortization (“EBITDA”), discounted cash flows, appraised values, or management's estimates, depending on the specific situation. Any loss resulting from the measurement is recognized in the period when the held for sale criteria are met. If the disposal group meets the definition of a business, the goodwill within the reporting unit is allocated to the disposal group based on its relative fair value. The Company assesses the fair value of a disposal group, less any costs to sell, each reporting period it remains classified as held for sale and reports any subsequent changes as an adjustment to the carrying value of the disposal group, as long as the new carrying value does not exceed the initial carrying value of the disposal group. Assets held for sale are not amortized or depreciated. The Company recorded an impairment charge on assets held for sale of $90 million for the fiscal year ended June 30, 2022. See Note 5, "Acquisitions and Divestitures," for further information.

    A disposal group that represents a strategic shift to the Company or is acquired with the intention to sell is reflected as a discontinued operation on the consolidated statements of income and prior periods are recast to reflect the earnings or losses as income from discontinued operations.

Estimates and Assumptions Required: The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods.

    These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Management evaluates these estimates on an ongoing basis and adjusts or revises them as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the consolidated financial statements reflect all adjustments necessary to fairly present the results of the periods presented.

Translation of Foreign Currencies: The reporting currency of the Company is the U.S. dollar. The functional currency of the Company’s subsidiaries is generally the local currency of each entity. Transactions in currencies other than the functional currency of the entity are recorded at the exchange rates prevailing at the transaction date. Monetary assets and liabilities in currencies other than the entity’s functional currency are remeasured at the exchange rates as of the balance sheet date to the entity’s functional currency. Foreign currency transaction gains and losses are recorded in other income/(expenses), net in the consolidated statements of income. These foreign currency transaction net gains or net losses, not including losses on monetary balances in Argentina, amounted to a net loss of $10 million, a net loss of $17 million, and a net gain of $19 million during the fiscal years ended June 30, 2024, 2023, and 2022, respectively.

    Upon consolidation, the results of operations of subsidiaries with functional currencies other than the reporting currency of the Company are translated using average exchange rates during each year. Assets and liabilities of operations with a functional currency other than the U.S. dollar are translated at the exchange rates as of the balance sheet date, while equity

balances are translated at historical rates. Translation gains and losses are reported in accumulated other comprehensive loss as a component of shareholders’ equity.

Highly Inflationary Accounting: A highly inflationary economy is defined as an economy with a cumulative inflation rate of approximately 100 percent or more over a three-year period. As of July 1, 2018, the Argentine economy was designated as highly inflationary for accounting purposes. Accordingly, the U.S. dollar replaced the Argentine peso as the functional currency for the Company's subsidiaries in Argentina. The impact of highly inflationary accounting on monetary balances was a loss of $53 million, $24 million, and $16 million for the fiscal years ended June 30, 2024, 2023, and 2022, respectively, in the consolidated statements of income.

Revenue Recognition: The Company generates revenue primarily by providing its customers with flexible and rigid packaging, serving a variety of markets including food, beverage, consumer products, and healthcare end markets. The Company enters into a variety of agreements with customers, including quality agreements, pricing agreements, and master supply agreements, which outline the terms under which the Company does business with a specific customer. The Company also sells to some customers solely based on purchase orders. The Company has concluded for the vast majority of its revenues, that its contracts with customers are either a purchase order or the combination of a purchase order with a master supply agreement. All revenue recognized in the consolidated statements of income is considered to be revenue from contracts with customers.

    The Company typically satisfies the obligation to provide packaging to customers at a point in time upon shipment when control is transferred to customers. Revenue is recognized net of allowances for returns and customer claims and any taxes collected from customers, which are subsequently remitted to governmental authorities. The Company does not have any material contract assets or contract liabilities. The Company disaggregates revenue based on geography. Disaggregation of revenue is presented in Note 20, "Segments."

Significant Judgments

    Determining whether products and services should be accounted for as distinct performance obligations or as combined performance obligations may require significant judgment. The Company has identified potential performance obligations in its customer master supply agreements and determined that none of them are capable of being distinct as the customer can only benefit from the supplied packaging. Therefore, the Company has concluded that it has one performance obligation, which is to supply packaging to customers.

    The Company may provide variable consideration in several forms, which are determined through its agreements with customers. The Company can offer prompt payment discounts, sales rebates, or other incentive payments to customers. Sales rebates and other incentive payments can be awarded contingent on the achievement of certain performance metrics, including volume. The Company accounts for variable consideration using the most likely amount method. The Company utilizes forecasted sales data and rebate percentages specific to each customer agreement and updates its judgment of the amounts to which the customer is entitled each period.

    The Company enters into long-term agreements with certain customers, under which it is obligated to make various up-front payments for which it expects to receive a benefit in excess of the cost over the term of the contract. These up-front payments are deferred and reflected in prepaid expenses and other current assets or other non-current assets on its consolidated balance sheets. Contract incentives are typically recognized as a reduction to revenue over the term of the customer agreement.

Practical Expedients

    The Company sells primarily through its direct sales force. Any external sales commissions are expensed when incurred because the amortization period would be one year or less. External sales commission expense is included in selling, general, and administrative expenses in the consolidated statements of income.

    The Company accounts for shipping and handling activities as fulfillment costs. Accordingly, shipping and handling costs are classified as a component of cost of sales while amounts billed to customers are classified as a component of net sales.

    The Company excludes from the measurement of the transaction price all taxes assessed by a government authority that are both imposed on and concurrent with a specific revenue producing transaction and collected from the customer, including sales taxes, value added taxes, excise taxes, and use taxes. Accordingly, the tax amounts are not included in net sales.

    The Company does not adjust the promised consideration for the time value of money for contracts where the difference between the time of payment and performance is one year or less.

Research and Development: Research and development expenses are expensed as incurred.

Restructuring Costs: Restructuring costs are recognized when the liability is incurred. The Company calculates severance obligations based on its standard customary practices. Accordingly, the Company records provisions for severance when payments are probable and estimable and when the Company has committed to the restructuring plan. In the absence of a standard customary practice or established local practice, liabilities for severance are recognized when incurred. If fixed assets become impaired as a result of the Company’s restructuring efforts, these assets are written down to their fair value less costs to sell, as the Company commits to dispose of them, and they are no longer in use. Depreciation is accelerated on fixed assets for the period of time the asset continues to be used until the asset ceases to be used. Other restructuring costs, including costs to relocate equipment, are generally recorded as the cost is incurred or the service is provided. See Note 6, "Restructuring," for more information on the Company’s restructuring plans.

Cash, Cash Equivalents, and Restricted Cash: The Company considers all highly liquid investments, with a maturity of three months or less when purchased, to be cash equivalents. Cash equivalents include demand deposits that can be readily liquidated without penalty at the Company’s option. Cash equivalents are carried at cost which approximates fair market value. The Company had immaterial amounts of restricted cash as of June 30, 2024, and 2023.

Trade Receivables, net of allowance for credit losses ("Trade accounts receivable, net"): Trade accounts receivable, net, are stated at the amount the Company expects to collect, which is net of an allowance for sales returns and the estimated losses resulting from the inability of its customers to make required payments. The allowance for doubtful accounts is estimated based on the current expected credit loss model ("CECL") and it incorporates information about past events, current conditions, and reasonable and supportable forecasts of future economic conditions. When determining the collectability of specific customer accounts, several factors are evaluated, including customer creditworthiness, past transaction history with the customer, and changes in customer payment terms or practices. In addition, overall historical collection experience, current economic industry trends, and a review of the current status of trade accounts receivable are considered when determining the required allowance for credit losses. Changes in allowance for doubtful accounts were not material for fiscal years ended June 30, 2024, 2023, and 2022.

    The Company enters into customer-based supply-chain financing programs from time to time to sell trade receivables to third-party financial institutions. Agreements which result in true sales of the transferred receivables, which occur when receivables are transferred without recourse to the Company, are reflected as a reduction of trade receivables, net on the consolidated balance sheets and the proceeds are included in the cash flows from operating activities in the consolidated statements of cash flows. Agreements that allow the Company to maintain effective control over the transferred receivables and which do not qualify as a true sale are accounted for as secured borrowings and recorded on the consolidated balance sheets within trade receivables, net and short-term debt. The expenses associated with receivables factoring are recorded in the consolidated statements of income primarily as a reduction of net sales. The Company did not factor any material trade receivables in fiscal years 2024 and 2023 which did not qualify as true sales of the receivables.

Inventories, net: Inventories are stated at the lower of cost and net realizable value. The cost of inventories is based upon the first-in, first-out ("FIFO") method or average cost method. Costs related to inventories include raw materials, direct labor, and manufacturing overhead.

Property, Plant, and Equipment, Net ("PP&E"): PP&E is carried at cost less accumulated depreciation and impairment and includes expenditures for new facilities and equipment, as well as costs that substantially increase the useful lives or capacity of existing PP&E. Cost of constructed assets includes capitalized interest incurred during the construction period. Maintenance and repairs that do not improve efficiency or extend economic life are expensed as incurred.

    PP&E, including assets held under finance leases, is depreciated using the straight-line method over the estimated useful lives of the assets or, in the case of leasehold improvements and finance leases, over the period of the lease or useful life of the asset as described below. The Company periodically reviews these estimated useful lives and, when appropriate, changes are made prospectively.

Leasehold land	Over lease term
Land improvements	Up to 30 years
Buildings	Up to 45 years
Machinery and equipment	Up to 25 years
Finance leases	Lease term or 5 to 25 years

Impairment of Long-lived Assets: The Company reviews long-lived assets, primarily PP&E and certain identifiable intangible assets with finite lives, for impairment when facts or circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If impairment indicators are present and the estimated future undiscounted cash flows are less than the carrying value of the assets, the carrying values are reduced to their estimated fair value. Fair values are determined based on quoted market values, discounted cash flows, or external appraisals, as applicable.

    Impairments of long-lived assets recognized in the consolidated statements of income, excluding assets held for sale, were as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Selling, general, and administrative expenses	$	—	$	—	$	1
Restructuring, impairment, and other related activities, net	12		18		42
Total impairment losses recognized in the consolidated statements of income	$	12	$	18	$	43

Leases: The Company enters into leasing arrangements for certain manufacturing sites, offices, warehouses, land, vehicles, and equipment. The Company determines at the inception of the contract whether the contract is or contains a lease. A contract is a lease if it conveys the right to control an identified asset for a period of time in exchange for consideration.

    For leases with an original term of more than twelve months, the Company recognizes a right-of-use (“ROU”) asset and a lease liability. Short-term leases with a term of twelve months or less are not recorded on the consolidated balance sheets and the related expense is recognized on a straight-line basis over the term of the lease.

    Lease liabilities are recognized at the commencement date based on the present value of the remaining lease payments over the lease terms, which include any noncancellable lease terms and any renewal periods that the Company is reasonably certain to exercise. A significant portion of the Company's leases includes an option or options to extend the lease term. The Company re-evaluates its leases on a regular basis to consider the economic and strategic incentives of exercising lease renewal options. As the implicit rates in the Company's leases generally cannot be readily determined, the Company uses estimates of its incremental borrowing rate as the discount rates to determine the lease liabilities.

    Certain leases require variable payments that are dependent on usage, output, or other factors. Variable lease payments that do not depend on an index or rate are excluded from lease payments in the measurement of the ROU lease asset and lease liability and recognized as an expense in the period in which the obligation for the payments occur.

Goodwill: Goodwill represents the excess of cost over the fair value of net assets acquired in a business combination. Goodwill is not amortized but is instead tested annually for impairment by the Company as of April 1 of each fiscal year or whenever events and circumstances indicate an impairment may have occurred during the fiscal year. Factors that could trigger an impairment review include a significant decline in a reporting unit’s operating results compared to its operating plan or historical performance, and competitive pressures and changes in the general markets in which it operates. All goodwill is assigned to a reporting unit, which is defined as the operating segment. The Company has six reporting units with goodwill that are assessed for potential impairment.

    When performing the required impairment tests, the Company has the option to first assess qualitative factors to determine if a quantitative assessment for goodwill impairment is necessary. If the qualitative assessment concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company performs a quantitative assessment. The Company's quantitative assessment utilizes discounted cash flow models to determine the fair value of the reporting units. Deriving fair value using discounted cash flows requires judgment and is sensitive to changes in underlying assumptions and market factors. Key assumptions include revenue growth, projected operating income growth, market multiples, terminal values, and discount rates. Sensitivity analyses are performed around certain of these assumptions to assess

the reasonableness of the assumptions and the resulting estimated fair values. If current expectations of future growth rates and margins are not met, or if market factors beyond the Company’s control, such as factors impacting the applicable discount rate or economic or political conditions in key markets, change significantly, then goodwill allocated to one or more reporting units may be impaired.

    In fiscal year 2024, the Company performed quantitative impairment tests for all of its reporting units and the Company concluded that goodwill was not impaired as the fair values of the reporting units substantially exceeded their carrying values.

Other Intangible Assets, Net: Contractual or separable intangible assets that have finite useful lives are amortized against income using the straight-line method over their estimated useful lives, which range from 1 to 20 years. The straight-line method of amortization reflects an appropriate allocation of the costs of the intangible assets to earnings in proportion to the amount of economic benefits obtained by the Company in each reporting period.

    Costs incurred to develop software programs to be used solely to meet the Company's internal needs have been capitalized as computer software within other intangible assets.

Fair Value Measurements: The fair values of the Company's financial assets and financial liabilities reflect the amounts that would be received to sell the assets or paid to transfer the liabilities in an orderly transaction between market participants at the measurement date (exit price). The Company determines fair value based on a three-tiered fair value hierarchy. The hierarchy consists of:

•Level 1: fair value measurements represent exchange-traded securities, which are valued at quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access as of the reporting date;

•Level 2: fair value measurements are determined using input prices that are directly observable for the asset or liability or indirectly observable through corroboration with observable market data; and

•Level 3: fair value measurements are determined using unobservable inputs, such as internally developed pricing models for the asset or liability due to little or no market activity for the asset or liability.

Derivative Instruments: The Company recognizes all derivative instruments on the consolidated balance sheets at fair value. The impact on earnings from recognizing the fair values of these instruments depends on their intended use, their hedge designation and their effectiveness in offsetting changes in the fair values of the exposures they are hedging. Derivatives not designated as hedging instruments are adjusted to fair value through income. Depending on the nature of derivatives designated as hedging instruments, changes in the fair value are either offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings or recognized in shareholders’ equity through other comprehensive income/(loss) until the hedged item is recognized. Gains or losses, if any, related to the ineffective portion of any hedge are recognized through earnings over the life of the hedging relationship.

    See Note 11, "Derivative Instruments," for more information regarding specific derivative instruments included on the Company’s consolidated balance sheets, such as forward foreign currency exchange contracts, currency swap contracts, and interest rate swap arrangements, among other derivative instruments.

Employee Benefit Plans: The Company sponsors various defined contribution plans to which it makes contributions on behalf of employees. The expense under such plans was $91 million, $87 million, and $79 million for the fiscal years ended June 30, 2024, 2023, and 2022, respectively.

    The Company also sponsors a number of defined benefit plans that provide benefits to current and former employees. For the Company-sponsored plans, the relevant accounting guidance requires management to make certain assumptions relating to the long-term rate of return on plan assets, discount rates used to determine the present value of future obligations and expenses, salary inflation rates, mortality rates, and other assumptions. The Company believes that the accounting estimates related to its pension plans are critical accounting estimates because they are highly susceptible to change from period to period based on the performance of plan assets, actuarial valuations, market conditions, and contracted benefit changes. The selection of assumptions is based on historical trends, known economic and market conditions at the time of valuation, and independent studies of trends performed by the Company’s actuaries. However, actual results may differ substantially from the estimates that were based on the critical assumptions.

    The Company recognizes the funded status of each defined benefit pension plan in the consolidated balance sheets. Each overfunded plan is recognized as an asset in employee benefit assets and each underfunded plan is recognized as a liability

in employee benefit obligations. Pension plan liabilities are revalued annually, or when an event occurs that requires remeasurement, based on updated assumptions and information about the individuals covered by the plan. Accumulated actuarial gains and losses in excess of a 10 percent corridor and the prior service cost are amortized on a straight-line basis from the date recognized over the average remaining service period of active participants or over the average life expectancy for plans with significant inactive participants. The service costs related to defined benefits are included in operating income. The other components of net benefit cost other than service cost are recorded within other non-operating income, net in the consolidated statements of income.

Equity Method and Other Investments: Investments in ordinary shares of companies, in which the Company believes it exercises significant influence over operating and financial policies, are accounted for using the equity method of accounting. Investments in limited partnerships or limited liability companies that maintain separate ownership accounts are also accounted for under the equity method unless the Company's interest is so minor that it has virtually no influence over the investee's operating and financial policies. Under this method, the investment is carried at cost and is adjusted to recognize the investor’s share of earnings or losses of the investee after the date of acquisition and is adjusted for impairment whenever it is determined that a decline in the fair value below the cost basis is other than temporary. The fair value of the investment then becomes the new cost basis of the investment, and it is not adjusted for subsequent recoveries in fair value. The Company reviews its investments accounted for under the equity method for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable.

    All equity investments that do not result in consolidation and are not accounted for under the equity method are measured at fair value with unrealized gains and losses related to mark-to-market adjustments included in net income. The Company utilizes the measurement alternative for equity investments that do not have readily determinable fair values and measures these investments at cost adjusted for impairments and observable price changes in orderly transactions. See Note 7, "Equity Method and Other Investments," for more information on the Company's equity method and other investments.

Contingencies: The Company is subject to numerous contingencies arising in the ordinary course of business, such as legal and administrative proceedings, environmental claims and proceedings, workers' compensation, and other claims. Accruals for estimated losses are recorded by the Company at the time information becomes available indicating that losses are probable, and the amounts can be reasonably estimated. When management can reasonably estimate a range of losses that it may incur, it records an accrual for the amount within the range that constitutes its best estimate. If no amount within a range appears to be a better estimate than any other, the low end of the range is accrued. The Company records anticipated recoveries under existing insurance contracts when recovery is probable.

Share-based Compensation: The Company has a variety of equity incentive plans. For employee awards with a service or market condition, compensation expense is recognized over the vesting period on a straight-line basis using the grant date fair value of the award and the estimated number of awards that are expected to vest. For awards with a performance condition, the Company reassesses the probability of vesting at each reporting period and adjusts compensation cost based on its probability assessment. The Company also has immaterial cash-settled share-based compensation plans which are accounted for as liabilities. Such share-based awards are remeasured to fair value at each reporting date. The Company estimates forfeitures based on employee level, time remaining to vest, and historical forfeiture experience.

Income Taxes: The Company uses the asset and liability method to account for income taxes. Deferred income taxes reflect the future tax consequences of temporary differences between the tax bases of assets and liabilities and their financial reporting amounts at each balance sheet date, based upon enacted income tax laws and tax rates. Income tax expense or benefit is provided based on earnings reported in the consolidated financial statements. The provision for income tax expense or benefit differs from the amounts of income taxes currently payable because certain items of income and expense included in the consolidated financial statements are recognized in different time periods by taxing authorities.

    Deferred tax assets, including operating losses, capital losses, and tax credit carryforwards, are reduced by a valuation allowance when it is more likely than not that any portion of these tax attributes will not be realized. In addition, from time to time, management assesses the need to accrue or disclose uncertain tax positions. In making these assessments, management must often analyze complex tax laws of multiple jurisdictions. Accounting guidance prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Company records the related interest expense and penalties, if any, as tax expense in the tax provision. See Note 16, "Income Taxes," for more information on the Company's income taxes.

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New Accounting Guidance

12 Months Ended

Jun. 30, 2024

Accounting Policies [Abstract]

New Accounting Guidance

New Accounting Guidance

Recently Adopted Accounting Standards

    In September 2022, the Financial Accounting Standards Board ("FASB") issued ASU 2022-04 that adds certain disclosure requirements for entities that use supplier finance programs in connection with the purchase of goods and services. The Company adopted the disclosure requirements in ASU 2022-04 on July 1, 2023, except for the amendment on roll forward information, which is effective in fiscal year 2025.

    The Company facilitates several regional voluntary supply chain financing ("SCF") programs with financial institutions, all of which have similar characteristics. The Company establishes these SCF programs to provide its suppliers with a potential source of liquidity and to enable a more efficient payment process. Under these SCF programs, qualifying suppliers may elect, but are not obligated, to sell their receivables due from Amcor to these financial institutions in advance of the agreed payment due date. The Company is not involved in negotiations between the suppliers and the financial institutions, and its rights and obligations to its suppliers are not impacted by its suppliers’ decisions to sell amounts to the financial institutions. Under these SCF programs, the Company agrees to pay the financial institution the stated invoice amounts from its participating suppliers on the original maturity dates of the invoices. The range of payment terms negotiated with suppliers under these arrangements are consistent with industry norms and short-term in nature, regardless of whether a supplier participates in the program. The Company's SCF programs do not include any guarantees to the financial institutions, or any assets pledged as securities.

    All outstanding amounts related to suppliers participating in the SCF programs are reflected in trade payables in the Company’s consolidated balance sheets, and associated payments are included in operating activities within the Company’s consolidated statements of cash flows. As of June 30, 2024 and June 30, 2023, the amounts due to suppliers participating in the Company’s SCF programs amounted to $1.1 billion.

Accounting Standards Not Yet Adopted

    In November 2023, the FASB issued Accounting Standards Update ("ASU") 2023-07 that adds new reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker and included within segment profit or loss. The standard's amendments are effective for the Company for annual periods beginning July 1, 2024, and interim periods beginning July 1, 2025, with early adoption permitted, and will be applied retrospectively to all periods in the financial statements. The Company will adopt this guidance in fiscal year 2025. The Company is currently evaluating the impact that this guidance will have on its disclosures.

    In December 2023, the FASB issued ASU 2023-09 that adds new income tax disclosure requirements, primarily related to existing income tax rate reconciliation and income taxes paid information. The standard's amendments are effective for the Company for annual periods beginning July 1, 2025, with early adoption permitted, and can be applied either prospectively or retrospectively. The Company is currently evaluating the impact that this guidance will have on its disclosures.

    The Company considers the applicability and impact of all ASUs issued by the FASB. The Company determined at this time that all other ASUs not yet adopted are either not applicable or are expected to have minimal impact on the Company's consolidated financial statements.

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Restructuring, Impairment, and Other Related Activities, Net

12 Months Ended

Jun. 30, 2024

Restructuring and Related Activities [Abstract]

Restructuring, Impairment, and Other Related Activities, Net

Restructuring, Impairment, and Other Related Activities, Net

    Restructuring, impairment, and other related activities, net as reported on the consolidated statements of income are summarized as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Gain on disposal of Russian business, net	$	—	$	215	$	—
Restructuring and related expenses, net	(97)		(111)		(96)
Russia-Ukraine impairment expenses	—		—		(138)
Restructuring, impairment, and other related activities, net	$	(97)	$	104	$	(234)

    A pre-tax net gain on disposal of the Company's three manufacturing facilities in Russia ("Russian business") of $215 million was recognized during fiscal year 2023. The carrying value of the Russian business had previously been impaired by $90 million in the fourth quarter of fiscal year 2022, following the Company's approved plan to sell its Russian business. For further information, refer to Note 5, "Acquisitions and Divestitures".    

    Impairment expenses of $138 million were incurred in the fourth quarter of fiscal year 2022 as a result of the Russia-Ukraine conflict. In addition to the impairment charge on the Russian business mentioned above, the Company recognized other impairment expenses of $48 million, given the expectation that certain assets not held for sale in the conflict region were not recoverable. The Company's manufacturing plant in Ukraine ceased operations in February 2022 and has not resumed operations given the ongoing conflict in the region has displaced the Company's employees, destroyed nearby manufacturing facilities, and impaired the region's supporting infrastructure.

    Other asset impairment expenses in the last three fiscal years were not material and were primarily reported in restructuring and related expenses, net.

    Refer to Note 6, "Restructuring," for information on restructuring and related expenses, net.

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Acquisitions and Divestitures

12 Months Ended

Jun. 30, 2024

Business Combinations [Abstract]

Acquisitions and Divestitures

Acquisitions and Divestitures

Acquisitions

Year ended June 30, 2024

    On September 27, 2023, the Company completed the acquisition of a small manufacturer of flexible packaging for food, home care, and personal care applications in India for a purchase consideration of $14 million plus the assumption of debt of $10 million. The acquisition is part of the Company's Flexibles reportable segment and the Company aims to complete the purchase price allocation as soon as practicable but no later than one year from the date of the acquisition.

Year ended June 30, 2023

    On August 1, 2022, the Company completed the acquisition of 100% equity interest in a Czech Republic company that operates a world-class flexible packaging manufacturing plant. The purchase consideration of $59 million included a deferred portion of $5 million that was paid in the first quarter of fiscal year 2024. The acquisition is part of the Company's Flexibles reportable segment and resulted in the recognition of acquired identifiable net assets of $36 million and goodwill of $23 million. Goodwill is not deductible for tax purposes.

    On March 17, 2023, the Company completed the acquisition of 100% equity interest in a medical device packaging manufacturing site in Shanghai, China. The purchase consideration of $61 million included contingent consideration of $20 million, to be earned and paid in cash over the three years following the acquisition date, subject to meeting certain performance targets. The acquisition is part of the Company's Flexibles reportable segment and resulted in the recognition of acquired identifiable net assets of $21 million and goodwill of $40 million. Goodwill is not deductible for tax purposes.

    On May 31, 2023, the Company completed the acquisition of a New Zealand based leading manufacturer of state-of-the-art, automated protein packaging machines. The purchase consideration of $45 million was subject to customary post-closing adjustments. The consideration includes contingent consideration of $13 million, to be earned and paid in cash over the two years following the acquisition date, subject to meeting certain performance targets. The acquisition is part of the Company's Flexibles reportable segment and resulted in the recognition of acquired identifiable net assets of $21 million and goodwill of $24 million. Goodwill is deductible for tax purposes.

    The fair value estimates for all four acquisitions in fiscal years 2024 and 2023 were based on income, market, and cost valuation methods. Pro forma information related to these acquisitions has not been presented, as the effect of the acquisitions on the Company's consolidated financial statements was not material. The fair values of the identifiable net assets acquired and goodwill are based on the Company's best estimates using information available as of the respective acquisition date.

Divestitures

Year ended June 30, 2023

    On December 23, 2022, the Company completed the sale of its Russian business after receiving all necessary regulatory approvals and cash proceeds, including receipt of closing cash balances. The sale followed the Company’s previously announced plan to pursue the orderly sale of its Russian business. The total net cash consideration received, excluding disposed cash and items settled net, was $365 million and resulted in a pre-tax net gain of $215 million. The carrying value of the Russian business had previously been impaired by $90 million in the quarter ended June 30, 2022. The impairment charge was based on the Company's best estimate of the fair value of its Russian business, which considered the wide range of indicative bids received and uncertain regulatory environment. The net pre-tax gain on disposal of the Russian business was recorded as restructuring, impairment, and other related activities, net within the consolidated statements of income. The Russian business had a net carrying value of $252 million, including allocated goodwill of $46 million and accumulated other comprehensive losses of $73 million, primarily attributed to foreign currency translation adjustments.

Year ended June 30, 2022

    During the third quarter of fiscal year 2022, the Company completed the disposal of non-core assets in the Flexibles reportable segment. The Company recorded an expense of $10 million during the fiscal year ended June 30, 2022, to adjust the long-lived assets to their fair value less cost to sell.

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Restructuring

12 Months Ended

Jun. 30, 2024

Restructuring and Related Activities [Abstract]

Restructuring

Restructuring

    Restructuring and related expenses, net were $97 million, $111 million, and $96 million for the fiscal years ended June 30, 2024, 2023, and 2022, respectively. The net expenses related to restructuring activities have been presented on the consolidated statements of income as part of restructuring, impairment, and other related activities, net. The Company's restructuring activities for the fiscal years ended June 30, 2024, and 2023 were primarily comprised of restructuring activities related to the 2023 Restructuring Plan (as defined below). The Company's restructuring activities for the fiscal year ended June 30, 2022, included expenses triggered by the Russia-Ukraine conflict to help mitigate the impact of the Russian sale and expenses related to the Company's 2019 plan from the integration of the acquired Bemis operations ("2019 Bemis Integration Plan"), which was substantially completed at the end of fiscal year 2022.

    Restructuring related expenses are directly attributable to restructuring activities; however, they do not qualify for special accounting treatment as exit or disposal activities. The Company believes the disclosure of restructuring related costs provides more information on its restructuring activities.

2023 Restructuring Plan

    On February 7, 2023, the Company announced that it will allocate approximately $110 million to $130 million of the sale proceeds from the Russian business to various cost saving initiatives to partly offset divested earnings from the Russian business (the "2023 Restructuring Plan" or the "Plan"). The Company expects total Plan cash and non-cash net expenses of approximately $220 million, of which $85 million relates to employee related expenses, $33 million to fixed asset related expenses (net of expected gains on asset disposals), $62 million to other restructuring expenses, and $40 million to restructuring related expenses. The Plan initiatives are expected to result in approximately $130 million of net cash expenditures. The Plan includes both the Flexibles and Rigid Packaging reportable segments and is expected to be largely completed by the end of calendar year 2024.

    From the initiation of the Plan through June 30, 2024, the Company has incurred $82 million in employee related expenses, $31 million in fixed asset related expenses, $47 million in other restructuring, and $21 million in restructuring related expenses, with $156 million incurred in the Flexibles reportable segment and $25 million incurred in the Rigid Packaging reportable segment. The Plan has resulted in cumulative net cash outflows of approximately $70 million.

    The restructuring related costs relate primarily to the closure of facilities and include startup and training costs after relocation of equipment, and other costs incidental to the Plan.

2019 Bemis Integration Plan

    In connection with the acquisition of Bemis Company, Inc. ("Bemis"), the Company initiated restructuring activities in the fourth quarter of 2019 aimed at integrating and optimizing the combined organization.

    The 2019 Bemis Integration Plan was completed by June 30, 2022, with a final pre-tax integration cost amounting to $253 million. The total 2019 Bemis Integration Plan cost included $213 million of restructuring and related expenses, net, and $40 million of general integration expenses. The net cash expenditures for the plan, including disposal proceeds, were $170 million, of which $40 million related to general integration expenses. As part of this Plan, the Company incurred $144 million in employee related expenses, $36 million in fixed asset related expenses, $39 million in other restructuring, and $45 million in restructuring related expenses, partially offset by a gain on disposal of a business of $51 million.

    The restructuring related costs relate primarily to the closure of facilities and include costs to replace graphics, train new employees on relocated equipment, and losses on sale of closed facilities.

Other Restructuring Plans

    During fiscal year 2024, the Company recorded $10 million in restructuring and related expenses classified within Other Restructuring Plans of which $1 million related to employee related expenses, $2 million to fixed asset related expenses, $3 million to other restructuring expenses, and $4 million to restructuring related expenses. During fiscal year 2023, the Company recorded $17 million in restructuring and related expenses classified within Other Restructuring Plans of which $3 million related to employee related expenses, $5 million to fixed asset related expenses, $5 million to other restructuring expenses, and $4 million to restructuring related expenses. During fiscal year 2022, the Company recorded $57 million in restructuring and related expenses classified within Other Restructuring Plans triggered by the Russia-Ukraine conflict to help mitigate the impact of disposed earnings from the Russian sale.

Consolidated Restructuring Plans

    The total expenses incurred from the beginning of the Company's 2019 Bemis Integration Plan, 2023 Restructuring Plan, and Other Restructuring Plans are as follows:

($ in millions)	2019 Bemis Integration Plan (3)		2023 Restructuring Plan (1)		Other Restructuring Plans (2)		Total Restructuring and Related Expenses, Net
Fiscal year 2019	$	48	$	—	$	19	$	67
Fiscal year 2020	60		—		18		78
Fiscal year 2021	68		—		6		74
Fiscal year 2022	37		—		59		96
Fiscal year 2023	—		94		17		111
Fiscal year 2024	—		87		10		97
Net expenses incurred	$	213	$	181	$	129	$	523

(1)Includes restructuring related costs of $15 million and $6 million for fiscal years 2024 and 2023, respectively. In fiscal years 2024 and 2023, respectively, $69 million and $86 million of restructuring and related expenses, net, were incurred in the Flexibles reportable segment and $18 million and $8 million in the Rigid Packaging reportable segment.

(2)Includes restructuring related costs of $4 million in both fiscal years 2024 and 2023. Fiscal year 2022 includes $55 million in restructuring expenses and $2 million of restructuring related expenses that pertain to the Russia-Ukraine conflict as discussed above in section "Other Restructuring Plans."

(3)Fiscal year 2022 includes $17 million of restructuring related costs from the 2019 Bemis Integration Plan.

    An analysis of the restructuring expenses by type incurred follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Employee related expenses	$	18	$	68	$	58
Fixed asset related expenses, net (1)	20		18		4
Other expenses	40		15		15
Total restructuring expenses, net	$	78	$	101	$	77

(1)    Fiscal year 2024 includes a net gain on disposal of properties of $6 million.

    An analysis of the Company's restructuring plan liability, not including restructuring related liabilities, is as follows:

($ in millions)	Employee Costs		Fixed Asset Related Costs		Other Costs		Total Restructuring Costs
Liability balance at June 30, 2021	$	78	$	—	$	17	$	95
Net charges to earnings	58		4		15		77
Cash (paid)/received, net	(27)		4		(14)		(37)
Non-cash and other	(3)		(5)		—		(8)
Foreign currency translation	(9)		—		—		(9)
Liability balance at June 30, 2022	97		3		18		118
Net charges to earnings	68		18		15		101
Cash paid	(42)		—		(13)		(55)
Non-cash and other	—		(18)		—		(18)
Foreign currency translation	3		—		1		4
Liability balance at June 30, 2023	126		3		21		150
Net charges to earnings	18		26		40		84
Cash paid	(61)		—		(42)		(103)
Non-cash and other	—		(26)		—		(26)
Foreign currency translation	(3)		—		—		(3)
Liability balance at June 30, 2024	$	80	$	3	$	19	$	102

    The Company expects the majority of the liability for employee, fixed assets related, and other costs as of June 30, 2024, to be paid within the next twelve months. The accruals related to restructuring activities have been recorded on the consolidated balance sheets under other current liabilities and other non-current liabilities.

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Equity Method and Other Investments

12 Months Ended

Jun. 30, 2024

Equity Method Investments and Joint Ventures [Abstract]

Equity Method and Other Investments

Equity Method and Other Investments

    As of June 30, 2024 and 2023, the Company has investments of $87 million and $89 million, respectively, in multiple equity and other investments. All of the investments are individually immaterial, with the Company's largest equity investment of $38 million and $33 million as of June 30, 2024 and 2023, respectively, in ePac Holdings, LLC ("ePac") representing an ownership of 21.5% and 18.9%, respectively. The Company's investment in ePac has been accounted for under the equity method since fiscal year 2023. All investments are included in other non-current assets in the Company's consolidated balance sheets. The Company accounts for its share in ePac's net loss in equity in loss of affiliated companies, net of tax in the consolidated statements of income, with a three month lag due to the availability of financial information.

    The Company received no dividends from its equity method investments in the fiscal years ended June 30, 2024, 2023, and 2022.

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Property, Plant and Equipment, Net

12 Months Ended

Jun. 30, 2024

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment, Net

Property, Plant, and Equipment, Net

    The components of property, plant, and equipment, net, were as follows:

($ in millions)	June 30, 2024		June 30, 2023
Land and land improvements	$	196	$	203
Buildings and improvements	1,424		1,483
Plant and equipment	6,358		6,084
Total property, plant, and equipment	7,978		7,770
Accumulated depreciation	(4,178)		(3,963)
Accumulated impairment	(37)		(45)
Total property, plant, and equipment, net	$	3,763	$	3,762

    Depreciation expense amounted to $402 million, $395 million, and $398 million for fiscal years 2024, 2023, and 2022, respectively. Amortization of assets under finance leases is included in depreciation expense.

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Goodwill and Other Intangible Assets

12 Months Ended

Jun. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

    Changes in the carrying amount of goodwill attributable to each reportable segment were as follows:

($ in millions)	Flexibles Segment		Rigid Packaging Segment		Total
Balance as of June 30, 2022	$	4,307	$	978	$	5,285
Acquisitions and acquisition adjustments (1)	98		—		98
Disposals (2)	(30)		—		(30)
Foreign currency translation	16		(3)		13
Balance as of June 30, 2023	4,391		975		5,366
Acquisitions and acquisition adjustments (1)	1		—		1
Foreign currency translation	(19)		(3)		(22)
Balance as of June 30, 2024	$	4,373	$	972	$	5,345

(1)    Acquisitions and acquisition adjustments are detailed in Note 5, "Acquisitions and Divestitures."

(2)    As of June 30, 2022, $16 million of goodwill attributable to the Russian business was classified as assets held for sale, net. When the business was disposed on December 23, 2022, an additional $30 million of goodwill was allocated and disposed of. For further information, refer to Note 5, "Acquisitions and Divestitures."

Other Intangible Assets, Net

    Other intangible assets, net were comprised of the following:

	June 30, 2024
($ in millions)	Gross Carrying Amount		Accumulated Amortization and Impairment (1)		Net Carrying Amount
Customer relationships	$	1,999	$	(791)	$	1,208
Computer software	272		(182)		90
Other (2)	334		(241)		93
Total other intangible assets	$	2,605	$	(1,214)	$	1,391

	June 30, 2023
($ in millions)	Gross Carrying Amount		Accumulated Amortization and Impairment (1)		Net Carrying Amount
Customer relationships	$	1,987	$	(660)	$	1,327
Computer software	261		(185)		76
Other (2)	327		(206)		121
Total other intangible assets	$	2,575	$	(1,051)	$	1,524

(1)Accumulated amortization and impairment as of June 30, 2024, and 2023, included $34 million of accumulated impairment in the Other category.

(2)As of June 30, 2024, and 2023, Other included $17 million of acquired intellectual property assets not yet being amortized as the related R&D projects have not yet been completed.

    Amortization expenses for intangible assets were $181 million, $174 million, and $180 million during the fiscal years 2024, 2023, and 2022, respectively. During the last three fiscal years, there were no impairment charges recorded on intangible assets.

    Estimated future amortization expense for intangible assets is as follows:

($ in millions)	Amortization
Fiscal year 2025	$	162
Fiscal year 2026	159
Fiscal year 2027	145
Fiscal year 2028	144
Fiscal year 2029	139

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Fair Value Measurements

12 Months Ended

Jun. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

    The fair values of the Company's financial assets and financial liabilities listed below reflect the amounts that would be received to sell the assets or paid to transfer the liabilities in an orderly transaction between market participants at the measurement date (exit price).

    The Company's non-derivative financial instruments primarily include cash and cash equivalents, trade receivables, trade payables, short-term debt, and long-term debt. At June 30, 2024, and 2023, the carrying value of these financial instruments, excluding long-term debt, approximated fair value because of the short-term nature of these instruments.

    Fair value disclosures are classified based on the fair value hierarchy. See Note 2, "Significant Accounting Policies," for information about the Company's fair value hierarchy.

    The carrying value of long-term debt with variable interest rates approximates its fair value. The fair value of the Company's long-term debt with fixed interest rates is based on market prices, if available, or expected future cash flows discounted at the current interest rate for financial liabilities with similar risk profiles.

    The carrying values and estimated fair values of long-term debt with fixed interest rates (excluding the fair value of designated receive-fixed, pay-variable rate swaps) were as follows:

	June 30, 2024				June 30, 2023
	Carrying Value		Fair Value		Carrying Value		Fair Value
($ in millions)			(Level 2)				(Level 2)
Total long-term debt with fixed interest rates (excluding commercial paper (1) and finance leases)	$	5,141	$	4,973	$	4,123	$	3,844

(1)As of June 30, 2023, the Company had entered into interest rate swap contracts for a total notional amount of commercial paper equal to $1.2 billion, maturing on June 30, 2024. These contracts were considered to be economic hedges and the related $1.2 billion notional amount of commercial paper was also excluded from the total long-term debt with fixed interest rates.

Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis

    Additionally, the Company measures and records certain assets and liabilities, including derivative instruments and contingent purchase consideration liabilities, at fair value. The following tables summarize the fair values of these instruments, which are measured at fair value on a recurring basis, by level, within the fair value hierarchy:

	June 30, 2024
($ in millions)	Level 1		Level 2		Level 3		Total
Assets
Commodity contracts	$	—	$	2	$	—	$	2
Forward exchange contracts	—		2		—		2
Total assets measured at fair value	$	—	$	4	$	—	$	4
Liabilities
Contingent purchase consideration liabilities	$	—	$	—	$	36	$	36
Commodity contracts	—		1		—		1
Forward exchange contracts	—		4		—		4
Interest rate swaps	—		92		—		92
Cross currency swaps	—		16		—		16
Total liabilities measured at fair value	$	—	$	113	$	36	$	149

	June 30, 2023
($ in millions)	Level 1		Level 2		Level 3		Total
Assets
Forward exchange contracts	$	—	$	3	$	—	$	3
Interest rate swaps	—		16		—		16
Total assets measured at fair value	$	—	$	19	$	—	$	19
Liabilities
Contingent purchase consideration liabilities	$	—	$	—	$	46	$	46
Commodity contracts	—		2		—		2
Forward exchange contracts	—		5		—		5
Interest rate swaps	—		96		—		96
Total liabilities measured at fair value	$	—	$	103	$	46	$	149

    The fair value of the commodity contracts was determined using a discounted cash flow analysis based on the terms of the contracts and observed market forward prices discounted at a currency specific rate. Forward exchange contract fair values were determined based on quoted prices for similar assets and liabilities in active markets using inputs such as currency rates and forward points. The fair value of the interest rate swaps was determined using a discounted cash flow method based on market-based swap yield curves, taking into account current interest rates.

    Contingent purchase consideration liabilities arise from business acquisitions and other investments. As of June 30, 2024, the Company had contingent purchase consideration liabilities of $36 million, consisting of $26 million of contingent purchase consideration predominantly relating to fiscal year 2023 acquisitions (refer to Note 5, "Acquisitions and Divestitures") and a $10 million liability that is contingent on future royalty income generated by Discma AG, a subsidiary acquired in March 2017. The fair values of the contingent purchase consideration liabilities were determined for each arrangement individually. The fair values were determined using an income approach with significant inputs that are not observable in the market. Key assumptions include the selection of discount rates consistent with the level of risk of achievement and probability-adjusted financial projections. The expected outcomes are recorded at net present value, which require adjustment over the life for changes in risks and probabilities. Changes arising from modifications in forecasts related to contingent consideration are not expected to be material. During the fiscal year ended June 30, 2024, income of $9 million was recorded in other income/(expenses), net from remeasuring the fair value of the Company's contingent purchase consideration liability.

    The fair value of contingent purchase consideration liabilities is included in other current liabilities and other non-current liabilities in the consolidated balance sheets.

    The following table sets forth a summary of changes in the value of the Company's Level 3 financial liabilities:

	June 30,
($ in millions)	2024		2023
Fair value at the beginning of the year	$	46	$	16
Additions due to acquisitions	1		33
Change in fair value of Level 3 liabilities	(9)		(2)
Payments	(2)		—
Foreign currency translation	—		(1)
Fair value at the end of the year	$	36	$	46

Assets and Liabilities Measured and Recorded at Fair Value on a Nonrecurring Basis

    In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records certain assets at fair value on a nonrecurring basis, generally when events or changes in circumstances indicate the carrying value may not be recoverable, or when they are deemed to be other than temporarily impaired. These assets include goodwill and other intangible assets, equity method and other investments, long-lived assets and disposal groups held for sale, and other long-lived assets. The fair values of these assets are determined, when applicable, based on valuation techniques using the best information

available, and may include quoted market prices, market comparables, and discounted cash flow projections. These nonrecurring fair value measurements are considered to be Level 3 in the fair value hierarchy.

    During the fiscal years ended June 30, 2024, and 2023, there were no impairment charges recorded on indefinite-lived intangibles, including goodwill. During the fourth quarter of fiscal year 2022, the Company met the criteria to recognize the related assets and liabilities of its Russian operations as held for sale which resulted in the Company remeasuring the disposal group at its fair value, less cost to sell, which is considered a Level 3 fair value measurement. As a result, the Company recorded an impairment of $90 million. For information on long-lived asset impairments, refer to Note 2, "Significant Accounting Policies".

    In addition, resulting from the effective disposal of non-core businesses during the fiscal year ended June 30, 2022, the Company recorded a total loss of $34 million, predominantly to adjust the long-lived assets to their fair value less cost to sell. Of these losses, $24 million are included within restructuring, impairment, and other related activities, net as relating to the Russia-Ukraine conflict with the balance recorded in other income, net in the consolidated statements of income. During the fiscal year ended June 30, 2022, further long-lived assets with a carrying value of $12 million were written down to a fair value of zero as the Company's Durban, South Africa, manufacturing facility was destroyed in a fire as the result of general civil unrest. In addition, during the fiscal year ended June 30, 2022, other long-lived assets in South Africa, with a carrying amount of $8 million, were written down to their estimated fair value of $4 million using level 3 inputs. These expenses are included within other income, net in the consolidated statements of income.

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Derivative Instruments

12 Months Ended

Jun. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments

Derivative Instruments

    The Company periodically uses derivatives and other financial instruments to hedge exposures to interest rate, commodity price, and currency risks. The Company does not hold or issue derivative instruments for speculative or trading purposes. For hedges that meet the hedge accounting criteria, the Company, at inception, formally designates and documents the instruments as a fair value hedge or a cash flow hedge of a specific underlying exposure. On an ongoing basis, the Company assesses and documents that its hedges have been and are expected to continue to be highly effective.

Interest Rate Risk

    The Company's policy is to manage exposure to interest rate risk by maintaining a mixture of fixed-rate and variable-rate debt, monitoring global interest rates, and, where appropriate, hedging floating interest rate exposure or debt at fixed interest rates through various interest rate derivative instruments, including, but not limited to, interest rate swaps, and interest rate locks. For interest rate swaps that are accounted for as fair value hedges, the gains and losses related to the changes in the fair value of the interest rate swaps are included in interest expense and offset changes in the fair value of the hedged portion of the underlying debt that are attributable to the changes in market interest rates. Changes in the fair value of interest rate swaps that have not been designated as hedging instruments are reported in the accompanying consolidated statements of income in other income/(expenses), net.

    In October 2022, the Company entered into interest rate swap contracts for a total notional amount of $1.25 billion. Under the terms of the contracts, the Company paid a weighted-average fixed rate of interest of 4.53% and received a variable rate of interest, based on compound overnight Secured Overnight Financing Rate ("SOFR"), for the period from November 2022 through June 2023, settled monthly. In March 2023, the Company entered into interest rate swap contracts for a total notional amount of $1.2 billion. Under the terms of the contracts, the Company paid a weighted-average fixed interest rate of 3.88% and received a variable rate of interest, based on 1-month Term SOFR, from July 2023 through June 2024, settled monthly. As of June 30, 2024, the Company had no receive-variable, pay-fixed interest rate swaps outstanding. As of June 30, 2023, the Company had no other receive-variable, pay-fixed interest rate swaps than those listed above. The Company did not apply hedge accounting on these economic hedging instruments.

    As of June 30, 2024, and 2023, the total notional amount of the Company's receive-fixed, pay-variable interest rate swaps was $650 million.

Foreign Currency Risk

    The Company manufactures and sells its products and finances operations in a number of countries throughout the world and, as a result, is exposed to movements in foreign currency exchange rates. The purpose of the Company's foreign currency hedging program is to manage the volatility associated with the changes in exchange rates. To manage this exchange rate risk, the Company utilizes forward contracts and cross currency swaps.

    Forward contracts that qualify for hedge accounting are designated as cash flow hedges of certain forecasted transactions denominated in foreign currencies. The effective portion of the changes in fair value of these instruments is reported in accumulated other comprehensive loss ("AOCI") and reclassified into earnings in the same financial statement line item and in the same period or periods during which the related hedged transactions affect earnings. The ineffective portion is recognized in earnings over the life of the hedging relationship in the same consolidated statements of income line item as the underlying hedged item. Changes in the fair value of forward contracts that have not been designated as hedging instruments are reported in the accompanying consolidated statements of income.

    As of June 30, 2024, and 2023, the notional amount of the outstanding forward contracts was $0.6 billion and $0.5 billion, respectively.

    In May 2024, the Company entered into cross currency swap contracts for a total notional amount of $500 million. Under the terms of the contracts, the Company swapped the notional and periodic interest payments to Swiss francs to manage the foreign currency risk, and receives a fixed U.S. dollar rate of interest of 5.450% and pays a fixed weighted-average Swiss franc rate of interest of 2.218%. The Company has designated these cross currency swap contracts as a fair value hedge of $500 million notes and recognizes the components excluded from the hedging relationship in accumulated other comprehensive loss ("AOCI") and reclassifies into earnings through the accrual of the periodic interest settlements on the swaps.

    At June 30, 2024 and 2023, the Company had cross currency swaps with a notional amount of $500 million and zero, respectively, outstanding.

Commodity Risk

    Certain raw materials used in the Company's production processes are subject to price volatility caused by weather, supply conditions, political and economic variables, and other unpredictable factors. The Company's policy is to minimize exposure to price volatility by passing through the commodity price risk to customers, including through the use of fixed price swaps.

    In some cases, the Company purchases, on behalf of customers, fixed price commodity swaps to offset the exposure of price volatility on the underlying sales contracts. These instruments are cash closed out on maturity and the related cost or benefit is passed through to customers. Information about commodity price exposure is derived from supply forecasts submitted by customers and these exposures are hedged by central treasury units. Changes in the fair value of commodity hedges are recognized in AOCI. The cumulative amount of the hedge is recognized in the consolidated statements of income when the forecasted transaction is realized.

    The Company had the following outstanding commodity contracts to hedge forecasted purchases:

	June 30, 2024	June 30, 2023
Commodity	Volume	Volume
Aluminum	10,673 tons	14,325 tons
PET resin	27,916,666 lbs.	0 lbs.

    The following table provides the location of derivative instruments in the consolidated balance sheets:

($ in millions)	Balance Sheet Location	June 30, 2024		June 30, 2023
Assets
Derivatives in cash flow hedging relationships:
Commodity contracts	Other current assets	$	2	$	—
Forward exchange contracts	Other current assets	2		2
Derivatives not designated as hedging instruments:
Forward exchange contracts	Other current assets	—		1
Interest rate swaps	Other current assets	—		16
Total current derivative contracts		4		19
Total non-current derivative contracts		—		—
Total derivative asset contracts		$	4	$	19
Liabilities
Derivatives in cash flow hedging relationships:
Commodity contracts	Other current liabilities	$	1	$	2
Forward exchange contracts	Other current liabilities	3		3
Derivatives not designated as hedging instruments:
Forward exchange contracts	Other current liabilities	1		1
Total current derivative contracts		5		6
Derivatives in cash flow hedging relationships:
Forward exchange contracts	Other non-current liabilities	—		1
Derivatives in fair value hedging relationships:
Interest rate swaps	Other non-current liabilities	92		96
Cross currency swaps	Other non-current liabilities	16		—
Total non-current derivative contracts		108		97
Total derivative liability contracts		$	113	$	103

    Certain derivative financial instruments are subject to netting arrangements and are eligible for offset. The Company has made an accounting policy election not to offset the fair values of these instruments within the consolidated balance sheets.

    The following tables provide the effects of derivative instruments on AOCI and in the consolidated statements of income:

	Location of Gain / (Loss) Reclassified from AOCI into Income	Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)
		Years ended June 30,
($ in millions)		2024		2023		2022
Derivatives in cash flow hedging relationships:
Commodity contracts	Cost of sales	$	(2)	$	2	$	20
Forward exchange contracts	Net sales	1		(2)		—
Treasury locks	Interest expense	(3)		(3)		(3)
Total		$	(4)	$	(3)	$	17

	Location of Gain / (Loss) Recognized in the Consolidated Income Statements	Gain / (Loss) Recognized in Income for Derivatives not Designated as Hedging Instruments
		Years ended June 30,
($ in millions)		2024		2023		2022
Derivatives not designated as hedging instruments:
Forward exchange contracts	Other income/(expenses), net	$	15	$	(7)	$	(45)
Interest rate swaps	Other income/(expenses), net	(16)		16		—
Total		$	(1)	$	9	$	(45)

	Location of Gain / (Loss) Recognized in the Consolidated Income Statements	Gain / (Loss) Recognized in Income for Derivatives in Fair Value Hedging Relationships
		Years ended June 30,
($ in millions)		2024		2023		2022
Derivatives in fair value hedging relationships:
Interest rate swaps	Interest expense	$	4	$	(27)	$	(75)
Cross currency swaps	Interest expense	2		—		—
Cross currency swaps	Other income/(expenses), net	(8)		—		—
Forward exchange contracts	Other income/(expenses), net	—		—		(11)
Total		$	(2)	$	(27)	$	(86)

    The changes in AOCI for effective derivatives were as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Amounts reclassified into earnings:
Commodity contracts	$	2	$	(2)	$	(20)
Forward exchange contracts	(1)		2		—
Treasury locks	3		3		3
Fair value gains / (losses):
Commodity contracts	1		(2)		9
Forward exchange contracts	1		(3)		(1)
Cross currency swaps	(10)		—		—
Tax effect	(1)		1		2
Total	$	(5)	$	(1)	$	(7)

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Defined Benefit Plans

12 Months Ended

Jun. 30, 2024

Retirement Benefits [Abstract]

Defined Benefit Plans

Defined Benefit Plans

    The Company sponsors both funded and unfunded defined benefit pension plans that include a statutory and mandated benefit provision in various countries as well as voluntary plans, with both types of plans generally closed to new joiners. The Company’s principal defined benefit plans are in the United States, Switzerland, United Kingdom, and Germany. The United States plans are closed to new entrants and mostly closed to future accruals, and are funded. The Switzerland plan is open to new entrants, and is funded. The United Kingdom benefit plans are closed to new entrants and future accruals, and are funded. The Germany plans are closed to new entrants and mostly closed to future accruals, and are unfunded.

    During the fourth quarter of fiscal year 2023, Amcor announced a plan termination date of July 31, 2023, for one of the Company's closed principal funded defined benefit plans in the United States (the "U.S. Plan"). The U.S. Plan's benefit obligations as of June 30, 2023 were determined on a plan termination basis, assuming that a portion of eligible active and deferred vested participants would elect lump sum payments. In June 2024, the Company exercised its right to rescind its decision to terminate the U.S. Plan due to a change in market conditions. Benefit obligations related to the U.S. Plan of $236 million as of June 30, 2024 were determined on an ongoing plan basis.

    During the second quarter of fiscal year 2022, the Company contracted with Pacific Life Insurance Company to purchase a group annuity contract and transfer $186 million of its pension plan assets and related benefit obligations related to three principal defined benefit plans in the United States. This transaction required a remeasurement of the pension plan assets and obligations and resulted in the recognition of a $3 million non-cash pension settlement loss in fiscal year 2022.

    Net periodic benefit cost for benefit plans includes the following components:

	Years ended June 30,
($ in millions)	2024		2023		2022
Service cost	$	18	$	13	$	24
Interest cost	50		49		39
Expected return on plan assets	(57)		(55)		(61)
Amortization of net loss	3		2		5
Amortization of prior service credit	(4)		(3)		(3)
Curtailment credit	(1)		—		—
Settlement costs	3		5		8
Net periodic benefit cost	$	12	$	11	$	12

    Changes in benefit obligations and plan assets were as follows:

($ in millions)	June 30, 2024		June 30, 2023
Change in benefit obligation:
Benefit obligation at the beginning of the year	$	1,224	$	1,314
Service cost	18		13
Interest cost	50		49
Participant contributions	6		6
Actuarial (gain)/loss	19		(90)
Plan curtailments	(1)		—
Settlements	(19)		(27)
Benefits paid	(61)		(62)
Administrative expenses	(6)		(4)
Plan amendments	1		(4)
Other	—		(2)
Foreign currency translation	(4)		31
Benefit obligation at the end of the year	$	1,227	$	1,224
Accumulated benefit obligation at the end of the year	$	1,191	$	1,186

Change in plan assets:
Fair value of plan assets at the beginning of the year	$	1,061	$	1,195
Actual return on plan assets	19		(100)
Employer contributions	36		26
Participant contributions	6		6
Benefits paid	(61)		(62)
Settlements	(19)		(27)
Administrative expenses	(6)		(4)
Other	(2)		—
Foreign currency translation	(1)		27
Fair value of plan assets at the end of the year	$	1,033	$	1,061
Funded status at the end of the year	$	(194)	$	(163)

    Actuarial losses resulting in an increase of the benefit obligation were primarily due to lower than expected asset returns mainly in the U.S., UK, Switzerland, and Ireland. Liability assumption losses for fiscal year 2024 were caused by a reduction in discount rates in the majority of territories, and an increase in the inflation assumption for the UK and Switzerland. The weighted average decrease in discount rates for the Company's pension plans was (0.1)% for the fiscal year ended June 30, 2024 and a weighted average increase of 0.5% for the fiscal year ended June 30, 2023. The losses were partially offset by the lower inflation rate assumption in the European Union in fiscal year 2024.    

    The following table provides information for defined benefit plans with a projected benefit obligation in excess of plan assets:

($ in millions)	June 30, 2024		June 30, 2023
Projected benefit obligation	$	808	$	832
Fair value of plan assets	580		601

    The following table provides information for defined benefit plans with an accumulated benefit obligation in excess of plan assets:

($ in millions)	June 30, 2024		June 30, 2023
Accumulated benefit obligation	$	786	$	799
Fair value of plan assets	574		589

    The following table provides information as to how the funded status is recognized in the consolidated balance sheets:

($ in millions)	June 30, 2024		June 30, 2023
Non-current assets - Employee benefit assets	$	34	$	67
Current liabilities - Other current liabilities	(11)		(6)
Non-current liabilities - Employee benefit obligations	(217)		(224)
Funded status	$	(194)	$	(163)

    Amounts recognized in other comprehensive (income)/loss are as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Changes in plan assets and benefit obligations recognized in other comprehensive (income)/loss:
Net actuarial loss/(gain) occurring during the year	$	57	$	65	$	(91)
Net prior service loss/(gain) occurring during the year	1		(4)		1
Amortization of actuarial loss	(3)		(2)		(5)
Gain recognized due to settlement/curtailment	(2)		(4)		(8)
Amortization of prior service credit	4		3		3
Loss on divestiture	—		—		(1)
Foreign currency translation	—		3		(14)
Tax effect	(12)		(11)		21
Total recognized in other comprehensive (income)/loss	$	45	$	50	$	(94)

    

    Amounts in AOCI that have not yet been recognized as net periodic benefit cost are as follows:

	June 30,
($ in millions)	2024		2023		2022
Net prior service credit	$	(13)	$	(17)	$	(15)
Net actuarial loss	181		128		65
Accumulated other comprehensive loss at the end of the year	$	168	$	111	$	50

    Weighted-average assumptions used to determine benefit obligations were:

	June 30,
	2024		2023		2022
Discount rate	4.2	%	4.3	%	3.8	%
Rate of compensation increase	1.9	%	1.9	%	2.3	%

    Weighted-average assumptions used to determine net periodic benefit cost were:

	Years ended June 30,
	2024		2023		2022
Discount rate	4.3	%	3.8	%	2.1	%
Rate of compensation increase	1.9	%	2.3	%	1.7	%
Expected long-term rate of return on plan assets	5.5	%	4.4	%	3.8	%

    Where funded, the Company and, in some countries, the employees make cash contributions into the pension funds. In the case of unfunded plans, the Company is responsible for benefit payments as they fall due. Plan funding requirements are generally determined by local regulation and/or best practice and differ between countries. The local statutory funding positions are not necessarily consistent with the funded status disclosed on the consolidated balance sheets. For any funded plans in deficit (as measured under local country guidelines), the Company agrees with the trustees and plan fiduciaries to undertake suitable funding programs to provide additional contributions over time in accordance with local country requirements. Contributions to the Company's defined benefit pension plans, not including unfunded plans, are expected to be $32 million over the next fiscal year.

    The following benefit payments for the succeeding five fiscal years and thereafter, which reflect expected future service, as appropriate, are expected to be paid:

($ in millions)
2025	$	72
2026	75
2027	77
2028	77
2029	77
2030-2034	394

    The ERISA Benefit Plan Committee in the United States, the Pension Plan Committee in Switzerland, and the Trustees of the pension plans in UK establish investment policies, investment strategies, allocation strategies, and investment risk profiles for the Company's pension plan assets and are required to consult with the Company on changes to their investment policy. In developing the expected long-term rate of return on plan assets at each measurement date, the Company considers the plan assets' historical returns, asset allocations, and the anticipated future economic environment and long-term performance of the asset classes. While appropriate consideration is given to recent and historical investment performance, the assumption represents management's best estimate of the long-term prospective return.

    The pension plan assets measured at fair value were as follows:

	June 30, 2024
($ in millions)	Level 1		Level 2		Level 3		Total
Equity securities	$	100	$	29	$	—	$	129
Debt securities	104		251		—		355
Real estate	7		100		—		107
Insurance contracts	—		—		258		258
Cash and cash equivalents	140		11		—		151
Other	5		20		8		33
Total	$	356	$	411	$	266	$	1,033

	June 30, 2023
($ in millions)	Level 1		Level 2		Level 3		Total
Equity securities	$	114	$	54	$	—	$	168
Debt securities	77		405		—		482
Real estate	7		105		—		112
Insurance contracts	—		—		192		192
Cash and cash equivalents	58		13		—		71
Other	5		22		9		36
Total	$	261	$	599	$	201	$	1,061

Equity securities: Valued primarily at the closing prices reported in the active market in which the individual securities are traded (Level 1); or based on significant observable inputs such as fund values provided by the independent fund administrators (Level 2).

Debt securities: Consists of government and corporate debt securities, valued at the closing prices reported in the active market in which the individual securities are traded (Level 1); or based on observable inputs such as fund values provided by independent fund administrators, pricing of similar agency issues, reported trades, broker/dealer quotes, issuer spread, live trading feeds from several vendors, and benchmark yields (Level 2). Inputs may be prioritized differently at certain times based on market conditions.

Real estate: Valued at the closing prices reported in the active market in which the individual securities are traded (Level 1); or based on observable inputs such as fund values provided by independent fund administrators (Level 2).

Insurance contracts: Valued based on the present value of the underlying insured liabilities (Level 3).

Cash and cash equivalents: Consists of cash on deposit with brokers and short-term money market funds, shown net of receivables and payables for securities traded at period end but not yet settled (Level 1) and cash indirectly held across investment funds (Level 2). All cash and cash equivalents are stated at cost, which approximates fair value.

Other:

Level 1: Derivatives valued at the closing prices reported in the active market.

Level 2: Assets held in diversified growth funds, pooled funds, financing funds, and derivatives, where the values of the assets are determined by the investment managers or other independent third parties, based on observable inputs.

Level 3: Indemnified plan assets and pooled funds (equity, credit, macro-orientated, multi-strategy, cash, and other). The values of indemnified plan assets are determined based on the value of the liabilities that the assets cover. The value of the pooled funds is calculated by the investment managers based on the net asset values of the underlying portfolios.

    The following table sets forth a summary of changes in the value of the Company's Level 3 plan assets:

($ in millions)
Balance as of June 30, 2023	$	201
Actual return on plan assets	82
Purchases, sales, and settlements	(11)
Transfer out of Level 3	(5)
Foreign currency translation	(1)
Balance as of June 30, 2024	$	266

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Debt

12 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

Debt

Debt

Long-Term Debt

    The following table summarizes the carrying value of long-term debt as of June 30, 2024, and 2023, respectively:

				June 30,
($ in millions)	Maturities	Interest rates		2024		2023
Term debt
U.S. dollar notes, $500 million (3)	May 2025	4.00	%	$	500	$	500
U.S. dollar notes, $600 million	Apr 2026	3.63	%	600		600
U.S. dollar notes, $300 million	Sep 2026	3.10	%	300		300
Euro bonds, €500 million	Jun 2027	1.13	%	535		543
U.S. dollar notes, $500 million	May 2028	4.50	%	500		500
U.S. dollar notes, $500 million (1)	May 2029	5.45	%	500		—
U.S. dollar notes, $500 million	Jun 2030	2.63	%	500		500
U.S. dollar notes, $800 million	May 2031	2.69	%	800		800
Euro notes, €500 million (2)	May 2032	3.95	%	535		—
U.S. dollar notes, $500 million	May 2033	5.63	%	500		500
Total term debt				$	5,270	$	4,243
Bank loans				$	25	$	22
Commercial paper (3)				1,386		2,445
Other loans (4)				20		33
Finance lease obligations				43		50
Fair value hedge accounting adjustments (5)				(92)		(96)
Unamortized discounts and debt issuance costs				(37)		(31)
Total debt				$	6,615	$	6,666
Less: current portion				(12)		(13)
Total long-term debt				$	6,603	$	6,653

(1)On May 21, 2024, the Company issued U.S. dollar notes with an aggregate principal amount of $500 million and a contractual maturity in May 2029. The notes pay a coupon of 5.45% per annum, payable semi-annually in arrears. The notes are unsecured senior obligations of the Company and are fully and unconditionally guaranteed by the Company and certain of its subsidiaries.

(2)On May 22, 2024, the Company issued Euro notes with an aggregate principal amount of €500 million and a contractual maturity in May 2032. The notes pay a coupon of 3.95% per annum, payable annually in arrears. The notes are unsecured senior obligations of the Company and are fully and unconditionally guaranteed by the Company and certain of its subsidiaries.

(3)Indicates debt which has been classified as long-term liabilities in accordance with the Company’s ability and intent to refinance such obligations on a long-term basis.

(4)Fiscal year 2023 includes other loans of $12 million which were classified as long-term liabilities in accordance with the Company’s ability and intent to refinance such obligations on a long-term basis.

(5)Relates to fair value hedge basis adjustments relating to interest rate hedging.

    The following table summarizes the contractual maturities of the Company's long-term debt, including current maturities (excluding payments for finance leases) as of June 30, 2024, for the succeeding five fiscal years:

($ in millions)
2025	$	501
2026 (1)	797
2027 (2)	2,028
2028	503
2029	501

(1)    Commercial paper denominated in U.S. dollars is classified as maturing in 2026, supported by the 3-year syndicated facility, with one 12-month option available to the Company to extend the maturity date.

(2)    Commercial paper denominated in Euros is classified as maturing in 2027, supported by the 5-year syndicated facility, with two 12-month options available to the Company to extend the maturity date.

Bank and other loans

    The Company has entered into syndicated and bilateral multi-currency credit facilities with financial institutions. On April 26, 2022, the Company entered into three- and five-year syndicated facility agreements that each provided a revolving credit facility of $1.9 billion, or $3.8 billion in total. On April 23, 2024, the Company extended the maturity of its three-year facility by one year until April 2026. The three-year syndicated facility agreement will be reduced from $1.9 billion to $1.7 billion effective April 2025. The Company's five-year syndicated credit facility matures in April 2027 and provides a revolving credit facility of $1.9 billion. The three-year facility has one 12-month option available to the Company to extend the maturity date and the five-year facility has two 12-month options available to the Company to extend the maturity date.

    The facilities are unsecured and the agreements include customary terms and conditions for a syndicated facility of this nature.

    Interest charged on borrowings under the credit facilities is based on the applicable market rate plus the applicable margin. As of June 30, 2024, and 2023, the Company's credit facilities amounted to $3.8 billion.

    As of June 30, 2024, and 2023, the Company had $2.4 billion and $1.3 billion of undrawn commitments, respectively. The Company incurs facility fees of 0.125% on the undrawn commitments. Such facility fees incurred were immaterial in the fiscal years ended June 30, 2024, 2023, and 2022, respectively.

    As of June 30, 2024, and 2023, land and buildings with a carrying value of $37 million and $38 million, respectively, have been pledged as security for bank and other loans.

Redemption of term debt

    The Company may redeem its long-term debt, in whole or in part, at any time or from time to time prior to its maturity. The redemption prices typically represent 100% of the principal amount of the relevant debt plus any accrued and unpaid interest. In addition, for notes that are redeemed by the Company before their stated permitted redemption date, a make-whole premium is payable.

Priority, Guarantees, and Financial Covenants

    All the notes are general unsecured senior obligations of the Company and are fully and unconditionally guaranteed on a joint and several basis by certain existing subsidiaries that guarantee its other indebtedness.

    The Company's primary bank debt facilities and notes are unsecured and subject to negative pledge arrangements limiting the amount of secured indebtedness the Company can incur to 10.0% of total tangible assets, subject to some exceptions and variations by facility. The Company is required to satisfy certain financial covenants pursuant to its bank debt facilities, which are tested as of the last day of each quarterly and annual financial period. The covenants require the Company to maintain a leverage ratio of not higher than 3.9 times, which is calculated as total net debt divided by Adjusted EBITDA. As of June 30, 2024, and 2023, the Company was in compliance with all debt covenants.

Short-Term Debt

    Short-term debt is generally used to fund working capital requirements. The Company has classified commercial paper as long-term as of June 30, 2024, in accordance with the Company’s ability and intent to refinance such obligations on a long-term basis.

    The following table summarizes the carrying value of short-term debt as of June 30, 2024, and 2023, respectively:

	June 30,
($ in millions)	2024		2023
Bank loans	$	57	$	13
Secured borrowings	3		—
Bank overdrafts	24		67
Total short-term debt	$	84	$	80

    As of June 30, 2024, the Company paid a weighted-average interest rate of 5.39% per annum on short-term debt, payable at maturity. As of June 30, 2023, the Company paid a weighted-average interest rate of 3.98% per annum, payable at maturity.

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Leases

12 Months Ended

Jun. 30, 2024

Leases [Abstract]

Leases

Leases

    The components of lease expense are as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Operating lease expense (1)	$	135	$	127	$	130
Short-term and variable lease expense (2)	14		21		17
Finance lease expense
Amortization of right-of-use assets (2)	4		4		2
Interest on lease liabilities (3)	1		2		1
Total lease expense	$	154	$	154	$	150

(1)Included in both cost of sales and selling, general, and administrative expenses

(2)Included primarily in cost of sales

(3)Included in interest expense

    The Company's leases do not contain any material residual value guarantees or material restrictive covenants. As of June 30, 2024, the Company does not have material lease commitments that have not commenced.

    Supplemental balance sheet information related to leases:

		June 30,
($ in millions)	Balance Sheet Location	2024		2023
Assets
Operating lease right-of-use assets, net	Operating lease assets	$	567	$	533
Finance lease assets (1)	Property, plant, and equipment, net	57		57
Total lease assets		$	624	$	590
Liabilities
Operating leases:
Current operating lease liabilities	Other current liabilities	$	114	$	101
Non-current operating lease liabilities	Operating lease liabilities	488		463
Finance leases:
Current finance lease liabilities	Current portion of long-term debt	11		10
Non-current finance lease liabilities	Long-term debt, less current portion	32		40
Total lease liabilities		$	645	$	614

(1)Finance lease assets are recorded net of accumulated amortization of $11 million and $12 million as of June 30, 2024 and 2023, respectively.

    Supplemental cash flow information related to leases:

	Years ended June 30,
($ in millions)	2024		2023		2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	127	$	118	$	122
Operating cash flows from finance leases	1		2		1
Financing cash flows from finance leases	11		11		5
Lease assets obtained in exchange for new lease obligations:
Operating leases	$	44	$	26	$	55
Finance leases	3		—		34
Other non-cash modifications to lease assets:
Operating leases	73		33		88

    The following table presents the maturities of the Company's lease liabilities recorded on the consolidated balance sheets as of June 30, 2024:

($ in millions)	Operating Leases		Finance Leases
Fiscal year 2025	$	132	$	12
Fiscal year 2026	121		7
Fiscal year 2027	104		3
Fiscal year 2028	92		2
Fiscal year 2029	74		2
Thereafter	182		24
Total lease payments	705		50
Less: imputed interest	(103)		(7)
Total lease liabilities	$	602	$	43

    The weighted-average remaining lease term and discount rate are as follows:

	June 30,
	2024		2023
Weighted-average remaining lease term (in years):
Operating leases	7.2		8.0
Finance leases	10.5		10.3
Weighted-average discount rate:
Operating leases	4.1	%	3.6	%
Finance leases	3.0	%	3.0	%

Leases

Leases

    The components of lease expense are as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Operating lease expense (1)	$	135	$	127	$	130
Short-term and variable lease expense (2)	14		21		17
Finance lease expense
Amortization of right-of-use assets (2)	4		4		2
Interest on lease liabilities (3)	1		2		1
Total lease expense	$	154	$	154	$	150

(1)Included in both cost of sales and selling, general, and administrative expenses

(2)Included primarily in cost of sales

(3)Included in interest expense

    The Company's leases do not contain any material residual value guarantees or material restrictive covenants. As of June 30, 2024, the Company does not have material lease commitments that have not commenced.

    Supplemental balance sheet information related to leases:

		June 30,
($ in millions)	Balance Sheet Location	2024		2023
Assets
Operating lease right-of-use assets, net	Operating lease assets	$	567	$	533
Finance lease assets (1)	Property, plant, and equipment, net	57		57
Total lease assets		$	624	$	590
Liabilities
Operating leases:
Current operating lease liabilities	Other current liabilities	$	114	$	101
Non-current operating lease liabilities	Operating lease liabilities	488		463
Finance leases:
Current finance lease liabilities	Current portion of long-term debt	11		10
Non-current finance lease liabilities	Long-term debt, less current portion	32		40
Total lease liabilities		$	645	$	614

(1)Finance lease assets are recorded net of accumulated amortization of $11 million and $12 million as of June 30, 2024 and 2023, respectively.

    Supplemental cash flow information related to leases:

	Years ended June 30,
($ in millions)	2024		2023		2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	127	$	118	$	122
Operating cash flows from finance leases	1		2		1
Financing cash flows from finance leases	11		11		5
Lease assets obtained in exchange for new lease obligations:
Operating leases	$	44	$	26	$	55
Finance leases	3		—		34
Other non-cash modifications to lease assets:
Operating leases	73		33		88

    The following table presents the maturities of the Company's lease liabilities recorded on the consolidated balance sheets as of June 30, 2024:

($ in millions)	Operating Leases		Finance Leases
Fiscal year 2025	$	132	$	12
Fiscal year 2026	121		7
Fiscal year 2027	104		3
Fiscal year 2028	92		2
Fiscal year 2029	74		2
Thereafter	182		24
Total lease payments	705		50
Less: imputed interest	(103)		(7)
Total lease liabilities	$	602	$	43

    The weighted-average remaining lease term and discount rate are as follows:

	June 30,
	2024		2023
Weighted-average remaining lease term (in years):
Operating leases	7.2		8.0
Finance leases	10.5		10.3
Weighted-average discount rate:
Operating leases	4.1	%	3.6	%
Finance leases	3.0	%	3.0	%

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Shareholders' Equity

12 Months Ended

Jun. 30, 2024

Equity [Abstract]

Shareholders' Equity

Shareholders' Equity

    The changes in ordinary and treasury shares during fiscal years 2024, 2023, and 2022, were as follows:

	Ordinary Shares			Treasury Shares
(shares and $ in millions)	Number of Shares	Amount		Number of Shares	Amount
Balance as of June 30, 2021	1,538	$	15	3	$	(29)
Share buyback/cancellations	(49)	—		—	—
Options exercised and shares vested	—	—		(13)	154
Purchase of treasury shares	—	—		12	(143)
Balance as of June 30, 2022	1,489	15		2	(18)
Share buyback/cancellations	(41)	(1)		—	—
Options exercised and shares vested	—	—		(19)	227
Purchase of treasury shares	—	—		18	(221)
Balance as of June 30, 2023	1,448	14		1	(12)
Share buyback/cancellations	(3)	—		—	—
Shares vested	—	—		(4)	49
Purchase of treasury shares	—	—		4	(48)
Balance as of June 30, 2024	1,445	$	14	1	$	(11)

    The changes in the components of accumulated other comprehensive loss during the fiscal years ended June 30, 2024, 2023, and 2022 were as follows:

	Foreign Currency Translation		Net Investment Hedge		Pension		Effective Derivatives		Total Accumulated Other Comprehensive Loss
($ in millions)	(Net of Tax)		(Net of Tax)		(Net of Tax)		(Net of Tax)
Balance as of June 30, 2021	$	(691)	$	(13)	$	(54)	$	(8)	$	(766)
Other comprehensive income / (loss) before reclassifications	(220)		—		85		6		(129)
Amounts reclassified from accumulated other comprehensive loss	19		—		9		(13)		15
Net current period other comprehensive income / (loss)	(201)		—		94		(7)		(114)
Balance as of June 30, 2022	(892)		(13)		40		(15)		(880)
Other comprehensive loss before reclassifications	(9)		—		(53)		(4)		(66)
Amounts reclassified from accumulated other comprehensive loss	78		—		3		3		84
Net current period other comprehensive income / (loss)	69		—		(50)		(1)		18
Balance as of June 30, 2023	(823)		(13)		(10)		(16)		(862)
Other comprehensive loss before reclassifications	(108)		—		(46)		(9)		(163)
Amounts reclassified from accumulated other comprehensive loss	—		—		1		4		5
Net current period other comprehensive income/(loss)	(108)		—		(45)		(5)		(158)
Balance as of June 30, 2024	$	(931)	$	(13)	$	(55)	$	(21)	$	(1,020)

    The following tables provide details of amounts reclassified from accumulated other comprehensive loss:

	For the years ended June 30,
($ in millions)	2024		2023		2022
Pension:
Amortization of prior service credit	$	(4)	$	(3)	$	(3)
Amortization of actuarial loss	3		2		5
Loss on divestiture	—		—		1
Effect of pension settlement/curtailment	2		4		8
Total before tax effect	1		3		11
Tax effect on amounts reclassified into earnings	—		—		(2)
Total net of tax	$	1	$	3	$	9
(Gains)/losses on cash flow hedges:
Commodity contracts	$	2	$	(2)	$	(20)
Forward exchange contracts	(1)		2		—
Treasury locks	3		3		3
Total before tax effect	4		3		(17)
Tax effect on amounts reclassified into earnings	—		—		4
Total net of tax	$	4	$	3	$	(13)
Losses on foreign currency translation:
Foreign currency translation adjustment (1)	$	—	$	78	$	19
Total before tax effect	—		78		19
Tax effect on amounts reclassified into earnings	—		—		—
Total net of tax	$	—	$	78	$	19

(1)During the fiscal year ended June 30, 2023, the Company disposed of its Russian business and certain non-core operations and transferred $73 million and $5 million, respectively, of accumulated foreign currency translation from accumulated other comprehensive loss to earnings. During the fiscal year ended June 30, 2022, the Company effectively disposed of a non-core business and transferred $19 million of accumulated foreign currency translation from accumulated other comprehensive loss to earnings. Refer to Note 5, "Acquisitions and Divestitures" for further information.

Forward contracts to purchase own shares

    The Company's employee share plans require the delivery of shares to employees in the future when rights vest or vested options are exercised. The Company currently acquires shares on the open market to deliver shares to employees to satisfy vesting or exercising commitments which exposes the Company to market price risk.

    To protect the Company from share price volatility, the Company has entered into forward contracts for the purchase of its ordinary shares. As of June 30, 2024, the Company had forward contracts outstanding that were entered into in September 2022 and mature in September 2024 to purchase 6 million shares at a weighted average price of $12.11. As of June 30, 2023, the Company had forward contracts outstanding that were entered into in May 2022 and September 2022 that matured between September 2023 and November 2023 to purchase 9 million shares at a weighted average price of $12.39. During the fiscal year ended June 30, 2024, the Company's forward contracts related to 3 million shares were settled, which were outstanding as of June 30, 2023.

    The forward contracts to purchase the Company's own shares have been included in other current liabilities in the consolidated balance sheets. Equity is reduced by an amount equal to the fair value of the shares at inception. The carrying value of the forward contracts at each reporting period was determined based on the present value of the cost required to settle the contracts.

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Income Taxes

12 Months Ended

Jun. 30, 2024

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

    Amcor plc is a tax resident of the United Kingdom of Great Britain and Northern Ireland ("UK").

    The components of income before income taxes and equity in loss of affiliated companies were as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Domestic (UK)	$	(108)	$	82	$	(58)
Foreign	1,015		1,169		1,173
Total income before income taxes and equity in loss of affiliated companies	$	907	$	1,251	$	1,115

    Income tax expense consisted of the following:

	Years ended June 30,
($ in millions)	2024		2023		2022
Current tax:
Domestic (UK)	$	2	$	3	$	2
Foreign	198		247		331
Total current tax	200		250		333
Deferred tax:
Domestic (UK)	18		(6)		(10)
Foreign	(55)		(51)		(23)
Total deferred tax	(37)		(57)		(33)
Income tax expense	$	163	$	193	$	300

    The following is a reconciliation of income tax computed at the UK statutory tax rate of 25.0%, 20.5%, and 19.0% for fiscal years 2024, 2023, and 2022, respectively, to income tax expense.

	Years ended June 30,
($ in millions)	2024		2023		2022
Income tax expense at statutory rate	$	226	$	256	$	212
Foreign tax rate differential	(3)		54		43
Capital gain on the sale of the Russian business	—		(63)		—
Non-deductible expenses, non-taxable items, net	(6)		16		(2)
Change in valuation allowance	3		(7)		4
Uncertain tax positions, net	(51)		(39)		62
Other (1)	(6)		(24)		(19)
Income tax expense	$	163	$	193	$	300

(1)In fiscal year 2024, Other is comprised of adjustments to prior year provisions, movement in deferred tax positions, including a $15 million benefit from the Swiss Tax Reform, effects of foreign currency exchange rates, including a $14 million benefit from inflation adjustment in Argentina, partially offset by changes in tax rates, and other individually immaterial items. In fiscal year 2023, Other is comprised of effects of foreign currency exchange of $25 million, adjustments to prior year, movement in deferred tax positions, changes in tax rate, and other individually immaterial items. In fiscal year 2022, Other is comprised of adjustments to prior year, movements in deferred tax positions of $13 million, changes in tax rates, and other individually immaterial items.

    Amcor operates in over forty different jurisdictions with a wide range of statutory tax rates. The tax expense from operating in non-UK jurisdictions in excess of the UK statutory tax rate is included in the line "Foreign tax rate differential" in the above tax rate reconciliation table. For fiscal year 2024, the Company's effective tax rate was 18.0% as compared to the effective tax rates of 15.4% and 26.9% for fiscal years 2023 and 2022, respectively. The higher effective tax rate for fiscal year 2024 versus fiscal year 2023 is largely attributable to the non-taxable gain on the disposal of the Russian business in the comparative period. The decrease in effective tax rate in fiscal year 2023 compared to fiscal year 2022 was predominantly attributable to the non-taxable gain on the disposal of the Russian business and the release of provisions for uncertain tax positions related to the disposed Russian business.

    Significant components of deferred tax assets and liabilities are as follows:

	June 30,
($ in millions)	2024		2023
Deferred tax assets:
Inventories	$	15	$	20
Accrued employee benefits	78		70
Provisions	9		4
Net operating loss carryforwards	345		332
Tax credit carryforwards	31		37
Accruals and other	50		46
Total deferred tax assets	528		509
Valuation allowance	(403)		(400)
Net deferred tax assets	125		109
Deferred tax liabilities:
Property, plant, and equipment	(267)		(294)
Other intangible assets	(245)		(259)
Derivatives and other financial instruments	(26)		(25)
Undistributed foreign earnings	(23)		(13)
Total deferred tax liabilities	(561)		(591)
Net deferred tax liability	(436)		(482)
Balance sheet location:
Deferred tax assets	148		134
Deferred tax liabilities	(584)		(616)
Net deferred tax liability	$	(436)	$	(482)

    The Company maintains a valuation allowance on net operating losses and other deferred tax assets in jurisdictions for which it does not believe it is more likely than not to realize those deferred tax assets based upon all available positive and negative evidence, including historical operating performance, carry-back periods, reversal of taxable temporary differences, tax planning strategies, and earnings expectations. The Company's valuation allowance increased by $3 million, decreased by $7 million, and increased by $4 million for fiscal years 2024, 2023, and 2022, respectively.

    As of June 30, 2024, and 2023, the Company had total net operating loss carry forwards, including capital losses, in the amount of $1.4 billion and $1.3 billion, respectively, and tax credits of $31 million and $37 million, respectively. The vast majority of the net operating loss carry forwards and tax credits do not expire.

    The Company considers the following factors, among others, in evaluating its plans for indefinite reinvestment of its subsidiaries' earnings: (i) the forecasts, budgets, and financial requirements of the Company and its subsidiaries, both for the long-term and for the short-term; and (ii) the tax consequences of any decision to repatriate or reinvest earnings of any subsidiary. As of June 30, 2024, the Company has not provided deferred taxes on approximately $1.7 billion of earnings in certain foreign subsidiaries because such earnings are indefinitely reinvested in its international operations. Upon distribution of such earnings in the form of dividends or otherwise, the Company may be subject to incremental foreign tax. It is not practicable to estimate the amount of foreign tax that might be payable. As of June 30, 2024, a cumulative deferred tax liability of $23 million has been recorded attributable to undistributed earnings that the Company has deemed are not indefinitely reinvested. The remaining undistributed earnings of the Company's subsidiaries are not deemed to be indefinitely reinvested and can be repatriated at no tax cost. Accordingly, there is no provision for income or withholding taxes on these earnings.

    The Company accounts for its uncertain tax positions in accordance with ASC 740, "Income Taxes." At June 30, 2024, and 2023, unrecognized tax benefits totaled $104 million and $155 million, respectively, all of which would favorably impact the effective tax rate if recognized.

    The Company recognizes interest and penalties accrued related to unrecognized tax benefits in income tax expense. As of June 30, 2024, 2023, and 2022, the Company's accrual for interest and penalties for these uncertain tax positions was $17

million, $13 million, and $12 million, respectively. The Company does not currently anticipate that the total amount of unrecognized tax benefits will result in material changes to its financial position within the next 12 months.

    A reconciliation of the beginning and ending amount of unrecognized tax benefits for the fiscal years presented is as follows:

	June 30,
($ in millions)	2024		2023		2022
Balance at the beginning of the year	$	155	$	195	$	133
Additions based on tax positions related to the current year	10		12		50
Additions for tax positions of prior years	7		24		19
Reductions for tax positions from prior years	(39)		(69)		(6)
Reductions for settlements	(2)		(5)		—
Reductions due to lapse of statute of limitations	(27)		(2)		(1)
Balance at the end of the year	$	104	$	155	$	195

    The Company conducts business in a number of tax jurisdictions and, as such, is required to file income tax returns in multiple jurisdictions globally. The fiscal years 2020 through 2023 remain open for examination by the United States Internal Revenue Service ("IRS"), the fiscal year 2022 remains open for examination by His Majesty’s Revenue & Customs ("HMRC"), and the fiscal years 2011 through 2023 are currently subject to audit or remain open for examination in various tax jurisdictions.

    The Company believes that its income tax reserves are adequately maintained taking into consideration both the technical merits of its tax return positions and ongoing developments in its income tax audits. However, the final determination of the Company's tax return positions, if audited, is uncertain and therefore there is a possibility that final resolution of these matters could have a material impact on the Company's results of operations or cash flows.

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Share-based Compensation

12 Months Ended

Jun. 30, 2024

Share-Based Payment Arrangement [Abstract]

Share-based Compensation

Share-based Compensation

    The Company's equity incentive plans include grants of share options, restricted share units, performance shares, performance rights, and share rights.

    In fiscal years 2024, 2023, and 2022, share options and performance rights or performance shares (awarded to U.S. participants in place of performance rights) were granted to officers and employees. The exercise price for share options was set at the time of grant. The requisite service period for outstanding share options, performance rights, or performance shares ranges from two to three years. The awards are also subject to performance and market conditions. At vesting, share options can be exercised and converted to ordinary shares on a one-for-one basis, subject to payment of the exercise price. The contractual terms of the share options range from five to ten years from the grant date. At vesting, performance rights can be exercised and converted to ordinary shares on a one-for-one basis. Performance shares vest automatically and convert to ordinary shares on a one-for-one basis.

    Restricted share units may be granted to directors, officers, and employees of the Company and vest on terms as described in the award. The restrictions prevent the participant from disposing of the restricted share units during the vesting period. The fair value of restricted share units is determined based on the closing price of the Company's shares on the grant date.

    Share rights may be granted to directors, officers, and employees of the Company and vest on terms as described in the award. The restrictions prevent the participant from disposing of the share rights during the vesting period. The fair value of share rights is determined based on the closing price of the Company's shares on the grant date, adjusted for dividend yield.

    As of June 30, 2024, 34 million shares were available for future grants under shareholder approved equity incentive plans. The Company uses treasury shares to settle share-based compensation obligations. Treasury shares were acquired through market purchases throughout the fiscal year for the required number of shares.

    Share-based compensation expense was primarily recorded in selling, general, and administrative expenses in the consolidated statements of income. The total share-based compensation expense settled in equity in fiscal years 2024, 2023, and 2022 amounted to $32 million, $54 million, and $63 million, respectively.

    As of June 30, 2024, there was $70 million of total unrecognized compensation cost related to all unvested share options and other equity incentive plans. That cost is expected to be recognized over a weighted-average period of 1.8 years.

    The weighted-average grant date fair values by type of equity incentive plan for awards granted in fiscal years 2024, 2023, and 2022 were as follows:

	Years ended June 30,
(in $ per unit of award)	2024	2023	2022
Share options (1)	1.45	1.66	1.29
Restricted share units	9.44	11.91	11.62
Performance rights/shares (2)	6.37	8.18	9.40
Share rights	8.42	10.90	11.44

(1)The fair value of share options was determined using the Black-Scholes option pricing model and/or Monte Carlo simulations. The following key assumptions were used for the fiscal years ended June 30, 2024, 2023, and 2022, respectively: risk-free interest rate of 4.6% (2023: 3.4%, 2022: 1.0%), expected share-price volatility of 21.8% (2023: 23.0%, 2022: 22.0%), expected dividend yield of 5.2% (2023: 4.0%, 2022: 4.1%), and expected life of options of 6.6 years (2023: 6.1 years, 2022: 6.1 years).

(2)The fair value of performance rights/shares was determined using discounting and Monte Carlo simulations. The key assumptions for the fiscal years ended June 30, 2024, 2023, and 2022, respectively, were: risk-free interest rate of 4.8% (2023: 3.5%, 2022: 0.4%), expected share-price volatility of 23.4% (2023: 23.0%, 2022: 22.0%), and expected dividend yield of 5.2% (2023: 4.0%, 2022: 4.1%).

    Changes in outstanding share options were as follows:

	Share options
	Number	Weighted-average Exercise Price
	(in millions)
Share options outstanding at June 30, 2023	33	$	11.29
Granted	8	9.35
Forfeited	(8)	11.20
Share options outstanding at June 30, 2024	33	$	10.86
Vested and exercisable at June 30, 2024	13	$	10.36

    As of June 30, 2024, the share options outstanding have an intrinsic value of $3 million and a remaining weighted average contractual life of 4.1 years. As of June 30, 2024, the share options that have vested and are exercisable have an intrinsic value of nil and a remaining weighted average contractual life of 1.7 years.

    The Company received nil, $134 million, and $114 million on the exercise of stock options during the fiscal years ended June 30, 2024, 2023, and 2022, respectively. During the fiscal years ended June 30, 2024, 2023, and 2022, the intrinsic value associated with the exercise of share options was nil, $31 million, and $15 million, respectively. The grant date fair value of share options vested was $5 million, $15 million, and $13 million for fiscal years ended June 30, 2024, 2023, and 2022, respectively.

    Changes in outstanding other equity incentive plans and the fair values vested are presented below:

	Restricted share units				Performance rights/shares				Share rights
	Number		Weighted-average Grant Date Fair Value		Number		Weighted-average Grant Date Fair Value		Number		Weighted-average Grant Date Fair Value
	(in millions)				(in millions)				(in millions)
Outstanding at June 30, 2023	1		$	11.67	11		$	8.20	4		$	11.22
Granted	3		9.44		6		6.37		1		8.42
Exercised	(1)		11.54		(2)		7.20		(2)		11.43
Forfeited	—		12.00		(3)		7.39		(1)		10.66
Outstanding at June 30, 2024	3		$	9.85	12		$	7.72	2		$	9.82
Fair value vested ($ in millions)	Restricted share units				Performance rights/shares				Share rights
Year Ended June 30, 2024	$	6			$	14			$	24
Year Ended June 30, 2023	2				16				20
Year Ended June 30, 2022	3				8				7

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Earnings Per Share Computations

12 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Earnings Per Share Computations

Earnings Per Share Computations

    The Company applies the two-class method when computing its earnings per share ("EPS"), which requires that net income per share for each class of share be calculated assuming all of the Company's net income is distributed as dividends to each class of share based on their contractual rights.

    Basic EPS is computed by dividing net income available to ordinary shareholders by the weighted-average number of ordinary shares outstanding after excluding the ordinary shares to be repurchased using forward contracts. Diluted EPS includes the effects of share options, restricted share units, performance rights, performance shares, and share rights, if dilutive.

	Years ended June 30,
($ in millions, except per share amounts)	2024		2023		2022
Numerator
Net income attributable to Amcor plc	$	730	$	1,048	$	805
Distributed and undistributed earnings attributable to shares to be repurchased	(3)		(7)		(3)
Net income available to ordinary shareholders of Amcor plc—basic and diluted	$	727	$	1,041	$	802
Denominator
Weighted-average ordinary shares outstanding	1,445		1,478		1,514
Weighted-average ordinary shares to be repurchased by Amcor plc	(6)		(10)		(5)
Weighted-average ordinary shares outstanding for EPS—basic	1,439		1,468		1,509
Effect of dilutive shares	2		8		6
Weighted-average ordinary shares outstanding for EPS—diluted	1,441		1,476		1,516
Per ordinary share income
Basic earnings per ordinary share	$	0.505	$	0.709	$	0.532
Diluted earnings per ordinary share	$	0.505	$	0.705	$	0.529

    Certain stock awards outstanding were not included in the computation of diluted earnings per share above because they would not have had a dilutive effect. The excluded stock awards represented an aggregate of 29 million, 16 million, and 7 million shares for the years ended June 30, 2024, 2023, and 2022, respectively. Basic and diluted weighted average ordinary shares outstanding have decreased in fiscal years 2024, 2023, and 2022 due to share repurchases.

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Contingencies and Legal Proceedings

12 Months Ended

Jun. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Contingencies and Legal Proceedings

Contingencies and Legal Proceedings

Contingencies - Brazil

    The Company's operations in Brazil are involved in various governmental assessments and litigation, principally related to claims for excise and income taxes. The Company vigorously defends its positions and believes it will prevail on most, if not all, of these matters. The Company does not believe that the ultimate resolution of these matters will materially impact the Company's consolidated results of operations, financial position, or cash flows. Under customary local regulations, the Company's Brazilian subsidiaries may need to post cash or other collateral if a challenge to any administrative assessment proceeds to the Brazilian court system; however, the level of cash or collateral already pledged or potentially required to be pledged would not significantly impact the Company's liquidity. As of June 30, 2024, the Company has recorded accruals of $12 million, included in other non-current liabilities in the consolidated balance sheets. The Company has estimated a reasonably possible loss exposure in excess of the accrual of $23 million as of June 30, 2024. The litigation process is subject to many uncertainties and the outcome of individual matters cannot be accurately predicted. The Company routinely assesses these matters as to the probability of ultimately incurring a liability and records the best estimate of the ultimate loss in situations where the likelihood of an ultimate loss is probable. The Company's assessments are based on its knowledge and experience, but the ultimate outcome of any of these matters may differ from the Company's estimates.

    As of June 30, 2024, the Company provided letters of credit of $16 million, judicial insurance of $1 million, and deposited cash of $12 million with the courts to continue to defend the cases referenced above.

Contingencies - Environmental Matters

    The Company, along with others, has been identified as a potentially responsible party ("PRP") at several waste disposal sites under U.S. federal and related state environmental statutes and regulations and may face potentially material environmental remediation obligations. While the Company benefits from various forms of insurance policies, actual coverage may not, or only partially, cover the total potential exposures. As of June 30, 2024, the Company has recorded aggregate accruals of $9 million for its share of estimated future remediation costs at these sites.

    In addition to the matters described above, as of June 30, 2024, the Company has also recorded aggregate accruals of $44 million for potential liabilities for remediation obligations at various worldwide locations that are owned or operated by the Company or were formerly owned or operated.

    The SEC requires the Company to disclose certain information about proceedings arising under federal, state, or local environmental provisions if the Company reasonably believes that such proceeding may result in monetary sanctions above a stated threshold. Pursuant to SEC regulations, the Company uses a threshold of $1 million or more for purposes of determining whether disclosure of any such proceedings is required. Applying this threshold, there are no environmental matters required to be disclosed for the fiscal year ended June 30, 2024.

    While the Company believes that its accruals are adequate to cover its future obligations, there can be no assurance that the ultimate payments will not exceed the accrued amounts. Nevertheless, based on the available information, the Company does not believe that its potential environmental obligations will have a material adverse effect upon its liquidity, results of operations, or financial condition.

Other Matters

    In the normal course of business, the Company is subject to legal proceedings, lawsuits, and other claims. While the potential financial impact with respect to these ordinary course matters is subject to many factors and uncertainties, management believes that any financial impact to the Company from these matters, individually and in the aggregate, would not have a material adverse effect on the Company's financial position or results of operation.

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Segments

12 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

Segments

Segments

    The Company's business is organized and presented in the two reportable segments outlined below:

Flexibles: Consists of operations that manufacture flexible and film packaging in the food and beverage, medical and pharmaceutical, fresh produce, snack food, personal care, and other industries. The Russian business results through the date of disposal (December 23, 2022) are included in the Flexibles reportable segment.

Rigid Packaging: Consists of operations that manufacture rigid containers for a broad range of predominantly beverage and food products, including carbonated soft drinks, water, juices, sports drinks, milk-based beverages, spirits and beer, sauces, dressings, spreads and personal care items, and plastic caps for a wide variety of applications.

    Other consists of the Company's undistributed corporate expenses including executive and functional compensation costs, equity method and other investments, intercompany eliminations, and other business activities.

    Operating segments are organized along the Company's product lines and geographical areas. The Company's five Flexibles operating segments (Flexibles Europe, Middle East and Africa; Flexibles North America; Flexibles Latin America; Flexibles Asia Pacific; and Specialty Cartons) have been aggregated in the Flexibles reportable segment as they exhibit similarity in economic characteristics and future prospects, similarity in the products they offer, their production technologies, the customers they serve, the nature of their service delivery models, and their regulatory environments.

    The Company evaluates performance and allocates resources based on adjusted earnings before interest and taxes ("Adjusted EBIT"). The Company defines Adjusted EBIT as operating income adjusted to eliminate the impact of certain items that the Company does not consider indicative of its ongoing operating performance and to include equity in loss of affiliated companies, net of tax.

    The accounting policies of the reportable segments are the same as those in the consolidated financial statements.

    The following table presents information about reportable segments. Intersegment sales are not material and therefore are not presented in the table below.

	Years ended June 30,
($ in millions)	2024		2023		2022
Flexibles	$	10,332	$	11,154	$	11,151
Rigid Packaging	3,308		3,540		3,393
Other	—		—		—
Net sales	$	13,640	$	14,694	$	14,544
Adjusted earnings before interest and taxes ("Adjusted EBIT")
Flexibles	1,395		1,429		1,517
Rigid Packaging	259		265		289
Other	(94)		(86)		(105)
Adjusted EBIT	1,560		1,608		1,701
Less: 2018/2019 Restructuring programs (1)	—		—		(37)
Less: Amortization of acquired intangible assets from business combinations (2)	(167)		(160)		(163)
Less: Impact of hyperinflation (3)	(53)		(24)		(16)
Less: Net loss on disposals (4)	—		—		(10)
Less: Property and other losses, net (5)	—		(2)		(13)
Add/(Less): Restructuring and other related activities, net (6)	(97)		90		(200)
Less: CEO transition costs (7)	(8)		—		—
Less: Other (8)	(22)		(2)		(12)
Interest income	38		31		24
Interest expense	(348)		(290)		(159)
Equity in loss of affiliated companies, net of tax	4		—		—
Income before income taxes and equity in loss of affiliated companies	$	907	$	1,251	$	1,115

(1)2018/2019 Restructuring programs include restructuring and related expenses for the 2019 Bemis Integration Plan for fiscal year 2022. Refer to Note 6, "Restructuring," for more information.

(2)Amortization of acquired intangible assets from business combinations includes amortization expenses related to all acquired intangible assets from past acquisitions.

(3)Impact of hyperinflation includes the adverse impact of highly inflationary accounting for subsidiaries in Argentina where the functional currency was the Argentine Peso.

(4)Net loss on disposals, excluding the disposal of the Company's Russian business, includes an expense of $10 million from the disposal of non-core assets in fiscal year 2022. Refer to Note 10, "Fair Value Measurements," for more information.

(5)Property and other losses, net in fiscal year 2023 includes property claims and losses of $5 million and $3 million of net insurance recovery related to the closure of the Company's South African business. Fiscal year 2022 includes business losses primarily associated with the destruction of the Company's Durban, South Africa facility during general civil unrest in July 2021, net of insurance recovery.

(6)Restructuring and other related activities, net in fiscal year 2024 primarily includes costs incurred in connection with the 2023 Restructuring Plan. Fiscal year 2023 includes a pre-tax net gain on the sale of the Company's Russian business of $215 million, incremental costs of $18 million, and restructuring and related expenses of $107 million incurred in connection with the conflict. Fiscal year 2022 includes $138 million of impairment charges, $57 million of restructuring and related expenses, and $5 million of other expenses. Refer to Note 4, "Restructuring, Impairment, and Other Related Activities, Net," and Note 6, "Restructuring," for further information.

(7)CEO transition costs primarily reflect accelerated compensation, including share-based compensation, granted to the Company's former Chief Executive Officer who retired from that role in April 2024, and other transition related expenses.

(8)Other in fiscal year 2024 includes fair value losses of $16 million on economic hedges, retroactive foil duties, certain litigation reserve adjustments, and pension settlements, partially offset by changes in contingent purchase consideration. Fiscal year 2023 includes other restructuring, acquisition, litigation, and integration expenses of $13 million, pension settlement expenses of $5 million, and fair value gains of $16 million on economic hedges. Fiscal year 2022 includes costs associated with the Bemis transaction and pension settlement expenses of $8 million.

    The tables below present additional financial information by reportable segments:

    Capital expenditures for the acquisition of long-lived assets by reportable segment were:

	Years ended June 30,
($ in millions)	2024		2023		2022
Flexibles	$	372	$	384	$	376
Rigid Packaging	112		133		136
Other	8		9		15
Total capital expenditures for the acquisition of long-lived assets	$	492	$	526	$	527

    Depreciation and amortization on long-lived assets by reportable segment were:

	Years ended June 30,
($ in millions)	2024		2023		2022
Flexibles	$	447	$	436	$	450
Rigid Packaging	130		125		120
Other	6		8		9
Total depreciation and amortization on long-lived assets	$	583	$	569	$	579

    Total assets by segment are not disclosed as the Company's Chief Operating Decision Maker does not use total assets by segment to evaluate segment performance or allocate resources and capital.

    The Company did not have sales to a single customer that exceeded 10% of consolidated net sales for the fiscal years ended June 30, 2024, 2023, and 2022, respectively.

    Sales by major product were:

		Years ended June 30,
($ in millions)	Segment	2024		2023		2022
Films and other flexible products	Flexibles	$	9,310	$	10,061	$	10,033
Specialty flexible folding cartons	Flexibles	1,022		1,093		1,118
Containers, preforms, and closures	Rigid Packaging	3,308		3,540		3,393
Net sales		$	13,640	$	14,694	$	14,544

    The following table provides long-lived asset information for the major countries in which the Company operates. Long-lived assets include property, plant, and equipment, net of accumulated depreciation and impairments.

	June 30,
($ in millions)	2024		2023
United States of America	$	1,717	$	1,710
Other countries (1)	2,046		2,052
Long-lived assets	$	3,763	$	3,762

(1)Includes the Company's country of domicile, Jersey. The Company had no long-lived assets in Jersey in any period shown. No individual country represented more than 10% of the respective totals.

    The following tables disaggregate net sales information by geography in which the Company operates based on manufacturing or selling operations:

	Year Ended June 30, 2024
($ in millions)	Flexibles		Rigid Packaging		Total
North America	$	4,095	$	2,508	$	6,603
Latin America	1,113		800		1,913
Europe (1)	3,507		—		3,507
Asia Pacific	1,617		—		1,617
Net sales	$	10,332	$	3,308	$	13,640

	Year Ended June 30, 2023
($ in millions)	Flexibles		Rigid Packaging		Total
North America	$	4,411	$	2,745	$	7,156
Latin America	1,114		795		1,909
Europe (1)	3,952		—		3,952
Asia Pacific	1,677		—		1,677
Net sales	$	11,154	$	3,540	$	14,694

	Year Ended June 30, 2022
($ in millions)	Flexibles		Rigid Packaging		Total
North America	$	4,296	$	2,656	$	6,952
Latin America	1,060		737		1,797
Europe (1)	4,062		—		4,062
Asia Pacific	1,733		—		1,733
Net sales	$	11,151	$	3,393	$	14,544

(1)Includes the Company's country of domicile, Jersey. The Company had no sales in Jersey in the periods shown.

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Deed of Cross Guarantee

12 Months Ended

Jun. 30, 2024

Guarantees and Product Warranties [Abstract]

Deed of Cross Guarantee

Deed of Cross Guarantee

    The parent entity, Amcor plc, and its wholly owned subsidiaries listed below are subject to a Deed of Cross Guarantee dated June 24, 2019 (the "Deed") under which each company guarantees the debts of the others:

Amcor Pty Ltd	Amcor Holdings (Australia) Pty Ltd
Amcor Services Pty Ltd	Amcor Flexibles Group Pty Ltd
Amcor Investments Pty Ltd	Amcor Flexibles (Australia) Pty Ltd
Amcor Finance Australia Pty Ltd	Amcor Flexibles (Port Melbourne) Pty Ltd
Amcor European Holdings Pty Ltd	Amcor Packaging (Asia) Pty Ltd
ARP North America Holdco Ltd	ARP LATAM Holdco Ltd

    The entities above were the only parties to the Deed as of June 30, 2024, and comprise the closed group for the purposes of the Deed (and also the extended closed group). ARP North America Holdco Ltd and ARP LATAM Holdco Ltd were newly incorporated entities and were added to the deed on September 25, 2019. By a Revocation Deed, dated September 9, 2021, the Deed was revoked in respect of Amcor Flexibles (Dandenong) Pty Ltd, Packsys Pty Ltd, Packsys Holdings (Aus) Pty Ltd, and Techni-Chem Australia Pty Ltd. No other parties have been added, removed or the subject to a notice of disposal since September 9, 2021.

    By entering into the Deed, the wholly owned subsidiaries have been relieved from the requirement to prepare a financial report and directors’ report under ASIC Corporations (Wholly-owned Companies) Instrument 2016/785.

    The following consolidated financial statements are additional disclosure items specifically required by ASIC and represent the consolidated results of the entities subject to the Deed.

Deed of Cross Guarantee

Consolidated Statements of Income

($ in millions)

For the years ended June 30,	2024		2023
Net sales	$	323	$	377
Cost of sales	(280)		(319)
Gross profit	43		58
Operating expenses	(361)		(1,125)
Other income, net	910		1,599
Operating income	592		532
Interest income	9		15
Interest expense	(78)		(38)
Income before income taxes	523		509
Income tax expense	17		(22)
Net income	$	540	$	487

Deed of Cross Guarantee

Consolidated Statements of Comprehensive Income

($ in millions)

For the years ended June 30,	2024		2023
Net income	$	540	$	487
Other comprehensive income/(loss) (1):
Foreign currency translation adjustments, net of tax	—		(10)
Other comprehensive income/(loss)	—		(10)
Comprehensive income/(loss) attributable to non-controlling interest	—		—
Total comprehensive income	$	540	$	477

(1)All of the items in other comprehensive income/(loss) may be reclassified subsequently to profit or loss.

Deed of Cross Guarantee

Consolidated Statements of Income and Retained Earnings

($ in millions)

For the years ended June 30,	2024		2023
Retained earnings, beginning balance	$	6,937	$	7,167
Net income	540		487
Retained earnings before distribution	7,477		7,654
Dividends recognized during the financial period	(716)		(717)
Retained earnings at the end of the financial period	$	6,761	$	6,937

Deed of Cross Guarantee

Consolidated Balance Sheets

($ in millions)

As of June 30,	2024		2023
Assets
Current assets:
Cash and cash equivalents	$	89	$	54
Receivables, net	295		342
Inventories	55		60
Prepaid expenses and other current assets	25		21
Total current assets	464		477
Non-current assets:
Property, plant, and equipment, net	60		60
Deferred tax assets	5		6
Other intangible assets, net	10		13
Goodwill	88		88
Other non-current assets	13,062		13,308
Total non-current assets	13,225		13,475
Total assets	$	13,689	$	13,952
Liabilities
Current liabilities:
Short-term debt	$	338	$	826
Payables	133		153
Accrued employee costs	21		23
Other current liabilities	73		143
Total current liabilities	565		1,145
Non-current liabilities:
Other non-current liabilities	2		2
Total liabilities	567		1,147
Shareholders' Equity
Issued capital	14		14
Additional paid-in capital	4,827		4,829
Retained earnings	6,761		6,937
Accumulated other comprehensive income	1,025		1,025
Total Deed shareholders' equity	12,627		12,805
Non-controlling interest (1)	495		—
Total shareholders' equity	13,122		12,805
Total liabilities and shareholders' equity	$	13,689	$	13,952

(1)In fiscal year 2024, a non-controlling interest in ARP North America Holdco Ltd was acquired by Amcor Group Finance plc, a wholly owned subsidiary of Amcor plc.

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Supplemental Cash Flow Information

12 Months Ended

Jun. 30, 2024

Supplemental Cash Flow Elements [Abstract]

Supplemental Cash Flow Information

Supplemental Cash Flow Information

    Supplemental cash flow information and non-cash investing activities are as follows:

	For the years ended June 30,
($ in millions)	2024		2023		2022
Supplemental cash flow information:
Interest paid, net of amounts capitalized	$	336	$	276	$	155
Income taxes paid	253		225		256
Non-cash investing activities:
Purchase of property, plant, and equipment accrued, but not paid	$	81	$	71	$	110
Contingent and deferred liabilities incurred related to acquired businesses, but not paid	27		41		—

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Subsequent Events

12 Months Ended

Jun. 30, 2024

Subsequent Events [Abstract]

Subsequent Events

Subsequent Events

    On August 5, 2024, the Company entered into an interest rate swap contract for a notional amount of $500 million. Under the terms of the contract, the Company will pay a fixed rate of interest of 4.30% and receive a variable rate of interest, based on compound overnight SOFR, effective from August 12, 2024, through June 30, 2025, with monthly settlements commencing on September 1, 2024. The interest rate swap contract will economically hedge the SOFR component of the Company's forecasted commercial paper issuances.

    On August 15, 2024, the Company's Board of Directors declared a quarterly cash dividend of $0.1250 per share to be paid on September 26, 2024, to shareholders of record as of September 6, 2024. Amcor has received a waiver from the Australian Securities Exchange ("ASX") settlement operating rules, which will allow Amcor to defer processing conversions between its ordinary share and CHESS Depositary Instrument ("CDI") registers from September 5, 2024, to September 6, 2024, inclusive.

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Schedule II - Valuation of Qualifying Accounts and Reserves

12 Months Ended

Jun. 30, 2024

SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]

Schedule II - Valuation and Qualifying Accounts and Reserves

Schedule II - Valuation and Qualifying Accounts and Reserves

(in millions)

    Reserves for Credit Losses, Sales Returns, Discounts, and Allowances:

Year ended June 30,	Balance at Beginning of the Year		Additions Charged to Profit and Loss		Write-offs		Foreign Currency Impact and Other (1)		Balance at End of the Year
2024	$	21	$	7	$	(3)	$	(1)	$	24
2023	25		3		(8)		1		21
2022	28		2		(3)		(2)		25

(1)Foreign Currency Impact and Other includes reserve accruals related to acquisitions.

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Pay vs Performance Disclosure - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Pay vs Performance Disclosure
Net income attributable to Amcor plc	$ 730	$ 1,048	$ 805

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Insider Trading Arrangements	12 Months Ended
	Jun. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

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Insider Trading Policies and Procedures	12 Months Ended
	Jun. 30, 2024
Insider Trading Policies and Procedures [Line Items]
Insider Trading Policies and Procedures Adopted	true

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Significant Accounting Policies (Policies)

12 Months Ended

Jun. 30, 2024

Accounting Policies [Abstract]

Basis of Presentation and Principles of Consolidation Policy

Basis of Presentation and Principles of Consolidation: The consolidated financial statements include the accounts of the Company and its subsidiaries, for which the Company has a controlling financial interest. All significant intercompany transactions and balances have been eliminated. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Certain amounts in the Company's notes to consolidated financial statements may not add up or recalculate due to rounding.

Business Combinations

Business Combinations: The Company uses the acquisition method of accounting, which requires separate recognition of assets acquired and liabilities assumed from goodwill, at the acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred and the fair value of any non-controlling interests in the acquiree over the net of the acquisition date fair values of the assets acquired and liabilities assumed. During the measurement period, which may be up to one year from the acquisition date, the Company has the ability to record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. After the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded in the consolidated statements of income.

Held for Sale and Discontinued Operations

Held for Sale and Discontinued Operations: The Company classifies assets and liabilities (the "disposal group") as held for sale in the period when all of the relevant criteria to be classified as held for sale are met. These criteria include management's commitment to sell the disposal group in its present condition and the sale being deemed probable of being completed within one year. Assets held for sale are reported at the lower of their carrying value or fair value less cost to sell. Fair value is determined based on management’s assessment of indicative bids, a market multiples model in which a market multiple is applied to forecasted earnings before interest, taxes, depreciation, and amortization (“EBITDA”), discounted cash flows, appraised values, or management's estimates, depending on the specific situation. Any loss resulting from the measurement is recognized in the period when the held for sale criteria are met. If the disposal group meets the definition of a business, the goodwill within the reporting unit is allocated to the disposal group based on its relative fair value. The Company assesses the fair value of a disposal group, less any costs to sell, each reporting period it remains classified as held for sale and reports any subsequent changes as an adjustment to the carrying value of the disposal group, as long as the new carrying value does not exceed the initial carrying value of the disposal group. Assets held for sale are not amortized or depreciated. The Company recorded an impairment charge on assets held for sale of $90 million for the fiscal year ended June 30, 2022. See Note 5, "Acquisitions and Divestitures," for further information.

    A disposal group that represents a strategic shift to the Company or is acquired with the intention to sell is reflected as a discontinued operation on the consolidated statements of income and prior periods are recast to reflect the earnings or losses as income from discontinued operations.

Estimates and Assumptions Required

Estimates and Assumptions Required: The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods.

    These estimates are based on historical experience and various assumptions believed to be reasonable under the circumstances. Management evaluates these estimates on an ongoing basis and adjusts or revises them as circumstances change. As future events and their impacts cannot be determined with precision, actual results may differ from these estimates. In the opinion of management, the consolidated financial statements reflect all adjustments necessary to fairly present the results of the periods presented.

Translation of Foreign Currencies and High Inflationary Accounting

Translation of Foreign Currencies: The reporting currency of the Company is the U.S. dollar. The functional currency of the Company’s subsidiaries is generally the local currency of each entity. Transactions in currencies other than the functional currency of the entity are recorded at the exchange rates prevailing at the transaction date. Monetary assets and liabilities in currencies other than the entity’s functional currency are remeasured at the exchange rates as of the balance sheet date to the entity’s functional currency. Foreign currency transaction gains and losses are recorded in other income/(expenses), net in the consolidated statements of income. These foreign currency transaction net gains or net losses, not including losses on monetary balances in Argentina, amounted to a net loss of $10 million, a net loss of $17 million, and a net gain of $19 million during the fiscal years ended June 30, 2024, 2023, and 2022, respectively.

    Upon consolidation, the results of operations of subsidiaries with functional currencies other than the reporting currency of the Company are translated using average exchange rates during each year. Assets and liabilities of operations with a functional currency other than the U.S. dollar are translated at the exchange rates as of the balance sheet date, while equity

balances are translated at historical rates. Translation gains and losses are reported in accumulated other comprehensive loss as a component of shareholders’ equity.

Highly Inflationary Accounting: A highly inflationary economy is defined as an economy with a cumulative inflation rate of approximately 100 percent or more over a three-year period. As of July 1, 2018, the Argentine economy was designated as highly inflationary for accounting purposes. Accordingly, the U.S. dollar replaced the Argentine peso as the functional currency for the Company's subsidiaries in Argentina. The impact of highly inflationary accounting on monetary balances was a loss of $53 million, $24 million, and $16 million for the fiscal years ended June 30, 2024, 2023, and 2022, respectively, in the consolidated statements of income.

Revenue Recognition

Revenue Recognition: The Company generates revenue primarily by providing its customers with flexible and rigid packaging, serving a variety of markets including food, beverage, consumer products, and healthcare end markets. The Company enters into a variety of agreements with customers, including quality agreements, pricing agreements, and master supply agreements, which outline the terms under which the Company does business with a specific customer. The Company also sells to some customers solely based on purchase orders. The Company has concluded for the vast majority of its revenues, that its contracts with customers are either a purchase order or the combination of a purchase order with a master supply agreement. All revenue recognized in the consolidated statements of income is considered to be revenue from contracts with customers.

    The Company typically satisfies the obligation to provide packaging to customers at a point in time upon shipment when control is transferred to customers. Revenue is recognized net of allowances for returns and customer claims and any taxes collected from customers, which are subsequently remitted to governmental authorities. The Company does not have any material contract assets or contract liabilities. The Company disaggregates revenue based on geography. Disaggregation of revenue is presented in Note 20, "Segments."

Significant Judgments

    Determining whether products and services should be accounted for as distinct performance obligations or as combined performance obligations may require significant judgment. The Company has identified potential performance obligations in its customer master supply agreements and determined that none of them are capable of being distinct as the customer can only benefit from the supplied packaging. Therefore, the Company has concluded that it has one performance obligation, which is to supply packaging to customers.

    The Company may provide variable consideration in several forms, which are determined through its agreements with customers. The Company can offer prompt payment discounts, sales rebates, or other incentive payments to customers. Sales rebates and other incentive payments can be awarded contingent on the achievement of certain performance metrics, including volume. The Company accounts for variable consideration using the most likely amount method. The Company utilizes forecasted sales data and rebate percentages specific to each customer agreement and updates its judgment of the amounts to which the customer is entitled each period.

    The Company enters into long-term agreements with certain customers, under which it is obligated to make various up-front payments for which it expects to receive a benefit in excess of the cost over the term of the contract. These up-front payments are deferred and reflected in prepaid expenses and other current assets or other non-current assets on its consolidated balance sheets. Contract incentives are typically recognized as a reduction to revenue over the term of the customer agreement.

Practical Expedients

    The Company sells primarily through its direct sales force. Any external sales commissions are expensed when incurred because the amortization period would be one year or less. External sales commission expense is included in selling, general, and administrative expenses in the consolidated statements of income.

    The Company accounts for shipping and handling activities as fulfillment costs. Accordingly, shipping and handling costs are classified as a component of cost of sales while amounts billed to customers are classified as a component of net sales.

    The Company excludes from the measurement of the transaction price all taxes assessed by a government authority that are both imposed on and concurrent with a specific revenue producing transaction and collected from the customer, including sales taxes, value added taxes, excise taxes, and use taxes. Accordingly, the tax amounts are not included in net sales.

    The Company does not adjust the promised consideration for the time value of money for contracts where the difference between the time of payment and performance is one year or less.

Research and Development

Research and Development: Research and development expenses are expensed as incurred.

Restructuring Costs

Restructuring Costs: Restructuring costs are recognized when the liability is incurred. The Company calculates severance obligations based on its standard customary practices. Accordingly, the Company records provisions for severance when payments are probable and estimable and when the Company has committed to the restructuring plan. In the absence of a standard customary practice or established local practice, liabilities for severance are recognized when incurred. If fixed assets become impaired as a result of the Company’s restructuring efforts, these assets are written down to their fair value less costs to sell, as the Company commits to dispose of them, and they are no longer in use. Depreciation is accelerated on fixed assets for the period of time the asset continues to be used until the asset ceases to be used. Other restructuring costs, including costs to relocate equipment, are generally recorded as the cost is incurred or the service is provided. See Note 6, "Restructuring," for more information on the Company’s restructuring plans.

Cash, Cash Equivalents, and Restricted Cash

Cash, Cash Equivalents, and Restricted Cash: The Company considers all highly liquid investments, with a maturity of three months or less when purchased, to be cash equivalents. Cash equivalents include demand deposits that can be readily liquidated without penalty at the Company’s option. Cash equivalents are carried at cost which approximates fair market value. The Company had immaterial amounts of restricted cash as of June 30, 2024, and 2023.

Trade Receivables, net of allowance for credit losses ("Trade accounts receivable, net")

Trade Receivables, net of allowance for credit losses ("Trade accounts receivable, net"): Trade accounts receivable, net, are stated at the amount the Company expects to collect, which is net of an allowance for sales returns and the estimated losses resulting from the inability of its customers to make required payments. The allowance for doubtful accounts is estimated based on the current expected credit loss model ("CECL") and it incorporates information about past events, current conditions, and reasonable and supportable forecasts of future economic conditions. When determining the collectability of specific customer accounts, several factors are evaluated, including customer creditworthiness, past transaction history with the customer, and changes in customer payment terms or practices. In addition, overall historical collection experience, current economic industry trends, and a review of the current status of trade accounts receivable are considered when determining the required allowance for credit losses. Changes in allowance for doubtful accounts were not material for fiscal years ended June 30, 2024, 2023, and 2022.

    The Company enters into customer-based supply-chain financing programs from time to time to sell trade receivables to third-party financial institutions. Agreements which result in true sales of the transferred receivables, which occur when receivables are transferred without recourse to the Company, are reflected as a reduction of trade receivables, net on the consolidated balance sheets and the proceeds are included in the cash flows from operating activities in the consolidated statements of cash flows. Agreements that allow the Company to maintain effective control over the transferred receivables and which do not qualify as a true sale are accounted for as secured borrowings and recorded on the consolidated balance sheets within trade receivables, net and short-term debt. The expenses associated with receivables factoring are recorded in the consolidated statements of income primarily as a reduction of net sales. The Company did not factor any material trade receivables in fiscal years 2024 and 2023 which did not qualify as true sales of the receivables.

Inventories, net

Inventories, net: Inventories are stated at the lower of cost and net realizable value. The cost of inventories is based upon the first-in, first-out ("FIFO") method or average cost method. Costs related to inventories include raw materials, direct labor, and manufacturing overhead.

Property, Plant and Equipment, Net

Property, Plant, and Equipment, Net ("PP&E"): PP&E is carried at cost less accumulated depreciation and impairment and includes expenditures for new facilities and equipment, as well as costs that substantially increase the useful lives or capacity of existing PP&E. Cost of constructed assets includes capitalized interest incurred during the construction period. Maintenance and repairs that do not improve efficiency or extend economic life are expensed as incurred.

    PP&E, including assets held under finance leases, is depreciated using the straight-line method over the estimated useful lives of the assets or, in the case of leasehold improvements and finance leases, over the period of the lease or useful life of the asset as described below. The Company periodically reviews these estimated useful lives and, when appropriate, changes are made prospectively.

Leasehold land	Over lease term
Land improvements	Up to 30 years
Buildings	Up to 45 years
Machinery and equipment	Up to 25 years
Finance leases	Lease term or 5 to 25 years

Impairment of Long-Lived Assets

Impairment of Long-lived Assets: The Company reviews long-lived assets, primarily PP&E and certain identifiable intangible assets with finite lives, for impairment when facts or circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If impairment indicators are present and the estimated future undiscounted cash flows are less than the carrying value of the assets, the carrying values are reduced to their estimated fair value. Fair values are determined based on quoted market values, discounted cash flows, or external appraisals, as applicable.

    Impairments of long-lived assets recognized in the consolidated statements of income, excluding assets held for sale, were as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Selling, general, and administrative expenses	$	—	$	—	$	1
Restructuring, impairment, and other related activities, net	12		18		42
Total impairment losses recognized in the consolidated statements of income	$	12	$	18	$	43

Leases

Leases: The Company enters into leasing arrangements for certain manufacturing sites, offices, warehouses, land, vehicles, and equipment. The Company determines at the inception of the contract whether the contract is or contains a lease. A contract is a lease if it conveys the right to control an identified asset for a period of time in exchange for consideration.

    For leases with an original term of more than twelve months, the Company recognizes a right-of-use (“ROU”) asset and a lease liability. Short-term leases with a term of twelve months or less are not recorded on the consolidated balance sheets and the related expense is recognized on a straight-line basis over the term of the lease.

    Lease liabilities are recognized at the commencement date based on the present value of the remaining lease payments over the lease terms, which include any noncancellable lease terms and any renewal periods that the Company is reasonably certain to exercise. A significant portion of the Company's leases includes an option or options to extend the lease term. The Company re-evaluates its leases on a regular basis to consider the economic and strategic incentives of exercising lease renewal options. As the implicit rates in the Company's leases generally cannot be readily determined, the Company uses estimates of its incremental borrowing rate as the discount rates to determine the lease liabilities.

    Certain leases require variable payments that are dependent on usage, output, or other factors. Variable lease payments that do not depend on an index or rate are excluded from lease payments in the measurement of the ROU lease asset and lease liability and recognized as an expense in the period in which the obligation for the payments occur.

Goodwill

Goodwill: Goodwill represents the excess of cost over the fair value of net assets acquired in a business combination. Goodwill is not amortized but is instead tested annually for impairment by the Company as of April 1 of each fiscal year or whenever events and circumstances indicate an impairment may have occurred during the fiscal year. Factors that could trigger an impairment review include a significant decline in a reporting unit’s operating results compared to its operating plan or historical performance, and competitive pressures and changes in the general markets in which it operates. All goodwill is assigned to a reporting unit, which is defined as the operating segment. The Company has six reporting units with goodwill that are assessed for potential impairment.

    When performing the required impairment tests, the Company has the option to first assess qualitative factors to determine if a quantitative assessment for goodwill impairment is necessary. If the qualitative assessment concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company performs a quantitative assessment. The Company's quantitative assessment utilizes discounted cash flow models to determine the fair value of the reporting units. Deriving fair value using discounted cash flows requires judgment and is sensitive to changes in underlying assumptions and market factors. Key assumptions include revenue growth, projected operating income growth, market multiples, terminal values, and discount rates. Sensitivity analyses are performed around certain of these assumptions to assess

the reasonableness of the assumptions and the resulting estimated fair values. If current expectations of future growth rates and margins are not met, or if market factors beyond the Company’s control, such as factors impacting the applicable discount rate or economic or political conditions in key markets, change significantly, then goodwill allocated to one or more reporting units may be impaired.

    In fiscal year 2024, the Company performed quantitative impairment tests for all of its reporting units and the Company concluded that goodwill was not impaired as the fair values of the reporting units substantially exceeded their carrying values.

Other Intangible Assets, Net

Other Intangible Assets, Net: Contractual or separable intangible assets that have finite useful lives are amortized against income using the straight-line method over their estimated useful lives, which range from 1 to 20 years. The straight-line method of amortization reflects an appropriate allocation of the costs of the intangible assets to earnings in proportion to the amount of economic benefits obtained by the Company in each reporting period.

    Costs incurred to develop software programs to be used solely to meet the Company's internal needs have been capitalized as computer software within other intangible assets.

Fair Value Measurements

Fair Value Measurements: The fair values of the Company's financial assets and financial liabilities reflect the amounts that would be received to sell the assets or paid to transfer the liabilities in an orderly transaction between market participants at the measurement date (exit price). The Company determines fair value based on a three-tiered fair value hierarchy. The hierarchy consists of:

•Level 1: fair value measurements represent exchange-traded securities, which are valued at quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access as of the reporting date;

•Level 2: fair value measurements are determined using input prices that are directly observable for the asset or liability or indirectly observable through corroboration with observable market data; and

•Level 3: fair value measurements are determined using unobservable inputs, such as internally developed pricing models for the asset or liability due to little or no market activity for the asset or liability.

The fair values of the Company's financial assets and financial liabilities listed below reflect the amounts that would be received to sell the assets or paid to transfer the liabilities in an orderly transaction between market participants at the measurement date (exit price).

    The Company's non-derivative financial instruments primarily include cash and cash equivalents, trade receivables, trade payables, short-term debt, and long-term debt. At June 30, 2024, and 2023, the carrying value of these financial instruments, excluding long-term debt, approximated fair value because of the short-term nature of these instruments.

Assets and Liabilities Measured and Recorded at Fair Value on a Nonrecurring Basis

    In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records certain assets at fair value on a nonrecurring basis, generally when events or changes in circumstances indicate the carrying value may not be recoverable, or when they are deemed to be other than temporarily impaired. These assets include goodwill and other intangible assets, equity method and other investments, long-lived assets and disposal groups held for sale, and other long-lived assets. The fair values of these assets are determined, when applicable, based on valuation techniques using the best information

available, and may include quoted market prices, market comparables, and discounted cash flow projections. These nonrecurring fair value measurements are considered to be Level 3 in the fair value hierarchy.

Derivatives Instruments

Derivative Instruments: The Company recognizes all derivative instruments on the consolidated balance sheets at fair value. The impact on earnings from recognizing the fair values of these instruments depends on their intended use, their hedge designation and their effectiveness in offsetting changes in the fair values of the exposures they are hedging. Derivatives not designated as hedging instruments are adjusted to fair value through income. Depending on the nature of derivatives designated as hedging instruments, changes in the fair value are either offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings or recognized in shareholders’ equity through other comprehensive income/(loss) until the hedged item is recognized. Gains or losses, if any, related to the ineffective portion of any hedge are recognized through earnings over the life of the hedging relationship.

    See Note 11, "Derivative Instruments," for more information regarding specific derivative instruments included on the Company’s consolidated balance sheets, such as forward foreign currency exchange contracts, currency swap contracts, and interest rate swap arrangements, among other derivative instruments.

The Company periodically uses derivatives and other financial instruments to hedge exposures to interest rate, commodity price, and currency risks. The Company does not hold or issue derivative instruments for speculative or trading purposes. For hedges that meet the hedge accounting criteria, the Company, at inception, formally designates and documents the instruments as a fair value hedge or a cash flow hedge of a specific underlying exposure. On an ongoing basis, the Company assesses and documents that its hedges have been and are expected to continue to be highly effective.

Interest Rate Risk

    The Company's policy is to manage exposure to interest rate risk by maintaining a mixture of fixed-rate and variable-rate debt, monitoring global interest rates, and, where appropriate, hedging floating interest rate exposure or debt at fixed interest rates through various interest rate derivative instruments, including, but not limited to, interest rate swaps, and interest rate locks. For interest rate swaps that are accounted for as fair value hedges, the gains and losses related to the changes in the fair value of the interest rate swaps are included in interest expense and offset changes in the fair value of the hedged portion of the underlying debt that are attributable to the changes in market interest rates. Changes in the fair value of interest rate swaps that have not been designated as hedging instruments are reported in the accompanying consolidated statements of income in other income/(expenses), net.

Foreign Currency Risk

    The Company manufactures and sells its products and finances operations in a number of countries throughout the world and, as a result, is exposed to movements in foreign currency exchange rates. The purpose of the Company's foreign currency hedging program is to manage the volatility associated with the changes in exchange rates. To manage this exchange rate risk, the Company utilizes forward contracts and cross currency swaps.

    Forward contracts that qualify for hedge accounting are designated as cash flow hedges of certain forecasted transactions denominated in foreign currencies. The effective portion of the changes in fair value of these instruments is reported in accumulated other comprehensive loss ("AOCI") and reclassified into earnings in the same financial statement line item and in the same period or periods during which the related hedged transactions affect earnings. The ineffective portion is recognized in earnings over the life of the hedging relationship in the same consolidated statements of income line item as the underlying hedged item. Changes in the fair value of forward contracts that have not been designated as hedging instruments are reported in the accompanying consolidated statements of income.

Commodity Risk

    Certain raw materials used in the Company's production processes are subject to price volatility caused by weather, supply conditions, political and economic variables, and other unpredictable factors. The Company's policy is to minimize exposure to price volatility by passing through the commodity price risk to customers, including through the use of fixed price swaps.

    In some cases, the Company purchases, on behalf of customers, fixed price commodity swaps to offset the exposure of price volatility on the underlying sales contracts. These instruments are cash closed out on maturity and the related cost or benefit is passed through to customers. Information about commodity price exposure is derived from supply forecasts submitted by customers and these exposures are hedged by central treasury units. Changes in the fair value of commodity hedges are recognized in AOCI. The cumulative amount of the hedge is recognized in the consolidated statements of income when the forecasted transaction is realized.

Employee Benefit Plans

Employee Benefit Plans: The Company sponsors various defined contribution plans to which it makes contributions on behalf of employees. The Company also sponsors a number of defined benefit plans that provide benefits to current and former employees. For the Company-sponsored plans, the relevant accounting guidance requires management to make certain assumptions relating to the long-term rate of return on plan assets, discount rates used to determine the present value of future obligations and expenses, salary inflation rates, mortality rates, and other assumptions. The Company believes that the accounting estimates related to its pension plans are critical accounting estimates because they are highly susceptible to change from period to period based on the performance of plan assets, actuarial valuations, market conditions, and contracted benefit changes. The selection of assumptions is based on historical trends, known economic and market conditions at the time of valuation, and independent studies of trends performed by the Company’s actuaries. However, actual results may differ substantially from the estimates that were based on the critical assumptions.

    The Company recognizes the funded status of each defined benefit pension plan in the consolidated balance sheets. Each overfunded plan is recognized as an asset in employee benefit assets and each underfunded plan is recognized as a liability

in employee benefit obligations. Pension plan liabilities are revalued annually, or when an event occurs that requires remeasurement, based on updated assumptions and information about the individuals covered by the plan. Accumulated actuarial gains and losses in excess of a 10 percent corridor and the prior service cost are amortized on a straight-line basis from the date recognized over the average remaining service period of active participants or over the average life expectancy for plans with significant inactive participants. The service costs related to defined benefits are included in operating income. The other components of net benefit cost other than service cost are recorded within other non-operating income, net in the consolidated statements of income.

Equity Method and Other Investments

Equity Method and Other Investments: Investments in ordinary shares of companies, in which the Company believes it exercises significant influence over operating and financial policies, are accounted for using the equity method of accounting. Investments in limited partnerships or limited liability companies that maintain separate ownership accounts are also accounted for under the equity method unless the Company's interest is so minor that it has virtually no influence over the investee's operating and financial policies. Under this method, the investment is carried at cost and is adjusted to recognize the investor’s share of earnings or losses of the investee after the date of acquisition and is adjusted for impairment whenever it is determined that a decline in the fair value below the cost basis is other than temporary. The fair value of the investment then becomes the new cost basis of the investment, and it is not adjusted for subsequent recoveries in fair value. The Company reviews its investments accounted for under the equity method for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable.

    All equity investments that do not result in consolidation and are not accounted for under the equity method are measured at fair value with unrealized gains and losses related to mark-to-market adjustments included in net income. The Company utilizes the measurement alternative for equity investments that do not have readily determinable fair values and measures these investments at cost adjusted for impairments and observable price changes in orderly transactions. See Note 7, "Equity Method and Other Investments," for more information on the Company's equity method and other investments.

Contingencies

Contingencies: The Company is subject to numerous contingencies arising in the ordinary course of business, such as legal and administrative proceedings, environmental claims and proceedings, workers' compensation, and other claims. Accruals for estimated losses are recorded by the Company at the time information becomes available indicating that losses are probable, and the amounts can be reasonably estimated. When management can reasonably estimate a range of losses that it may incur, it records an accrual for the amount within the range that constitutes its best estimate. If no amount within a range appears to be a better estimate than any other, the low end of the range is accrued. The Company records anticipated recoveries under existing insurance contracts when recovery is probable.

Share-Based Compensation

Share-based Compensation: The Company has a variety of equity incentive plans. For employee awards with a service or market condition, compensation expense is recognized over the vesting period on a straight-line basis using the grant date fair value of the award and the estimated number of awards that are expected to vest. For awards with a performance condition, the Company reassesses the probability of vesting at each reporting period and adjusts compensation cost based on its probability assessment. The Company also has immaterial cash-settled share-based compensation plans which are accounted for as liabilities. Such share-based awards are remeasured to fair value at each reporting date. The Company estimates forfeitures based on employee level, time remaining to vest, and historical forfeiture experience.

Income Taxes

Income Taxes: The Company uses the asset and liability method to account for income taxes. Deferred income taxes reflect the future tax consequences of temporary differences between the tax bases of assets and liabilities and their financial reporting amounts at each balance sheet date, based upon enacted income tax laws and tax rates. Income tax expense or benefit is provided based on earnings reported in the consolidated financial statements. The provision for income tax expense or benefit differs from the amounts of income taxes currently payable because certain items of income and expense included in the consolidated financial statements are recognized in different time periods by taxing authorities.

    Deferred tax assets, including operating losses, capital losses, and tax credit carryforwards, are reduced by a valuation allowance when it is more likely than not that any portion of these tax attributes will not be realized. In addition, from time to time, management assesses the need to accrue or disclose uncertain tax positions. In making these assessments, management must often analyze complex tax laws of multiple jurisdictions. Accounting guidance prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Company records the related interest expense and penalties, if any, as tax expense in the tax provision. See Note 16, "Income Taxes," for more information on the Company's income taxes.

Recently Adopted Accounting Standards and Accounting Standards Not Yet Adopted

Recently Adopted Accounting Standards

    In September 2022, the Financial Accounting Standards Board ("FASB") issued ASU 2022-04 that adds certain disclosure requirements for entities that use supplier finance programs in connection with the purchase of goods and services. The Company adopted the disclosure requirements in ASU 2022-04 on July 1, 2023, except for the amendment on roll forward information, which is effective in fiscal year 2025.

    The Company facilitates several regional voluntary supply chain financing ("SCF") programs with financial institutions, all of which have similar characteristics. The Company establishes these SCF programs to provide its suppliers with a potential source of liquidity and to enable a more efficient payment process. Under these SCF programs, qualifying suppliers may elect, but are not obligated, to sell their receivables due from Amcor to these financial institutions in advance of the agreed payment due date. The Company is not involved in negotiations between the suppliers and the financial institutions, and its rights and obligations to its suppliers are not impacted by its suppliers’ decisions to sell amounts to the financial institutions. Under these SCF programs, the Company agrees to pay the financial institution the stated invoice amounts from its participating suppliers on the original maturity dates of the invoices. The range of payment terms negotiated with suppliers under these arrangements are consistent with industry norms and short-term in nature, regardless of whether a supplier participates in the program. The Company's SCF programs do not include any guarantees to the financial institutions, or any assets pledged as securities.

    All outstanding amounts related to suppliers participating in the SCF programs are reflected in trade payables in the Company’s consolidated balance sheets, and associated payments are included in operating activities within the Company’s consolidated statements of cash flows. As of June 30, 2024 and June 30, 2023, the amounts due to suppliers participating in the Company’s SCF programs amounted to $1.1 billion.

Accounting Standards Not Yet Adopted

    In November 2023, the FASB issued Accounting Standards Update ("ASU") 2023-07 that adds new reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker and included within segment profit or loss. The standard's amendments are effective for the Company for annual periods beginning July 1, 2024, and interim periods beginning July 1, 2025, with early adoption permitted, and will be applied retrospectively to all periods in the financial statements. The Company will adopt this guidance in fiscal year 2025. The Company is currently evaluating the impact that this guidance will have on its disclosures.

    In December 2023, the FASB issued ASU 2023-09 that adds new income tax disclosure requirements, primarily related to existing income tax rate reconciliation and income taxes paid information. The standard's amendments are effective for the Company for annual periods beginning July 1, 2025, with early adoption permitted, and can be applied either prospectively or retrospectively. The Company is currently evaluating the impact that this guidance will have on its disclosures.

    The Company considers the applicability and impact of all ASUs issued by the FASB. The Company determined at this time that all other ASUs not yet adopted are either not applicable or are expected to have minimal impact on the Company's consolidated financial statements.

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Significant Accounting Policies (Tables)

12 Months Ended

Jun. 30, 2024

Accounting Policies [Abstract]

Schedule of Estimated Useful Lives of property, Plant and Equipment

PP&E, including assets held under finance leases, is depreciated using the straight-line method over the estimated useful lives of the assets or, in the case of leasehold improvements and finance leases, over the period of the lease or useful life of the asset as described below. The Company periodically reviews these estimated useful lives and, when appropriate, changes are made prospectively.

Leasehold land	Over lease term
Land improvements	Up to 30 years
Buildings	Up to 45 years
Machinery and equipment	Up to 25 years
Finance leases	Lease term or 5 to 25 years

Schedule of Long-lived Asset Impairment

Impairments of long-lived assets recognized in the consolidated statements of income, excluding assets held for sale, were as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Selling, general, and administrative expenses	$	—	$	—	$	1
Restructuring, impairment, and other related activities, net	12		18		42
Total impairment losses recognized in the consolidated statements of income	$	12	$	18	$	43

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Restructuring, Impairment, and Other Related Activities, Net (Tables)

12 Months Ended

Jun. 30, 2024

Restructuring and Related Activities [Abstract]

Disclosure of restructuring, impairment, and related expenses

Restructuring, impairment, and other related activities, net as reported on the consolidated statements of income are summarized as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Gain on disposal of Russian business, net	$	—	$	215	$	—
Restructuring and related expenses, net	(97)		(111)		(96)
Russia-Ukraine impairment expenses	—		—		(138)
Restructuring, impairment, and other related activities, net	$	(97)	$	104	$	(234)

The total expenses incurred from the beginning of the Company's 2019 Bemis Integration Plan, 2023 Restructuring Plan, and Other Restructuring Plans are as follows:

($ in millions)	2019 Bemis Integration Plan (3)		2023 Restructuring Plan (1)		Other Restructuring Plans (2)		Total Restructuring and Related Expenses, Net
Fiscal year 2019	$	48	$	—	$	19	$	67
Fiscal year 2020	60		—		18		78
Fiscal year 2021	68		—		6		74
Fiscal year 2022	37		—		59		96
Fiscal year 2023	—		94		17		111
Fiscal year 2024	—		87		10		97
Net expenses incurred	$	213	$	181	$	129	$	523

(1)Includes restructuring related costs of $15 million and $6 million for fiscal years 2024 and 2023, respectively. In fiscal years 2024 and 2023, respectively, $69 million and $86 million of restructuring and related expenses, net, were incurred in the Flexibles reportable segment and $18 million and $8 million in the Rigid Packaging reportable segment.

(2)Includes restructuring related costs of $4 million in both fiscal years 2024 and 2023. Fiscal year 2022 includes $55 million in restructuring expenses and $2 million of restructuring related expenses that pertain to the Russia-Ukraine conflict as discussed above in section "Other Restructuring Plans."

(3)Fiscal year 2022 includes $17 million of restructuring related costs from the 2019 Bemis Integration Plan.

    An analysis of the restructuring expenses by type incurred follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Employee related expenses	$	18	$	68	$	58
Fixed asset related expenses, net (1)	20		18		4
Other expenses	40		15		15
Total restructuring expenses, net	$	78	$	101	$	77

(1)    Fiscal year 2024 includes a net gain on disposal of properties of $6 million.

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Restructuring (Tables)

12 Months Ended

Jun. 30, 2024

Restructuring and Related Activities [Abstract]

Restructuring Plan Costs

Restructuring, impairment, and other related activities, net as reported on the consolidated statements of income are summarized as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Gain on disposal of Russian business, net	$	—	$	215	$	—
Restructuring and related expenses, net	(97)		(111)		(96)
Russia-Ukraine impairment expenses	—		—		(138)
Restructuring, impairment, and other related activities, net	$	(97)	$	104	$	(234)

The total expenses incurred from the beginning of the Company's 2019 Bemis Integration Plan, 2023 Restructuring Plan, and Other Restructuring Plans are as follows:

($ in millions)	2019 Bemis Integration Plan (3)		2023 Restructuring Plan (1)		Other Restructuring Plans (2)		Total Restructuring and Related Expenses, Net
Fiscal year 2019	$	48	$	—	$	19	$	67
Fiscal year 2020	60		—		18		78
Fiscal year 2021	68		—		6		74
Fiscal year 2022	37		—		59		96
Fiscal year 2023	—		94		17		111
Fiscal year 2024	—		87		10		97
Net expenses incurred	$	213	$	181	$	129	$	523

(1)Includes restructuring related costs of $15 million and $6 million for fiscal years 2024 and 2023, respectively. In fiscal years 2024 and 2023, respectively, $69 million and $86 million of restructuring and related expenses, net, were incurred in the Flexibles reportable segment and $18 million and $8 million in the Rigid Packaging reportable segment.

(2)Includes restructuring related costs of $4 million in both fiscal years 2024 and 2023. Fiscal year 2022 includes $55 million in restructuring expenses and $2 million of restructuring related expenses that pertain to the Russia-Ukraine conflict as discussed above in section "Other Restructuring Plans."

(3)Fiscal year 2022 includes $17 million of restructuring related costs from the 2019 Bemis Integration Plan.

    An analysis of the restructuring expenses by type incurred follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Employee related expenses	$	18	$	68	$	58
Fixed asset related expenses, net (1)	20		18		4
Other expenses	40		15		15
Total restructuring expenses, net	$	78	$	101	$	77

(1)    Fiscal year 2024 includes a net gain on disposal of properties of $6 million.

Restructuring Plan Liability

An analysis of the Company's restructuring plan liability, not including restructuring related liabilities, is as follows:

($ in millions)	Employee Costs		Fixed Asset Related Costs		Other Costs		Total Restructuring Costs
Liability balance at June 30, 2021	$	78	$	—	$	17	$	95
Net charges to earnings	58		4		15		77
Cash (paid)/received, net	(27)		4		(14)		(37)
Non-cash and other	(3)		(5)		—		(8)
Foreign currency translation	(9)		—		—		(9)
Liability balance at June 30, 2022	97		3		18		118
Net charges to earnings	68		18		15		101
Cash paid	(42)		—		(13)		(55)
Non-cash and other	—		(18)		—		(18)
Foreign currency translation	3		—		1		4
Liability balance at June 30, 2023	126		3		21		150
Net charges to earnings	18		26		40		84
Cash paid	(61)		—		(42)		(103)
Non-cash and other	—		(26)		—		(26)
Foreign currency translation	(3)		—		—		(3)
Liability balance at June 30, 2024	$	80	$	3	$	19	$	102

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Property, Plant and Equipment, Net (Tables)

12 Months Ended

Jun. 30, 2024

Property, Plant and Equipment [Abstract]

Components of Property, Plant and Equipment

The components of property, plant, and equipment, net, were as follows:

($ in millions)	June 30, 2024		June 30, 2023
Land and land improvements	$	196	$	203
Buildings and improvements	1,424		1,483
Plant and equipment	6,358		6,084
Total property, plant, and equipment	7,978		7,770
Accumulated depreciation	(4,178)		(3,963)
Accumulated impairment	(37)		(45)
Total property, plant, and equipment, net	$	3,763	$	3,762

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Goodwill and Other Intangible Assets (Tables)

12 Months Ended

Jun. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Changes in Carrying Amount of Goodwill

Changes in the carrying amount of goodwill attributable to each reportable segment were as follows:

($ in millions)	Flexibles Segment		Rigid Packaging Segment		Total
Balance as of June 30, 2022	$	4,307	$	978	$	5,285
Acquisitions and acquisition adjustments (1)	98		—		98
Disposals (2)	(30)		—		(30)
Foreign currency translation	16		(3)		13
Balance as of June 30, 2023	4,391		975		5,366
Acquisitions and acquisition adjustments (1)	1		—		1
Foreign currency translation	(19)		(3)		(22)
Balance as of June 30, 2024	$	4,373	$	972	$	5,345

(1)    Acquisitions and acquisition adjustments are detailed in Note 5, "Acquisitions and Divestitures."

(2)    As of June 30, 2022, $16 million of goodwill attributable to the Russian business was classified as assets held for sale, net. When the business was disposed on December 23, 2022, an additional $30 million of goodwill was allocated and disposed of. For further information, refer to Note 5, "Acquisitions and Divestitures."

Schedule of Components of Intangible Assets

Other intangible assets, net were comprised of the following:

	June 30, 2024
($ in millions)	Gross Carrying Amount		Accumulated Amortization and Impairment (1)		Net Carrying Amount
Customer relationships	$	1,999	$	(791)	$	1,208
Computer software	272		(182)		90
Other (2)	334		(241)		93
Total other intangible assets	$	2,605	$	(1,214)	$	1,391

	June 30, 2023
($ in millions)	Gross Carrying Amount		Accumulated Amortization and Impairment (1)		Net Carrying Amount
Customer relationships	$	1,987	$	(660)	$	1,327
Computer software	261		(185)		76
Other (2)	327		(206)		121
Total other intangible assets	$	2,575	$	(1,051)	$	1,524

(1)Accumulated amortization and impairment as of June 30, 2024, and 2023, included $34 million of accumulated impairment in the Other category.

(2)As of June 30, 2024, and 2023, Other included $17 million of acquired intellectual property assets not yet being amortized as the related R&D projects have not yet been completed.

Estimated Future Amortization Expense

Estimated future amortization expense for intangible assets is as follows:

($ in millions)	Amortization
Fiscal year 2025	$	162
Fiscal year 2026	159
Fiscal year 2027	145
Fiscal year 2028	144
Fiscal year 2029	139

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Fair Value Measurements (Tables)

12 Months Ended

Jun. 30, 2024

Fair Value Disclosures [Abstract]

Carrying and Fair Value of Long-Term Debt

The carrying values and estimated fair values of long-term debt with fixed interest rates (excluding the fair value of designated receive-fixed, pay-variable rate swaps) were as follows:

	June 30, 2024				June 30, 2023
	Carrying Value		Fair Value		Carrying Value		Fair Value
($ in millions)			(Level 2)				(Level 2)
Total long-term debt with fixed interest rates (excluding commercial paper (1) and finance leases)	$	5,141	$	4,973	$	4,123	$	3,844

(1)As of June 30, 2023, the Company had entered into interest rate swap contracts for a total notional amount of commercial paper equal to $1.2 billion, maturing on June 30, 2024. These contracts were considered to be economic hedges and the related $1.2 billion notional amount of commercial paper was also excluded from the total long-term debt with fixed interest rates.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following tables summarize the fair values of these instruments, which are measured at fair value on a recurring basis, by level, within the fair value hierarchy:

	June 30, 2024
($ in millions)	Level 1		Level 2		Level 3		Total
Assets
Commodity contracts	$	—	$	2	$	—	$	2
Forward exchange contracts	—		2		—		2
Total assets measured at fair value	$	—	$	4	$	—	$	4
Liabilities
Contingent purchase consideration liabilities	$	—	$	—	$	36	$	36
Commodity contracts	—		1		—		1
Forward exchange contracts	—		4		—		4
Interest rate swaps	—		92		—		92
Cross currency swaps	—		16		—		16
Total liabilities measured at fair value	$	—	$	113	$	36	$	149

	June 30, 2023
($ in millions)	Level 1		Level 2		Level 3		Total
Assets
Forward exchange contracts	$	—	$	3	$	—	$	3
Interest rate swaps	—		16		—		16
Total assets measured at fair value	$	—	$	19	$	—	$	19
Liabilities
Contingent purchase consideration liabilities	$	—	$	—	$	46	$	46
Commodity contracts	—		2		—		2
Forward exchange contracts	—		5		—		5
Interest rate swaps	—		96		—		96
Total liabilities measured at fair value	$	—	$	103	$	46	$	149

Schedule of Changes in Level 3 Liabilities

The following table sets forth a summary of changes in the value of the Company's Level 3 financial liabilities:

	June 30,
($ in millions)	2024		2023
Fair value at the beginning of the year	$	46	$	16
Additions due to acquisitions	1		33
Change in fair value of Level 3 liabilities	(9)		(2)
Payments	(2)		—
Foreign currency translation	—		(1)
Fair value at the end of the year	$	36	$	46

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Derivative Instruments (Tables)

12 Months Ended

Jun. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Outstanding commodity contracts

The Company had the following outstanding commodity contracts to hedge forecasted purchases:

	June 30, 2024	June 30, 2023
Commodity	Volume	Volume
Aluminum	10,673 tons	14,325 tons
PET resin	27,916,666 lbs.	0 lbs.

Schedule of Balance Sheet Derivatives

The following table provides the location of derivative instruments in the consolidated balance sheets:

($ in millions)	Balance Sheet Location	June 30, 2024		June 30, 2023
Assets
Derivatives in cash flow hedging relationships:
Commodity contracts	Other current assets	$	2	$	—
Forward exchange contracts	Other current assets	2		2
Derivatives not designated as hedging instruments:
Forward exchange contracts	Other current assets	—		1
Interest rate swaps	Other current assets	—		16
Total current derivative contracts		4		19
Total non-current derivative contracts		—		—
Total derivative asset contracts		$	4	$	19
Liabilities
Derivatives in cash flow hedging relationships:
Commodity contracts	Other current liabilities	$	1	$	2
Forward exchange contracts	Other current liabilities	3		3
Derivatives not designated as hedging instruments:
Forward exchange contracts	Other current liabilities	1		1
Total current derivative contracts		5		6
Derivatives in cash flow hedging relationships:
Forward exchange contracts	Other non-current liabilities	—		1
Derivatives in fair value hedging relationships:
Interest rate swaps	Other non-current liabilities	92		96
Cross currency swaps	Other non-current liabilities	16		—
Total non-current derivative contracts		108		97
Total derivative liability contracts		$	113	$	103

Schedule of Cash Flow Hedges Reclassified from AOCI

The following tables provide the effects of derivative instruments on AOCI and in the consolidated statements of income:

	Location of Gain / (Loss) Reclassified from AOCI into Income	Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)
		Years ended June 30,
($ in millions)		2024		2023		2022
Derivatives in cash flow hedging relationships:
Commodity contracts	Cost of sales	$	(2)	$	2	$	20
Forward exchange contracts	Net sales	1		(2)		—
Treasury locks	Interest expense	(3)		(3)		(3)
Total		$	(4)	$	(3)	$	17

Schedule of Derivatives Not Designated as Hedging Instruments Recognized in Income

	Location of Gain / (Loss) Recognized in the Consolidated Income Statements	Gain / (Loss) Recognized in Income for Derivatives not Designated as Hedging Instruments
		Years ended June 30,
($ in millions)		2024		2023		2022
Derivatives not designated as hedging instruments:
Forward exchange contracts	Other income/(expenses), net	$	15	$	(7)	$	(45)
Interest rate swaps	Other income/(expenses), net	(16)		16		—
Total		$	(1)	$	9	$	(45)

Schedule of Fair Value Hedging Instruments Recognized in Income

	Location of Gain / (Loss) Recognized in the Consolidated Income Statements	Gain / (Loss) Recognized in Income for Derivatives in Fair Value Hedging Relationships
		Years ended June 30,
($ in millions)		2024		2023		2022
Derivatives in fair value hedging relationships:
Interest rate swaps	Interest expense	$	4	$	(27)	$	(75)
Cross currency swaps	Interest expense	2		—		—
Cross currency swaps	Other income/(expenses), net	(8)		—		—
Forward exchange contracts	Other income/(expenses), net	—		—		(11)
Total		$	(2)	$	(27)	$	(86)

Schedule of Changes in AOCI for Effective Derivatives

The changes in AOCI for effective derivatives were as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Amounts reclassified into earnings:
Commodity contracts	$	2	$	(2)	$	(20)
Forward exchange contracts	(1)		2		—
Treasury locks	3		3		3
Fair value gains / (losses):
Commodity contracts	1		(2)		9
Forward exchange contracts	1		(3)		(1)
Cross currency swaps	(10)		—		—
Tax effect	(1)		1		2
Total	$	(5)	$	(1)	$	(7)

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Defined Benefit Plans (Tables)

12 Months Ended

Jun. 30, 2024

Retirement Benefits [Abstract]

Schedule of Periodic Benefit Costs for Benefit Plans

Net periodic benefit cost for benefit plans includes the following components:

	Years ended June 30,
($ in millions)	2024		2023		2022
Service cost	$	18	$	13	$	24
Interest cost	50		49		39
Expected return on plan assets	(57)		(55)		(61)
Amortization of net loss	3		2		5
Amortization of prior service credit	(4)		(3)		(3)
Curtailment credit	(1)		—		—
Settlement costs	3		5		8
Net periodic benefit cost	$	12	$	11	$	12

Schedule of Changes in Benefit Obligations

Changes in benefit obligations and plan assets were as follows:

($ in millions)	June 30, 2024		June 30, 2023
Change in benefit obligation:
Benefit obligation at the beginning of the year	$	1,224	$	1,314
Service cost	18		13
Interest cost	50		49
Participant contributions	6		6
Actuarial (gain)/loss	19		(90)
Plan curtailments	(1)		—
Settlements	(19)		(27)
Benefits paid	(61)		(62)
Administrative expenses	(6)		(4)
Plan amendments	1		(4)
Other	—		(2)
Foreign currency translation	(4)		31
Benefit obligation at the end of the year	$	1,227	$	1,224
Accumulated benefit obligation at the end of the year	$	1,191	$	1,186

Schedule of Changes in Fair Value of Plan Assets

Change in plan assets:
Fair value of plan assets at the beginning of the year	$	1,061	$	1,195
Actual return on plan assets	19		(100)
Employer contributions	36		26
Participant contributions	6		6
Benefits paid	(61)		(62)
Settlements	(19)		(27)
Administrative expenses	(6)		(4)
Other	(2)		—
Foreign currency translation	(1)		27
Fair value of plan assets at the end of the year	$	1,033	$	1,061
Funded status at the end of the year	$	(194)	$	(163)

Schedule of Benefit Obligations in Excess of Fair Value of Plan Assets

The following table provides information for defined benefit plans with a projected benefit obligation in excess of plan assets:

($ in millions)	June 30, 2024		June 30, 2023
Projected benefit obligation	$	808	$	832
Fair value of plan assets	580		601

Schedule of Accumulated Benefit Obligations in Excess of Plan Assets

The following table provides information for defined benefit plans with an accumulated benefit obligation in excess of plan assets:

($ in millions)	June 30, 2024		June 30, 2023
Accumulated benefit obligation	$	786	$	799
Fair value of plan assets	574		589

Schedule of Amounts Recognized in Balance Sheet

The following table provides information as to how the funded status is recognized in the consolidated balance sheets:

($ in millions)	June 30, 2024		June 30, 2023
Non-current assets - Employee benefit assets	$	34	$	67
Current liabilities - Other current liabilities	(11)		(6)
Non-current liabilities - Employee benefit obligations	(217)		(224)
Funded status	$	(194)	$	(163)

Schedule of Amounts Recognized in Other Comprehensive (Income) Loss

Amounts recognized in other comprehensive (income)/loss are as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Changes in plan assets and benefit obligations recognized in other comprehensive (income)/loss:
Net actuarial loss/(gain) occurring during the year	$	57	$	65	$	(91)
Net prior service loss/(gain) occurring during the year	1		(4)		1
Amortization of actuarial loss	(3)		(2)		(5)
Gain recognized due to settlement/curtailment	(2)		(4)		(8)
Amortization of prior service credit	4		3		3
Loss on divestiture	—		—		(1)
Foreign currency translation	—		3		(14)
Tax effect	(12)		(11)		21
Total recognized in other comprehensive (income)/loss	$	45	$	50	$	(94)

    

    Amounts in AOCI that have not yet been recognized as net periodic benefit cost are as follows:

	June 30,
($ in millions)	2024		2023		2022
Net prior service credit	$	(13)	$	(17)	$	(15)
Net actuarial loss	181		128		65
Accumulated other comprehensive loss at the end of the year	$	168	$	111	$	50

Schedule of Weighted-average Assumptions Used

Weighted-average assumptions used to determine benefit obligations were:

	June 30,
	2024		2023		2022
Discount rate	4.2	%	4.3	%	3.8	%
Rate of compensation increase	1.9	%	1.9	%	2.3	%

    Weighted-average assumptions used to determine net periodic benefit cost were:

	Years ended June 30,
	2024		2023		2022
Discount rate	4.3	%	3.8	%	2.1	%
Rate of compensation increase	1.9	%	2.3	%	1.7	%
Expected long-term rate of return on plan assets	5.5	%	4.4	%	3.8	%

Schedule of Expected Benefit Payments

The following benefit payments for the succeeding five fiscal years and thereafter, which reflect expected future service, as appropriate, are expected to be paid:

($ in millions)
2025	$	72
2026	75
2027	77
2028	77
2029	77
2030-2034	394

Schedule of Pension Plan Assets Measured at Fair Value

The pension plan assets measured at fair value were as follows:

	June 30, 2024
($ in millions)	Level 1		Level 2		Level 3		Total
Equity securities	$	100	$	29	$	—	$	129
Debt securities	104		251		—		355
Real estate	7		100		—		107
Insurance contracts	—		—		258		258
Cash and cash equivalents	140		11		—		151
Other	5		20		8		33
Total	$	356	$	411	$	266	$	1,033

	June 30, 2023
($ in millions)	Level 1		Level 2		Level 3		Total
Equity securities	$	114	$	54	$	—	$	168
Debt securities	77		405		—		482
Real estate	7		105		—		112
Insurance contracts	—		—		192		192
Cash and cash equivalents	58		13		—		71
Other	5		22		9		36
Total	$	261	$	599	$	201	$	1,061

Schedule of Changes in Fair Value Level 3 Assets

The following table sets forth a summary of changes in the value of the Company's Level 3 plan assets:

($ in millions)
Balance as of June 30, 2023	$	201
Actual return on plan assets	82
Purchases, sales, and settlements	(11)
Transfer out of Level 3	(5)
Foreign currency translation	(1)
Balance as of June 30, 2024	$	266

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Debt (Tables)

12 Months Ended

Jun. 30, 2024

Debt Disclosure [Abstract]

Schedule of Carrying Value of Long-term Debt

The following table summarizes the carrying value of long-term debt as of June 30, 2024, and 2023, respectively:

				June 30,
($ in millions)	Maturities	Interest rates		2024		2023
Term debt
U.S. dollar notes, $500 million (3)	May 2025	4.00	%	$	500	$	500
U.S. dollar notes, $600 million	Apr 2026	3.63	%	600		600
U.S. dollar notes, $300 million	Sep 2026	3.10	%	300		300
Euro bonds, €500 million	Jun 2027	1.13	%	535		543
U.S. dollar notes, $500 million	May 2028	4.50	%	500		500
U.S. dollar notes, $500 million (1)	May 2029	5.45	%	500		—
U.S. dollar notes, $500 million	Jun 2030	2.63	%	500		500
U.S. dollar notes, $800 million	May 2031	2.69	%	800		800
Euro notes, €500 million (2)	May 2032	3.95	%	535		—
U.S. dollar notes, $500 million	May 2033	5.63	%	500		500
Total term debt				$	5,270	$	4,243
Bank loans				$	25	$	22
Commercial paper (3)				1,386		2,445
Other loans (4)				20		33
Finance lease obligations				43		50
Fair value hedge accounting adjustments (5)				(92)		(96)
Unamortized discounts and debt issuance costs				(37)		(31)
Total debt				$	6,615	$	6,666
Less: current portion				(12)		(13)
Total long-term debt				$	6,603	$	6,653

(1)On May 21, 2024, the Company issued U.S. dollar notes with an aggregate principal amount of $500 million and a contractual maturity in May 2029. The notes pay a coupon of 5.45% per annum, payable semi-annually in arrears. The notes are unsecured senior obligations of the Company and are fully and unconditionally guaranteed by the Company and certain of its subsidiaries.

(2)On May 22, 2024, the Company issued Euro notes with an aggregate principal amount of €500 million and a contractual maturity in May 2032. The notes pay a coupon of 3.95% per annum, payable annually in arrears. The notes are unsecured senior obligations of the Company and are fully and unconditionally guaranteed by the Company and certain of its subsidiaries.

(3)Indicates debt which has been classified as long-term liabilities in accordance with the Company’s ability and intent to refinance such obligations on a long-term basis.

(4)Fiscal year 2023 includes other loans of $12 million which were classified as long-term liabilities in accordance with the Company’s ability and intent to refinance such obligations on a long-term basis.

(5)Relates to fair value hedge basis adjustments relating to interest rate hedging.

Schedule of Contractual Maturities of Long-term Debt

The following table summarizes the contractual maturities of the Company's long-term debt, including current maturities (excluding payments for finance leases) as of June 30, 2024, for the succeeding five fiscal years:

($ in millions)
2025	$	501
2026 (1)	797
2027 (2)	2,028
2028	503
2029	501

(1)    Commercial paper denominated in U.S. dollars is classified as maturing in 2026, supported by the 3-year syndicated facility, with one 12-month option available to the Company to extend the maturity date.

(2)    Commercial paper denominated in Euros is classified as maturing in 2027, supported by the 5-year syndicated facility, with two 12-month options available to the Company to extend the maturity date.

Schedule of Short-term Debt

The following table summarizes the carrying value of short-term debt as of June 30, 2024, and 2023, respectively:

	June 30,
($ in millions)	2024		2023
Bank loans	$	57	$	13
Secured borrowings	3		—
Bank overdrafts	24		67
Total short-term debt	$	84	$	80

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Leases (Tables)

12 Months Ended

Jun. 30, 2024

Leases [Abstract]

Schedule of leases

The components of lease expense are as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Operating lease expense (1)	$	135	$	127	$	130
Short-term and variable lease expense (2)	14		21		17
Finance lease expense
Amortization of right-of-use assets (2)	4		4		2
Interest on lease liabilities (3)	1		2		1
Total lease expense	$	154	$	154	$	150

(1)Included in both cost of sales and selling, general, and administrative expenses

(2)Included primarily in cost of sales

(3)Included in interest expense

Supplemental cash flow information related to leases:

	Years ended June 30,
($ in millions)	2024		2023		2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	127	$	118	$	122
Operating cash flows from finance leases	1		2		1
Financing cash flows from finance leases	11		11		5
Lease assets obtained in exchange for new lease obligations:
Operating leases	$	44	$	26	$	55
Finance leases	3		—		34
Other non-cash modifications to lease assets:
Operating leases	73		33		88

The weighted-average remaining lease term and discount rate are as follows:

	June 30,
	2024		2023
Weighted-average remaining lease term (in years):
Operating leases	7.2		8.0
Finance leases	10.5		10.3
Weighted-average discount rate:
Operating leases	4.1	%	3.6	%
Finance leases	3.0	%	3.0	%

Schedule of supplemental balance sheet information

Supplemental balance sheet information related to leases:

		June 30,
($ in millions)	Balance Sheet Location	2024		2023
Assets
Operating lease right-of-use assets, net	Operating lease assets	$	567	$	533
Finance lease assets (1)	Property, plant, and equipment, net	57		57
Total lease assets		$	624	$	590
Liabilities
Operating leases:
Current operating lease liabilities	Other current liabilities	$	114	$	101
Non-current operating lease liabilities	Operating lease liabilities	488		463
Finance leases:
Current finance lease liabilities	Current portion of long-term debt	11		10
Non-current finance lease liabilities	Long-term debt, less current portion	32		40
Total lease liabilities		$	645	$	614

(1)Finance lease assets are recorded net of accumulated amortization of $11 million and $12 million as of June 30, 2024 and 2023, respectively.

Schedule of maturity of lease liabilities

The following table presents the maturities of the Company's lease liabilities recorded on the consolidated balance sheets as of June 30, 2024:

($ in millions)	Operating Leases		Finance Leases
Fiscal year 2025	$	132	$	12
Fiscal year 2026	121		7
Fiscal year 2027	104		3
Fiscal year 2028	92		2
Fiscal year 2029	74		2
Thereafter	182		24
Total lease payments	705		50
Less: imputed interest	(103)		(7)
Total lease liabilities	$	602	$	43

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Shareholders' Equity (Tables)

12 Months Ended

Jun. 30, 2024

Equity [Abstract]

Schedule of Changes in Ordinary Treasury Shares

The changes in ordinary and treasury shares during fiscal years 2024, 2023, and 2022, were as follows:

	Ordinary Shares			Treasury Shares
(shares and $ in millions)	Number of Shares	Amount		Number of Shares	Amount
Balance as of June 30, 2021	1,538	$	15	3	$	(29)
Share buyback/cancellations	(49)	—		—	—
Options exercised and shares vested	—	—		(13)	154
Purchase of treasury shares	—	—		12	(143)
Balance as of June 30, 2022	1,489	15		2	(18)
Share buyback/cancellations	(41)	(1)		—	—
Options exercised and shares vested	—	—		(19)	227
Purchase of treasury shares	—	—		18	(221)
Balance as of June 30, 2023	1,448	14		1	(12)
Share buyback/cancellations	(3)	—		—	—
Shares vested	—	—		(4)	49
Purchase of treasury shares	—	—		4	(48)
Balance as of June 30, 2024	1,445	$	14	1	$	(11)

Schedule of Accumulated Other Comprehensive Income (Loss)

The changes in the components of accumulated other comprehensive loss during the fiscal years ended June 30, 2024, 2023, and 2022 were as follows:

	Foreign Currency Translation		Net Investment Hedge		Pension		Effective Derivatives		Total Accumulated Other Comprehensive Loss
($ in millions)	(Net of Tax)		(Net of Tax)		(Net of Tax)		(Net of Tax)
Balance as of June 30, 2021	$	(691)	$	(13)	$	(54)	$	(8)	$	(766)
Other comprehensive income / (loss) before reclassifications	(220)		—		85		6		(129)
Amounts reclassified from accumulated other comprehensive loss	19		—		9		(13)		15
Net current period other comprehensive income / (loss)	(201)		—		94		(7)		(114)
Balance as of June 30, 2022	(892)		(13)		40		(15)		(880)
Other comprehensive loss before reclassifications	(9)		—		(53)		(4)		(66)
Amounts reclassified from accumulated other comprehensive loss	78		—		3		3		84
Net current period other comprehensive income / (loss)	69		—		(50)		(1)		18
Balance as of June 30, 2023	(823)		(13)		(10)		(16)		(862)
Other comprehensive loss before reclassifications	(108)		—		(46)		(9)		(163)
Amounts reclassified from accumulated other comprehensive loss	—		—		1		4		5
Net current period other comprehensive income/(loss)	(108)		—		(45)		(5)		(158)
Balance as of June 30, 2024	$	(931)	$	(13)	$	(55)	$	(21)	$	(1,020)

For the years ended June 30,	2024		2023
Retained earnings, beginning balance	$	6,937	$	7,167
Net income	540		487
Retained earnings before distribution	7,477		7,654
Dividends recognized during the financial period	(716)		(717)
Retained earnings at the end of the financial period	$	6,761	$	6,937

Schedule of Reclassification out of Accumulated Other Comprehensive Income (Loss)

The following tables provide details of amounts reclassified from accumulated other comprehensive loss:

	For the years ended June 30,
($ in millions)	2024		2023		2022
Pension:
Amortization of prior service credit	$	(4)	$	(3)	$	(3)
Amortization of actuarial loss	3		2		5
Loss on divestiture	—		—		1
Effect of pension settlement/curtailment	2		4		8
Total before tax effect	1		3		11
Tax effect on amounts reclassified into earnings	—		—		(2)
Total net of tax	$	1	$	3	$	9
(Gains)/losses on cash flow hedges:
Commodity contracts	$	2	$	(2)	$	(20)
Forward exchange contracts	(1)		2		—
Treasury locks	3		3		3
Total before tax effect	4		3		(17)
Tax effect on amounts reclassified into earnings	—		—		4
Total net of tax	$	4	$	3	$	(13)
Losses on foreign currency translation:
Foreign currency translation adjustment (1)	$	—	$	78	$	19
Total before tax effect	—		78		19
Tax effect on amounts reclassified into earnings	—		—		—
Total net of tax	$	—	$	78	$	19

(1)During the fiscal year ended June 30, 2023, the Company disposed of its Russian business and certain non-core operations and transferred $73 million and $5 million, respectively, of accumulated foreign currency translation from accumulated other comprehensive loss to earnings. During the fiscal year ended June 30, 2022, the Company effectively disposed of a non-core business and transferred $19 million of accumulated foreign currency translation from accumulated other comprehensive loss to earnings. Refer to Note 5, "Acquisitions and Divestitures" for further information.

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Income Taxes (Tables)

12 Months Ended

Jun. 30, 2024

Income Tax Disclosure [Abstract]

Schedule of Components of Income Before Taxes and Equity in Income (Loss) of Affiliated Companies

The components of income before income taxes and equity in loss of affiliated companies were as follows:

	Years ended June 30,
($ in millions)	2024		2023		2022
Domestic (UK)	$	(108)	$	82	$	(58)
Foreign	1,015		1,169		1,173
Total income before income taxes and equity in loss of affiliated companies	$	907	$	1,251	$	1,115

Schedule of Income Tax Expense

Income tax expense consisted of the following:

	Years ended June 30,
($ in millions)	2024		2023		2022
Current tax:
Domestic (UK)	$	2	$	3	$	2
Foreign	198		247		331
Total current tax	200		250		333
Deferred tax:
Domestic (UK)	18		(6)		(10)
Foreign	(55)		(51)		(23)
Total deferred tax	(37)		(57)		(33)
Income tax expense	$	163	$	193	$	300

Schedule of Reconciliation of Income Tax Rate

The following is a reconciliation of income tax computed at the UK statutory tax rate of 25.0%, 20.5%, and 19.0% for fiscal years 2024, 2023, and 2022, respectively, to income tax expense.

	Years ended June 30,
($ in millions)	2024		2023		2022
Income tax expense at statutory rate	$	226	$	256	$	212
Foreign tax rate differential	(3)		54		43
Capital gain on the sale of the Russian business	—		(63)		—
Non-deductible expenses, non-taxable items, net	(6)		16		(2)
Change in valuation allowance	3		(7)		4
Uncertain tax positions, net	(51)		(39)		62
Other (1)	(6)		(24)		(19)
Income tax expense	$	163	$	193	$	300

(1)In fiscal year 2024, Other is comprised of adjustments to prior year provisions, movement in deferred tax positions, including a $15 million benefit from the Swiss Tax Reform, effects of foreign currency exchange rates, including a $14 million benefit from inflation adjustment in Argentina, partially offset by changes in tax rates, and other individually immaterial items. In fiscal year 2023, Other is comprised of effects of foreign currency exchange of $25 million, adjustments to prior year, movement in deferred tax positions, changes in tax rate, and other individually immaterial items. In fiscal year 2022, Other is comprised of adjustments to prior year, movements in deferred tax positions of $13 million, changes in tax rates, and other individually immaterial items.

Schedule of Significant Components of Deferred Tax Assets and Liabilities

Significant components of deferred tax assets and liabilities are as follows:

	June 30,
($ in millions)	2024		2023
Deferred tax assets:
Inventories	$	15	$	20
Accrued employee benefits	78		70
Provisions	9		4
Net operating loss carryforwards	345		332
Tax credit carryforwards	31		37
Accruals and other	50		46
Total deferred tax assets	528		509
Valuation allowance	(403)		(400)
Net deferred tax assets	125		109
Deferred tax liabilities:
Property, plant, and equipment	(267)		(294)
Other intangible assets	(245)		(259)
Derivatives and other financial instruments	(26)		(25)
Undistributed foreign earnings	(23)		(13)
Total deferred tax liabilities	(561)		(591)
Net deferred tax liability	(436)		(482)
Balance sheet location:
Deferred tax assets	148		134
Deferred tax liabilities	(584)		(616)
Net deferred tax liability	$	(436)	$	(482)

Schedule of Reconciliation of Unrecognized Tax Benefits

A reconciliation of the beginning and ending amount of unrecognized tax benefits for the fiscal years presented is as follows:

	June 30,
($ in millions)	2024		2023		2022
Balance at the beginning of the year	$	155	$	195	$	133
Additions based on tax positions related to the current year	10		12		50
Additions for tax positions of prior years	7		24		19
Reductions for tax positions from prior years	(39)		(69)		(6)
Reductions for settlements	(2)		(5)		—
Reductions due to lapse of statute of limitations	(27)		(2)		(1)
Balance at the end of the year	$	104	$	155	$	195

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Share-based Compensation (Tables)

12 Months Ended

Jun. 30, 2024

Share-Based Payment Arrangement [Abstract]

Schedule Weighted-average Grant Date Fair Value of Equity Incentive Plan

The weighted-average grant date fair values by type of equity incentive plan for awards granted in fiscal years 2024, 2023, and 2022 were as follows:

	Years ended June 30,
(in $ per unit of award)	2024	2023	2022
Share options (1)	1.45	1.66	1.29
Restricted share units	9.44	11.91	11.62
Performance rights/shares (2)	6.37	8.18	9.40
Share rights	8.42	10.90	11.44

(1)The fair value of share options was determined using the Black-Scholes option pricing model and/or Monte Carlo simulations. The following key assumptions were used for the fiscal years ended June 30, 2024, 2023, and 2022, respectively: risk-free interest rate of 4.6% (2023: 3.4%, 2022: 1.0%), expected share-price volatility of 21.8% (2023: 23.0%, 2022: 22.0%), expected dividend yield of 5.2% (2023: 4.0%, 2022: 4.1%), and expected life of options of 6.6 years (2023: 6.1 years, 2022: 6.1 years).

(2)The fair value of performance rights/shares was determined using discounting and Monte Carlo simulations. The key assumptions for the fiscal years ended June 30, 2024, 2023, and 2022, respectively, were: risk-free interest rate of 4.8% (2023: 3.5%, 2022: 0.4%), expected share-price volatility of 23.4% (2023: 23.0%, 2022: 22.0%), and expected dividend yield of 5.2% (2023: 4.0%, 2022: 4.1%).

Schedule of Changes in Share Options

Changes in outstanding share options were as follows:

	Share options
	Number	Weighted-average Exercise Price
	(in millions)
Share options outstanding at June 30, 2023	33	$	11.29
Granted	8	9.35
Forfeited	(8)	11.20
Share options outstanding at June 30, 2024	33	$	10.86
Vested and exercisable at June 30, 2024	13	$	10.36

Schedule of Changes in Restricted Shares/Units, Performance Shares/Units and Share Rights

Changes in outstanding other equity incentive plans and the fair values vested are presented below:

	Restricted share units				Performance rights/shares				Share rights
	Number		Weighted-average Grant Date Fair Value		Number		Weighted-average Grant Date Fair Value		Number		Weighted-average Grant Date Fair Value
	(in millions)				(in millions)				(in millions)
Outstanding at June 30, 2023	1		$	11.67	11		$	8.20	4		$	11.22
Granted	3		9.44		6		6.37		1		8.42
Exercised	(1)		11.54		(2)		7.20		(2)		11.43
Forfeited	—		12.00		(3)		7.39		(1)		10.66
Outstanding at June 30, 2024	3		$	9.85	12		$	7.72	2		$	9.82
Fair value vested ($ in millions)	Restricted share units				Performance rights/shares				Share rights
Year Ended June 30, 2024	$	6			$	14			$	24
Year Ended June 30, 2023	2				16				20
Year Ended June 30, 2022	3				8				7

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Earnings Per Share Computations (Tables)

12 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Schedule of Earnings Per Share

Basic EPS is computed by dividing net income available to ordinary shareholders by the weighted-average number of ordinary shares outstanding after excluding the ordinary shares to be repurchased using forward contracts. Diluted EPS includes the effects of share options, restricted share units, performance rights, performance shares, and share rights, if dilutive.

	Years ended June 30,
($ in millions, except per share amounts)	2024		2023		2022
Numerator
Net income attributable to Amcor plc	$	730	$	1,048	$	805
Distributed and undistributed earnings attributable to shares to be repurchased	(3)		(7)		(3)
Net income available to ordinary shareholders of Amcor plc—basic and diluted	$	727	$	1,041	$	802
Denominator
Weighted-average ordinary shares outstanding	1,445		1,478		1,514
Weighted-average ordinary shares to be repurchased by Amcor plc	(6)		(10)		(5)
Weighted-average ordinary shares outstanding for EPS—basic	1,439		1,468		1,509
Effect of dilutive shares	2		8		6
Weighted-average ordinary shares outstanding for EPS—diluted	1,441		1,476		1,516
Per ordinary share income
Basic earnings per ordinary share	$	0.505	$	0.709	$	0.532
Diluted earnings per ordinary share	$	0.505	$	0.705	$	0.529

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Segments (Tables)

12 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

Schedule of Information About Reportable Segments

The following table presents information about reportable segments. Intersegment sales are not material and therefore are not presented in the table below.

	Years ended June 30,
($ in millions)	2024		2023		2022
Flexibles	$	10,332	$	11,154	$	11,151
Rigid Packaging	3,308		3,540		3,393
Other	—		—		—
Net sales	$	13,640	$	14,694	$	14,544
Adjusted earnings before interest and taxes ("Adjusted EBIT")
Flexibles	1,395		1,429		1,517
Rigid Packaging	259		265		289
Other	(94)		(86)		(105)
Adjusted EBIT	1,560		1,608		1,701
Less: 2018/2019 Restructuring programs (1)	—		—		(37)
Less: Amortization of acquired intangible assets from business combinations (2)	(167)		(160)		(163)
Less: Impact of hyperinflation (3)	(53)		(24)		(16)
Less: Net loss on disposals (4)	—		—		(10)
Less: Property and other losses, net (5)	—		(2)		(13)
Add/(Less): Restructuring and other related activities, net (6)	(97)		90		(200)
Less: CEO transition costs (7)	(8)		—		—
Less: Other (8)	(22)		(2)		(12)
Interest income	38		31		24
Interest expense	(348)		(290)		(159)
Equity in loss of affiliated companies, net of tax	4		—		—
Income before income taxes and equity in loss of affiliated companies	$	907	$	1,251	$	1,115

(1)2018/2019 Restructuring programs include restructuring and related expenses for the 2019 Bemis Integration Plan for fiscal year 2022. Refer to Note 6, "Restructuring," for more information.

(2)Amortization of acquired intangible assets from business combinations includes amortization expenses related to all acquired intangible assets from past acquisitions.

(3)Impact of hyperinflation includes the adverse impact of highly inflationary accounting for subsidiaries in Argentina where the functional currency was the Argentine Peso.

(4)Net loss on disposals, excluding the disposal of the Company's Russian business, includes an expense of $10 million from the disposal of non-core assets in fiscal year 2022. Refer to Note 10, "Fair Value Measurements," for more information.

(5)Property and other losses, net in fiscal year 2023 includes property claims and losses of $5 million and $3 million of net insurance recovery related to the closure of the Company's South African business. Fiscal year 2022 includes business losses primarily associated with the destruction of the Company's Durban, South Africa facility during general civil unrest in July 2021, net of insurance recovery.

(6)Restructuring and other related activities, net in fiscal year 2024 primarily includes costs incurred in connection with the 2023 Restructuring Plan. Fiscal year 2023 includes a pre-tax net gain on the sale of the Company's Russian business of $215 million, incremental costs of $18 million, and restructuring and related expenses of $107 million incurred in connection with the conflict. Fiscal year 2022 includes $138 million of impairment charges, $57 million of restructuring and related expenses, and $5 million of other expenses. Refer to Note 4, "Restructuring, Impairment, and Other Related Activities, Net," and Note 6, "Restructuring," for further information.

(7)CEO transition costs primarily reflect accelerated compensation, including share-based compensation, granted to the Company's former Chief Executive Officer who retired from that role in April 2024, and other transition related expenses.

(8)Other in fiscal year 2024 includes fair value losses of $16 million on economic hedges, retroactive foil duties, certain litigation reserve adjustments, and pension settlements, partially offset by changes in contingent purchase consideration. Fiscal year 2023 includes other restructuring, acquisition, litigation, and integration expenses of $13 million, pension settlement expenses of $5 million, and fair value gains of $16 million on economic hedges. Fiscal year 2022 includes costs associated with the Bemis transaction and pension settlement expenses of $8 million.

Schedule of Additional Financial Information About Segments

The tables below present additional financial information by reportable segments:

    Capital expenditures for the acquisition of long-lived assets by reportable segment were:

	Years ended June 30,
($ in millions)	2024		2023		2022
Flexibles	$	372	$	384	$	376
Rigid Packaging	112		133		136
Other	8		9		15
Total capital expenditures for the acquisition of long-lived assets	$	492	$	526	$	527

    Depreciation and amortization on long-lived assets by reportable segment were:

	Years ended June 30,
($ in millions)	2024		2023		2022
Flexibles	$	447	$	436	$	450
Rigid Packaging	130		125		120
Other	6		8		9
Total depreciation and amortization on long-lived assets	$	583	$	569	$	579

Schedule of Sales by Major Product

Sales by major product were:

		Years ended June 30,
($ in millions)	Segment	2024		2023		2022
Films and other flexible products	Flexibles	$	9,310	$	10,061	$	10,033
Specialty flexible folding cartons	Flexibles	1,022		1,093		1,118
Containers, preforms, and closures	Rigid Packaging	3,308		3,540		3,393
Net sales		$	13,640	$	14,694	$	14,544

Schedule of Long-lived Assets by Geographic Areas

The following table provides long-lived asset information for the major countries in which the Company operates. Long-lived assets include property, plant, and equipment, net of accumulated depreciation and impairments.

	June 30,
($ in millions)	2024		2023
United States of America	$	1,717	$	1,710
Other countries (1)	2,046		2,052
Long-lived assets	$	3,763	$	3,762

(1)Includes the Company's country of domicile, Jersey. The Company had no long-lived assets in Jersey in any period shown. No individual country represented more than 10% of the respective totals.

Schedule of Disaggregation of Revenue by Geography

The following tables disaggregate net sales information by geography in which the Company operates based on manufacturing or selling operations:

	Year Ended June 30, 2024
($ in millions)	Flexibles		Rigid Packaging		Total
North America	$	4,095	$	2,508	$	6,603
Latin America	1,113		800		1,913
Europe (1)	3,507		—		3,507
Asia Pacific	1,617		—		1,617
Net sales	$	10,332	$	3,308	$	13,640

	Year Ended June 30, 2023
($ in millions)	Flexibles		Rigid Packaging		Total
North America	$	4,411	$	2,745	$	7,156
Latin America	1,114		795		1,909
Europe (1)	3,952		—		3,952
Asia Pacific	1,677		—		1,677
Net sales	$	11,154	$	3,540	$	14,694

	Year Ended June 30, 2022
($ in millions)	Flexibles		Rigid Packaging		Total
North America	$	4,296	$	2,656	$	6,952
Latin America	1,060		737		1,797
Europe (1)	4,062		—		4,062
Asia Pacific	1,733		—		1,733
Net sales	$	11,151	$	3,393	$	14,544

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Deed of Cross Guarantee (Tables)

12 Months Ended

Jun. 30, 2024

Guarantees and Product Warranties [Abstract]

Deed of Cross Guarantee Statement of Income

For the years ended June 30,	2024		2023
Net sales	$	323	$	377
Cost of sales	(280)		(319)
Gross profit	43		58
Operating expenses	(361)		(1,125)
Other income, net	910		1,599
Operating income	592		532
Interest income	9		15
Interest expense	(78)		(38)
Income before income taxes	523		509
Income tax expense	17		(22)
Net income	$	540	$	487

Deed of Cross Guarantee Statement of Comprehensive Income

For the years ended June 30,	2024		2023
Net income	$	540	$	487
Other comprehensive income/(loss) (1):
Foreign currency translation adjustments, net of tax	—		(10)
Other comprehensive income/(loss)	—		(10)
Comprehensive income/(loss) attributable to non-controlling interest	—		—
Total comprehensive income	$	540	$	477

(1)All of the items in other comprehensive income/(loss) may be reclassified subsequently to profit or loss.

Deed of Cross Guarantee Statement of Income and Accumulated Losses

The changes in the components of accumulated other comprehensive loss during the fiscal years ended June 30, 2024, 2023, and 2022 were as follows:

	Foreign Currency Translation		Net Investment Hedge		Pension		Effective Derivatives		Total Accumulated Other Comprehensive Loss
($ in millions)	(Net of Tax)		(Net of Tax)		(Net of Tax)		(Net of Tax)
Balance as of June 30, 2021	$	(691)	$	(13)	$	(54)	$	(8)	$	(766)
Other comprehensive income / (loss) before reclassifications	(220)		—		85		6		(129)
Amounts reclassified from accumulated other comprehensive loss	19		—		9		(13)		15
Net current period other comprehensive income / (loss)	(201)		—		94		(7)		(114)
Balance as of June 30, 2022	(892)		(13)		40		(15)		(880)
Other comprehensive loss before reclassifications	(9)		—		(53)		(4)		(66)
Amounts reclassified from accumulated other comprehensive loss	78		—		3		3		84
Net current period other comprehensive income / (loss)	69		—		(50)		(1)		18
Balance as of June 30, 2023	(823)		(13)		(10)		(16)		(862)
Other comprehensive loss before reclassifications	(108)		—		(46)		(9)		(163)
Amounts reclassified from accumulated other comprehensive loss	—		—		1		4		5
Net current period other comprehensive income/(loss)	(108)		—		(45)		(5)		(158)
Balance as of June 30, 2024	$	(931)	$	(13)	$	(55)	$	(21)	$	(1,020)

For the years ended June 30,	2024		2023
Retained earnings, beginning balance	$	6,937	$	7,167
Net income	540		487
Retained earnings before distribution	7,477		7,654
Dividends recognized during the financial period	(716)		(717)
Retained earnings at the end of the financial period	$	6,761	$	6,937

Deed of Cross Guarantee Balance Sheet

(1)In fiscal year 2024, a non-controlling interest in ARP North America Holdco Ltd was acquired by Amcor Group Finance plc, a wholly owned subsidiary of Amcor plc.

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Supplemental Cash Flow Information (Tables)

12 Months Ended

Jun. 30, 2024

Supplemental Cash Flow Elements [Abstract]

Schedule of Supplemental Cash Flow Information

Supplemental cash flow information and non-cash investing activities are as follows:

	For the years ended June 30,
($ in millions)	2024		2023		2022
Supplemental cash flow information:
Interest paid, net of amounts capitalized	$	336	$	276	$	155
Income taxes paid	253		225		256
Non-cash investing activities:
Purchase of property, plant, and equipment accrued, but not paid	$	81	$	71	$	110
Contingent and deferred liabilities incurred related to acquired businesses, but not paid	27		41		—

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Business Description (Details)	12 Months Ended
	Jun. 30, 2024 segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of reportable segments	2

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Significant Accounting Policies - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Impairment of long-lived assets to be disposed of	$ 12	$ 18	$ 43
Foreign currency transaction gain (loss), realized	(10)	(17)	19
Impact of hyperinflation	(53)	(24)	(16)
Defined contribution plan, cost	$ 91	$ 87	$ 79
Minimum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Finite-lived intangible asset, useful life	1 year
Maximum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Finite-lived intangible asset, useful life	20 years

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Significant Accounting Policies - Estimated Useful Lives of Property, Plant and Equipment (Details)	Jun. 30, 2024
Minimum
Impaired Long-Lived Assets Held and Used [Line Items]
Finance leases	5 years
Maximum
Impaired Long-Lived Assets Held and Used [Line Items]
Finance leases	25 years
Land improvements | Maximum
Impaired Long-Lived Assets Held and Used [Line Items]
Estimated useful lives of property, plant and equipment	30 years
Buildings | Maximum
Impaired Long-Lived Assets Held and Used [Line Items]
Estimated useful lives of property, plant and equipment	45 years
Machinery and equipment | Maximum
Impaired Long-Lived Assets Held and Used [Line Items]
Estimated useful lives of property, plant and equipment	25 years

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Significant Accounting Policies - Schedule of Long-lived Asset Impairment (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets to be disposed of	$ 12	$ 18	$ 43
Selling, general, and administrative expenses
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets to be disposed of	0	0	1
Restructuring, impairment, and other related activities, net
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets to be disposed of	$ 12	$ 18	$ 42

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New Accounting Guidance - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Accounting Policies [Abstract]
Supplier Finance Program, Obligation	$ 1,100	$ 1,100
Supplier Finance Program, Obligation, Statement of Financial Position [Extensible Enumeration]	Trade payables	Trade payables

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Restructuring, Impairment, and Other Related Activities, Net (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Restructuring Cost and Reserve [Line Items]
Restructuring, Incurred Cost, Statement of Income or Comprehensive Income [Extensible Enumeration]	Restructuring, impairment, and other related activities, net
Restructuring and related expenses, net	$ (97)	$ (111)	$ (96)
Restructuring, impairment, and other related activities, net	$ (97)	104	(234)
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration]	Restructuring, impairment, and other related activities, net
Russia and Ukraine
Restructuring Cost and Reserve [Line Items]
Russia-Ukraine impairment expenses	$ 0	$ 0	$ (138)

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Restructuring, Impairment, and Other Related Activities, Net - Narrative (Details) $ in Millions	12 Months Ended
	Jun. 30, 2024 USD ($) facility	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)
Restructuring Cost and Reserve [Line Items]
Impairment of long-lived assets to be disposed of	$ 12	$ 18	$ 43
Other asset impairment charges			34
Russia
Restructuring Cost and Reserve [Line Items]
Number of manufacturing facilities | facility	3
Gain on disposal of Russian business, net	$ 0	215	0
Impairment of long-lived assets to be disposed of			90
Russia-Ukraine impairment expenses	$ 0	$ 0	138
Other asset impairment charges			$ 48

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Acquisitions and Divestitures (Details) $ in Millions						3 Months Ended	12 Months Ended
	Sep. 27, 2023 USD ($)	May 31, 2023 USD ($)	Mar. 17, 2023 USD ($)	Dec. 23, 2022 USD ($)	Aug. 01, 2022 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2024 USD ($) acquisition	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Acquisitions and acquisition adjustments							$ 1	$ 98
Number of acquisitions | acquisition							4
Impairment of long-lived assets to be disposed of							$ 12	18	$ 43
Disposal group, including discontinued operation, foreign currency translation gains (losses)				$ 73
Russia business
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
(Payments)/proceeds from divestitures				365
Gain on disposal of Russian business, net				215
Impairment of long-lived assets to be disposed of						$ 90
Disposal group, carrying value				252
Goodwill				$ 46
Flexibles
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Acquisitions and acquisition adjustments							$ 1	98
Impairment of long-lived assets to be disposed of								$ 10
India acquisition | Flexibles
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Business combination, consideration transferred	$ 14
Business combination, consideration transferred, liabilities incurred	$ 10
Czech Republic acquisition
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Business acquisition, percentage of voting interests acquired					100.00%
Czech Republic acquisition | Flexibles
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Business combination, consideration transferred					$ 59
Business combination, consideration deferred					5
Business combination, recognized identifiable assets acquired and liabilities assumed, net					36
Acquisitions and acquisition adjustments					$ 23
China acquisition
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Business acquisition, percentage of voting interests acquired			100.00%
China acquisition | Flexibles
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Business combination, consideration transferred			$ 61
Business combination, recognized identifiable assets acquired and liabilities assumed, net			21
Acquisitions and acquisition adjustments			40
Contingent purchase consideration liabilities			$ 20
New Zealand acquisition | Flexibles
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Business combination, consideration transferred		$ 45
Business combination, recognized identifiable assets acquired and liabilities assumed, net		21
Acquisitions and acquisition adjustments		24
Contingent purchase consideration liabilities		$ 13

XML

Restructuring - Narrative (Details) - USD ($) $ in Millions	12 Months Ended						17 Months Ended	23 Months Ended	37 Months Ended	72 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2024	Dec. 31, 2024	Jun. 30, 2022	Jun. 30, 2024	Feb. 07, 2023
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 97	$ 111	$ 96	$ 74	$ 78	$ 67				$ 523
Payments for restructuring	103	55
Restructuring and related expenses, net	97	111	96
Russia
Restructuring Cost and Reserve [Line Items]
Restructuring and related expenses, net		107	57
Employee Costs
Restructuring Cost and Reserve [Line Items]
Payments for restructuring	61	42
Fixed Asset Related Costs
Restructuring Cost and Reserve [Line Items]
Payments for restructuring	0	0
Other Costs
Restructuring Cost and Reserve [Line Items]
Payments for restructuring	42	13
2023 Restructuring Plan (1)
Restructuring Cost and Reserve [Line Items]
Restructuring charges	87	94	0	0	0	0				181
Restructuring and related cost, expected cost	220						$ 220			220
Payments for restructuring							70
2023 Restructuring Plan (1) | Forecast
Restructuring Cost and Reserve [Line Items]
Payments for restructuring								$ 130
2023 Restructuring Plan (1) | Flexibles
Restructuring Cost and Reserve [Line Items]
Restructuring charges	69	86					156
2023 Restructuring Plan (1) | Rigid Packaging
Restructuring Cost and Reserve [Line Items]
Restructuring charges	18	8					25
2023 Restructuring Plan (1) | Employee Costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges							82
Restructuring and related cost, expected cost	85						85			85
2023 Restructuring Plan (1) | Fixed Asset Related Costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges							31
Restructuring and related cost, expected cost	33						33			33
2023 Restructuring Plan (1) | Other Costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges							47
Restructuring and related cost, expected cost	62						62			62
2023 Restructuring Plan (1) | Restructuring related
Restructuring Cost and Reserve [Line Items]
Restructuring charges	15	6					21
Restructuring and related cost, expected cost	40						$ 40			40
2019 Bemis Integration Plan (3)
Restructuring Cost and Reserve [Line Items]
Restructuring charges	0	0	37	68	60	48				213
Restructuring and related cost, expected cost			253						$ 253
2019 Bemis Integration Plan (3) | Employee Costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges									144
2019 Bemis Integration Plan (3) | Fixed Asset Related Costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges									36
2019 Bemis Integration Plan (3) | Other Costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges									39
2019 Bemis Integration Plan (3) | Restructuring related
Restructuring Cost and Reserve [Line Items]
Restructuring charges			17						45
Gain on sale of business									51
2019 Bemis Integration Plan (3) | Restructuring and related costs
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, expected cost			213						213
2019 Bemis Integration Plan (3) | Integration costs
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, expected cost			40						40
Other Restructuring Plans (2)
Restructuring Cost and Reserve [Line Items]
Restructuring charges	10	17	59	$ 6	$ 18	$ 19				$ 129
Other Restructuring Plans (2) | Russia
Restructuring Cost and Reserve [Line Items]
Restructuring and related expenses, net			57
Other Restructuring Plans (2) | Employee Costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges	1	3
Other Restructuring Plans (2) | Fixed Asset Related Costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges	2	5
Other Restructuring Plans (2) | Other Costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges	3	5
Other Restructuring Plans (2) | Restructuring related
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 4	$ 4	55
Minimum | 2019 Bemis Integration Plan (3) | Restructuring and related costs
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost, expected cost			$ 170						$ 170
Minimum | Russia business | 2023 Restructuring Plan (1)
Restructuring Cost and Reserve [Line Items]
Proceeds from sale of business, allocated to designated improvements											$ 110
Maximum | Russia business | 2023 Restructuring Plan (1)
Restructuring Cost and Reserve [Line Items]
Proceeds from sale of business, allocated to designated improvements											$ 130

XML

Restructuring - Restructuring Plan Costs (Details) - USD ($) $ in Millions	12 Months Ended						17 Months Ended	37 Months Ended	72 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2024	Jun. 30, 2022	Jun. 30, 2024
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 97	$ 111	$ 96	$ 74	$ 78	$ 67			$ 523
2019 Bemis Integration Plan (3)
Restructuring Cost and Reserve [Line Items]
Restructuring charges	0	0	37	68	60	48			213
2019 Bemis Integration Plan (3) | Restructuring related
Restructuring Cost and Reserve [Line Items]
Restructuring charges			17					$ 45
2023 Restructuring Plan (1)
Restructuring Cost and Reserve [Line Items]
Restructuring charges	87	94	0	0	0	0			181
2023 Restructuring Plan (1) | Restructuring related
Restructuring Cost and Reserve [Line Items]
Restructuring charges	15	6					$ 21
Other Restructuring Plans (2)
Restructuring Cost and Reserve [Line Items]
Restructuring charges	10	17	59	$ 6	$ 18	$ 19			$ 129
Other Restructuring Plans (2) | Restructuring related
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 4	$ 4	55
Other Restructuring Plans (2) | Russia and Ukraine | Restructuring related
Restructuring Cost and Reserve [Line Items]
Restructuring charges			$ 2

XML

Restructuring - Restructuring Expenses by Types (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Restructuring and Related Activities [Abstract]
Employee related expenses	$ 18	$ 68	$ 58
Fixed asset related expenses, net (1)	20	18	4
Other expenses	40	15	15
Total restructuring expenses, net	78	$ 101	$ 77
Gain (loss) on disposition of property plant equipment	$ 6

XML

Restructuring - Restructuring Plan Liability (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve, Beginning Balance	$ 150	$ 118	$ 95
Net charges to earnings	84	101	77
Cash (paid)/received, net			(37)
Cash paid	(103)	(55)
Non-cash and other	(26)	(18)	(8)
Foreign currency translation	(3)	4	(9)
Restructuring Reserve, Ending Balance	102	150	118
Employee Costs
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve, Beginning Balance	126	97	78
Net charges to earnings	18	68	58
Cash (paid)/received, net			(27)
Cash paid	(61)	(42)
Non-cash and other	0	0	(3)
Foreign currency translation	(3)	3	(9)
Restructuring Reserve, Ending Balance	80	126	97
Fixed Asset Related Costs
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve, Beginning Balance	3	3	0
Net charges to earnings	26	18	4
Cash (paid)/received, net			4
Cash paid	0	0
Non-cash and other	(26)	(18)	(5)
Foreign currency translation	0	0	0
Restructuring Reserve, Ending Balance	3	3	3
Other Costs
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve, Beginning Balance	21	18	17
Net charges to earnings	40	15	15
Cash (paid)/received, net			(14)
Cash paid	(42)	(13)
Non-cash and other	0	0	0
Foreign currency translation	0	1	0
Restructuring Reserve, Ending Balance	$ 19	$ 21	$ 18

XML

Equity Method and Other Investments (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Schedule of Equity Method Investments [Line Items]
Equity method investment, aggregate cost	$ 87	$ 89
Dividends received from affiliated companies	0	0	$ 0
ePac Holdings LLC
Schedule of Equity Method Investments [Line Items]
Equity method investment, aggregate cost	$ 38	$ 33
Equity method investment, ownership percentage	21.50%	18.90%

XML

Property, Plant and Equipment, Net - Components of Property, Plant and Equipment (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Property, Plant and Equipment [Abstract]
Land and land improvements	$ 196	$ 203
Buildings and improvements	1,424	1,483
Plant and equipment	6,358	6,084
Total property, plant, and equipment	7,978	7,770
Accumulated depreciation	(4,178)	(3,963)
Accumulated impairment	(37)	(45)
Property, plant, and equipment, net	$ 3,763	$ 3,762

XML

Property, Plant and Equipment, Net - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Property, Plant and Equipment [Abstract]
Depreciation and amortization of assets under finance lease obligations	$ 402	$ 395	$ 398

XML

Goodwill and Other Intangible Assets - Schedule of Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Goodwill [Line Items]
Beginning Balance	$ 5,366	$ 5,285
Acquisitions and acquisition adjustments	1	98
Disposals		(30)
Foreign currency translation	(22)	13
Ending Balance	5,345	5,366	$ 5,285
Russia
Goodwill [Line Items]
Disposals		(30)
Held for sale reclassification			16
Flexibles
Goodwill [Line Items]
Beginning Balance	4,391	4,307
Acquisitions and acquisition adjustments	1	98
Disposals		(30)
Foreign currency translation	(19)	16
Ending Balance	4,373	4,391	4,307
Rigid Packaging
Goodwill [Line Items]
Beginning Balance	975	978
Acquisitions and acquisition adjustments	0	0
Disposals		0
Foreign currency translation	(3)	(3)
Ending Balance	$ 972	$ 975	$ 978

XML

Goodwill and Other Intangible Assets - Schedule of Components of Intangible Assets (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 2,605	$ 2,575
Accumulated Amortization And Impairment	(1,214)	(1,051)
Net Carrying Amount	1,391	1,524
Accumulated impairment of intangible assets	34	34
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,999	1,987
Accumulated Amortization And Impairment	(791)	(660)
Net Carrying Amount	1,208	1,327
Computer software
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	272	261
Accumulated Amortization And Impairment	(182)	(185)
Net Carrying Amount	90	76
Other
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	334	327
Accumulated Amortization And Impairment	(241)	(206)
Net Carrying Amount	93	121
Intellectual Property
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 17	$ 17

XML

Goodwill and Other Intangible Assets - Narrative (Details) - USD ($)	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of intangible assets	$ 181,000,000	$ 174,000,000	$ 180,000,000
Impairment of intangible assets, finite-lived	$ 0	$ 0	$ 0

XML

Goodwill and Other Intangible Assets - Estimated Future Amortization Expense (Details) $ in Millions	Jun. 30, 2024 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Fiscal year 2025	$ 162
Fiscal year 2026	159
Fiscal year 2027	145
Fiscal year 2028	144
Fiscal year 2029	$ 139

XML

Fair Value Measurements - Carrying and Fair Value of Long-Term Debt (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023	Oct. 31, 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total long-term debt with fixed interest rates (excluding commercial paper and finance leases)	$ 5,141	$ 4,123
Interest rate swaps
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative, notional amount		1,200	$ 1,250
Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total long-term debt with fixed interest rates (excluding commercial paper and finance leases)	$ 4,973	$ 3,844

XML

Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	$ 4	$ 19
Derivative liability	$ 113	103
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Other current liabilities, Other non-current liabilities
Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent purchase consideration liabilities	$ 36
Level 1 | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	0	0
Contingent purchase consideration liabilities	0	0
Derivative liability	0	0
Level 1 | Commodity contracts | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	0
Derivative liability	0	0
Level 1 | Forward exchange contracts | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	0	0
Derivative liability	0	0
Level 1 | Interest rate swaps | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset		0
Derivative liability	0	0
Level 1 | Cross currency swaps | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability	0
Level 2 | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	4	19
Contingent purchase consideration liabilities	0	0
Derivative liability	113	103
Level 2 | Commodity contracts | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	2
Derivative liability	1	2
Level 2 | Forward exchange contracts | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	2	3
Derivative liability	4	5
Level 2 | Interest rate swaps | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset		16
Derivative liability	92	96
Level 2 | Cross currency swaps | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability	16
Level 3 | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	0	0
Contingent purchase consideration liabilities	36	46
Derivative liability	36	46
Level 3 | Commodity contracts | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	0
Derivative liability	0	0
Level 3 | Forward exchange contracts | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	0	0
Derivative liability	0	0
Level 3 | Interest rate swaps | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset		0
Derivative liability	0	0
Level 3 | Cross currency swaps | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability	0
Total | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	4	19
Contingent purchase consideration liabilities	36	46
Derivative liability	149	149
Total | Commodity contracts | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	2
Derivative liability	1	2
Total | Forward exchange contracts | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset	2	3
Derivative liability	4	5
Total | Interest rate swaps | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative asset		16
Derivative liability	92	$ 96
Total | Cross currency swaps | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability	$ 16

XML

Fair Value Measurements - Narrative (Details) - USD ($)	3 Months Ended	12 Months Ended
	Jun. 30, 2022	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Change in fair value of Level 3 liabilities		$ (9,000,000)	$ (2,000,000)
Other asset impairment charges				$ 34,000,000
Impairment of intangible assets, finite-lived		$ 0	$ 0	0
Impairment, Intangible Asset, Finite-Lived, Statement of Income or Comprehensive Income [Extensible Enumeration]		Restructuring Costs and Asset Impairment Charges
Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent purchase consideration liabilities		$ 36,000,000
Discma AG
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent purchase consideration liabilities		10,000,000
FY23 Acquisitions | Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent purchase consideration liabilities		$ 26,000,000
South Africa | Manufacturing facility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Impaired assets to be disposed of by method other than sale, carrying value of asset	$ 12,000,000			12,000,000
Property, plant and equipment, fair value disclosure	0			0
South Africa | Property, plant and equipment, other types
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Impaired assets to be disposed of by method other than sale, carrying value of asset	8,000,000			8,000,000
Other assets, fair value disclosure	4,000,000			4,000,000
Russia
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other asset impairment charges				48,000,000
Impairment of intangible assets, finite-lived	$ 90,000,000
Restructuring, impairment, and other related activities, net
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other asset impairment charges				$ 24,000,000

XML

Fair Value Measurements - Changes in Level 3 Liabilities (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Fair value at the beginning of the year	$ 46	$ 16
Additions due to acquisitions	1	33
Change in fair value of Level 3 liabilities	(9)	(2)
Payments	(2)	0
Foreign currency translation	0	(1)
Fair value at the end of the year	$ 36	$ 46

XML

Derivative Instruments - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2024	May 31, 2024	Mar. 31, 2024	Jun. 30, 2023	Oct. 31, 2022
Interest rate swaps
Derivative [Line Items]
Derivative, notional amount				$ 1,200	$ 1,250
Derivative, average fixed interest rate			3.88%		4.53%
Interest rate swaps | Receive Fixed/Pay Variable
Derivative [Line Items]
Derivative, notional amount	$ 650			650
Forward exchange contracts
Derivative [Line Items]
Derivative, notional amount	600			500
Cross currency swaps
Derivative [Line Items]
Derivative, notional amount	500	$ 500		$ 0
Derivative, Fair Value, Net	$ 500
Cross currency swaps | United States of America, Dollars
Derivative [Line Items]
Derivative, average fixed interest rate		5.45%
Cross currency swaps | Switzerland, Francs
Derivative [Line Items]
Derivative, average fixed interest rate		2.218%

XML

Derivative Instruments - Outstanding Commodity Contracts (Details)	Jun. 30, 2024 lb T	Jun. 30, 2023 T lb
Aluminum
Derivative [Line Items]
Derivative, nonmonetary notional amount | T	10,673	14,325
PET resin
Derivative [Line Items]
Derivative, nonmonetary notional amount | lb	27,916,666	0

XML

Derivative Instruments - Schedule of Balance Sheet Derivatives (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Derivatives, Fair Value [Line Items]
Derivative Asset, Current	$ 4	$ 19
Derivative Asset, Noncurrent	0	0
Derivative asset	4	19
Derivative Liability, Current	5	6
Derivative Liability, Noncurrent	108	97
Derivative liability	$ 113	$ 103
Derivatives not designated as hedging instruments: | Forward exchange contracts
Derivatives, Fair Value [Line Items]
Derivative Asset, Current, Statement of Financial Position [Extensible Enumeration]	Prepaid expenses and other current assets	Prepaid expenses and other current assets
Derivative Asset, Current	$ 0	$ 1
Derivative Liability, Current, Statement of Financial Position [Extensible Enumeration]	Other current liabilities	Other current liabilities
Derivative Liability, Current	$ 1	$ 1
Derivatives not designated as hedging instruments: | Interest rate swaps
Derivatives, Fair Value [Line Items]
Derivative Asset, Current, Statement of Financial Position [Extensible Enumeration]	Prepaid expenses and other current assets	Prepaid expenses and other current assets
Derivative Asset, Current	$ 0	$ 16
Derivatives in fair value hedging relationships: | Interest rate swaps
Derivatives, Fair Value [Line Items]
Derivative Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other non-current liabilities	Other non-current liabilities
Derivative Liability, Noncurrent	$ 92	$ 96
Derivatives in fair value hedging relationships: | Cross currency swaps
Derivatives, Fair Value [Line Items]
Derivative Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other non-current liabilities	Other non-current liabilities
Derivative Liability, Noncurrent	$ 16	$ 0
Derivatives in cash flow hedging relationships: | Commodity contracts
Derivatives, Fair Value [Line Items]
Derivative Asset, Current, Statement of Financial Position [Extensible Enumeration]	Prepaid expenses and other current assets	Prepaid expenses and other current assets
Derivative Asset, Current	$ 2	$ 0
Derivative Liability, Current, Statement of Financial Position [Extensible Enumeration]	Other current liabilities	Other current liabilities
Derivative Liability, Current	$ 1	$ 2
Derivatives in cash flow hedging relationships: | Forward exchange contracts
Derivatives, Fair Value [Line Items]
Derivative Asset, Current, Statement of Financial Position [Extensible Enumeration]	Prepaid expenses and other current assets	Prepaid expenses and other current assets
Derivative Asset, Current	$ 2	$ 2
Derivative Liability, Current, Statement of Financial Position [Extensible Enumeration]	Other current liabilities	Other current liabilities
Derivative Liability, Current	$ 3	$ 3
Derivative Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other non-current liabilities	Other non-current liabilities
Derivative Liability, Noncurrent	$ 0	$ 1

XML

Derivative Instruments - Schedule of Cash Flow Hedges Reclassified from AOCI (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Commodity contracts
Derivative [Line Items]
Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)	$ 2	$ (2)	$ (20)
Forward exchange contracts
Derivative [Line Items]
Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)	(1)	2	0
Treasury locks
Derivative [Line Items]
Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)	3	3	3
Derivatives in cash flow hedging relationships:
Derivative [Line Items]
Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)	(4)	(3)	17
Derivatives in cash flow hedging relationships: | Commodity contracts
Derivative [Line Items]
Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)	$ (2)	2	20
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration]	Cost of sales
Derivatives in cash flow hedging relationships: | Forward exchange contracts
Derivative [Line Items]
Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)	$ 1	(2)	0
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration]	Net sales
Derivatives in cash flow hedging relationships: | Treasury locks
Derivative [Line Items]
Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)	$ (3)	$ (3)	$ (3)
Derivative Instrument, Gain (Loss) Reclassified from AOCI into Income, Effective Portion, Statement of Income or Comprehensive Income [Extensible Enumeration]	Interest Expense

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Derivative Instruments - Schedule of Derivatives Not Designated as Hedging Instruments Recognized in Income (Details) - Derivatives not designated as hedging instruments: - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Derivative [Line Items]
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net	$ (1)	$ 9	$ (45)
Forward exchange contracts
Derivative [Line Items]
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net	$ 15	(7)	(45)
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Other income/(expenses), net
Interest rate swaps
Derivative [Line Items]
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net	$ (16)	$ 16	$ 0
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Other income/(expenses), net

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Derivative Instruments - Schedule of Fair Value Hedging Instruments Recognized in Income (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Forward exchange contracts | Derivatives not designated as hedging instruments:
Derivative [Line Items]
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Other income/(expenses), net
Interest rate swaps | Derivatives not designated as hedging instruments:
Derivative [Line Items]
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Other income/(expenses), net
Cross currency swaps | Derivatives not designated as hedging instruments:
Derivative [Line Items]
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Other income/(expenses), net
Derivatives in fair value hedging relationships:
Derivative [Line Items]
Gain (Loss) on Fair Value Hedges Recognized in Earnings	$ (2)	$ (27)	$ (86)
Derivatives in fair value hedging relationships: | Forward exchange contracts
Derivative [Line Items]
Gain (Loss) on Fair Value Hedges Recognized in Earnings	$ 0	0	(11)
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Other income/(expenses), net
Derivatives in fair value hedging relationships: | Interest rate swaps
Derivative [Line Items]
Gain (Loss) on Fair Value Hedges Recognized in Earnings	$ 4	(27)	(75)
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Interest Expense
Derivatives in fair value hedging relationships: | Cross currency swaps
Derivative [Line Items]
Gain (Loss) on Fair Value Hedges Recognized in Earnings	$ 2	0	0
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Interest Expense
Derivatives in fair value hedging relationships: | Cross currency swaps | Other income/(expenses), net
Derivative [Line Items]
Gain (Loss) on Fair Value Hedges Recognized in Earnings	$ (8)	$ 0	$ 0

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Derivative Instruments - Schedule of Changes in AOCI for Effective Derivatives (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Derivative [Line Items]
Tax effect	$ (1)	$ 1	$ 2
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax, Total	(5)	(1)	(7)
Commodity contracts
Derivative [Line Items]
Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)	2	(2)	(20)
Change in Unrealized Gain (Loss) on Fair Value Hedging Instruments	1	(2)	9
Forward exchange contracts
Derivative [Line Items]
Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)	(1)	2	0
Change in Unrealized Gain (Loss) on Fair Value Hedging Instruments	1	(3)	(1)
Treasury locks
Derivative [Line Items]
Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)	3	3	3
Cross currency swaps
Derivative [Line Items]
Change in Unrealized Gain (Loss) on Fair Value Hedging Instruments	$ (10)	$ 0	$ 0

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Defined Benefit Plans - Narrative (Details) $ in Millions		12 Months Ended
	Oct. 12, 2021 USD ($)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($) plan
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, benefit obligation		$ 1,227	$ 1,224	$ 1,314
Settlement impact	$ 186
Number of principal defined benefit plans | plan				3
Loss due to settlement	$ 3	$ (3)	$ (5)	$ (8)
Increase in discount rate		(0.10%)	0.50%
Expected contributions to defined benefit plans over the next fiscal year		$ 32
US Plan closed in July 2023
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, benefit obligation		$ 236

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Defined Benefit Plans - Net Periodic Benefit Costs (Details) - USD ($) $ in Millions		12 Months Ended
	Oct. 12, 2021	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Retirement Benefits [Abstract]
Service cost		$ 18	$ 13	$ 24
Interest cost		$ 50	49	39
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Expected Return (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]		Employee benefit assets
Expected return on plan assets		$ (57)	(55)	(61)
Amortization of net loss		3	2	5
Amortization of prior service credit		(4)	(3)	(3)
Curtailment credit		(1)	0	0
Settlement costs	$ (3)	3	5	8
Net periodic benefit cost		$ 12	$ 11	$ 12

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Defined Benefit Plans - Changes in Benefit Obligations (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Change in benefit obligation:
Benefit obligation at the beginning of the year	$ 1,224	$ 1,314
Service cost	18	13	$ 24
Interest cost	50	49	39
Participant contributions	6	6
Actuarial (gain)/loss	19	(90)
Plan curtailments	(1)	0
Settlements	(19)	(27)
Benefits paid	(61)	(62)
Administrative expenses	(6)	(4)
Plan amendments	1	(4)
Other	0	(2)
Foreign currency translation	(4)	31
Benefit obligation at the end of the year	1,227	1,224	$ 1,314
Accumulated benefit obligation at the end of the year	$ 1,191	$ 1,186
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income [Extensible Enumeration]	Interest Expense

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Defined Benefit Plans - Changes in Plan Assets (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Change in plan assets:
Fair value of plan assets at the beginning of the year	$ 1,061	$ 1,195
Actual return on plan assets	19	(100)
Employer contributions	36	26
Participant contributions	6	6
Benefits paid	(61)	(62)
Settlements	(19)	(27)
Administrative expenses	(6)	(4)
Other	(2)	0
Foreign currency translation	(1)	27
Fair value of plan assets at the end of the year	1,033	1,061
Funded status	$ (194)	$ (163)

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Defined Benefit Plans - Defined Benefit Plan with Projected Benefit Obligations in Excess of Plan Assets (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Retirement Benefits [Abstract]
Projected benefit obligation	$ 808	$ 832
Fair value of plan assets	$ 580	$ 601

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Defined Benefit Plans - Defined Benefit Plan with Accumulated Benefit Obligations in Excess of Plan assets (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Retirement Benefits [Abstract]
Accumulated benefit obligation	$ 786	$ 799
Fair value of plan assets	$ 574	$ 589

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Defined Benefit Plans - Amounts Recognized in Consolidated Balance Sheets (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Defined Benefit Plan Disclosure [Line Items]
Funded status	$ (194)	$ (163)
Non-current assets - Employee benefit assets
Defined Benefit Plan Disclosure [Line Items]
Funded status	34	67
Current liabilities - Other current liabilities
Defined Benefit Plan Disclosure [Line Items]
Funded status	(11)	(6)
Non-current liabilities - Employee benefit obligations
Defined Benefit Plan Disclosure [Line Items]
Funded status	$ (217)	$ (224)

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Defined Benefit Plans - Components of Other Comprehensive Income (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Retirement Benefits [Abstract]
Net actuarial loss/(gain) occurring during the year	$ 57	$ 65	$ (91)
Net prior service loss/(gain) occurring during the year	1	(4)	1
Amortization of actuarial loss	(3)	(2)	(5)
Gain recognized due to settlement/curtailment	(2)	(4)	(8)
Amortization of prior service credit	4	3	3
Loss on divestiture	0	0	(1)
Foreign currency translation	0	3	(14)
Tax effect	(12)	(11)	21
Total recognized in other comprehensive (income)/loss	$ 45	$ 50	$ (94)

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Defined Benefit Plans - Accumulated Other Comprehensive (Income) Loss at the End of Year (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Retirement Benefits [Abstract]
Net prior service credit	$ (13)	$ (17)	$ (15)
Net actuarial loss	181	128	65
Accumulated other comprehensive loss at the end of the year	$ 168	$ 111	$ 50

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Defined Benefit Plans - Weighted-average Assumptions Used to Determine Benefit Obligations (Details)	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Retirement Benefits [Abstract]
Discount rate	4.20%	4.30%	3.80%
Rate of compensation increase	1.90%	1.90%	2.30%

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Defined Benefit Plans - Weighted-average Assumptions Used to Determine Net Periodic Cost (Details)	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Retirement Benefits [Abstract]
Discount rate	4.30%	3.80%	2.10%
Rate of compensation increase	1.90%	2.30%	1.70%
Expected long-term rate of return on plan assets	5.50%	4.40%	3.80%

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Defined Benefit Plans - Expected Benefit Payments (Details) $ in Millions	Jun. 30, 2024 USD ($)
Retirement Benefits [Abstract]
2025	$ 72
2026	75
2027	77
2028	77
2029	77
2030-2034	$ 394

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Defined Benefit Plans - Pension Plan Assets Measured at Fair Value (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	$ 1,033	$ 1,061
Equity securities
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	129	168
Debt securities
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	355	482
Real estate
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	107	112
Insurance contracts
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	258	192
Cash and cash equivalents
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	151	71
Other
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	33	36
Level 1
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	356	261
Level 1 | Equity securities
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	100	114
Level 1 | Debt securities
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	104	77
Level 1 | Real estate
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	7	7
Level 1 | Insurance contracts
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	0	0
Level 1 | Cash and cash equivalents
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	140	58
Level 1 | Other
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	5	5
Level 2
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	411	599
Level 2 | Equity securities
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	29	54
Level 2 | Debt securities
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	251	405
Level 2 | Real estate
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	100	105
Level 2 | Insurance contracts
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	0	0
Level 2 | Cash and cash equivalents
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	11	13
Level 2 | Other
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	20	22
Level 3
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	266	201
Level 3 | Equity securities
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	0	0
Level 3 | Debt securities
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	0	0
Level 3 | Real estate
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	0	0
Level 3 | Insurance contracts
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	258	192
Level 3 | Cash and cash equivalents
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	0	0
Level 3 | Other
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, plan assets, amount	$ 8	$ 9

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Defined Benefit Plans - Changes in Fair Value of Level 3 Assets (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward]
Balance as of June 30, 2023	$ 1,061
Actual return on plan assets	19	$ (100)
Foreign currency translation	(1)	27
Balance as of June 30, 2024	1,033	1,061
Level 3
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward]
Balance as of June 30, 2023	201
Actual return on plan assets	82
Purchases, sales, and settlements	(11)
Transfer out of Level 3	(5)
Foreign currency translation	(1)
Balance as of June 30, 2024	$ 266	$ 201

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Debt - Schedule of Carrying Value of Long-term Debt (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Debt Instrument [Line Items]
Finance lease obligations	$ 43	$ 50
Unamortized discounts and debt issuance costs	(37)	(31)
Total debt	6,615	6,666
Less: current portion	(12)	(13)
Total long-term debt	6,603	6,653
Long-term debt, reclassified from short-term debt		12
Interest rate swaps
Debt Instrument [Line Items]
Fair value hedge accounting adjustments	(92)	(96)
Term debt
Debt Instrument [Line Items]
Long-term debt	5,270	4,243
Term debt | U.S. dollar notes, $500 million (3)
Debt Instrument [Line Items]
Debt issued	$ 500
Interest rates	4.00%
Long-term debt	$ 500	500
Term debt | U.S. dollar notes, $600 million
Debt Instrument [Line Items]
Debt issued	$ 600
Interest rates	3.63%
Long-term debt	$ 600	600
Term debt | U.S. dollar notes, $300 million
Debt Instrument [Line Items]
Debt issued	$ 300
Interest rates	3.10%
Long-term debt	$ 300	300
Term debt | Euro bonds, €500 million
Debt Instrument [Line Items]
Debt issued	$ 500
Interest rates	1.13%
Long-term debt	$ 535	543
Term debt | U.S. dollar notes, $500 million
Debt Instrument [Line Items]
Debt issued	$ 500
Interest rates	4.50%
Long-term debt	$ 500	500
Term debt | U.S. dollar notes, $500 million (1)
Debt Instrument [Line Items]
Debt issued	$ 500
Interest rates	5.45%
Long-term debt	$ 500	0
Term debt | U.S. dollar notes, $500 million
Debt Instrument [Line Items]
Debt issued	$ 500
Interest rates	2.63%
Long-term debt	$ 500	500
Term debt | U.S. dollar notes, $800 million
Debt Instrument [Line Items]
Debt issued	$ 800
Interest rates	2.69%
Long-term debt	$ 800	800
Term debt | Euro notes, €500 million (2)
Debt Instrument [Line Items]
Debt issued	$ 500
Interest rates	3.95%
Long-term debt	$ 535	0
Term debt | U.S. dollar notes, $500 million
Debt Instrument [Line Items]
Debt issued	$ 500
Interest rates	5.63%
Long-term debt	$ 500	500
Bank loans
Debt Instrument [Line Items]
Long-term debt	25	22
Commercial paper
Debt Instrument [Line Items]
Long-term debt	1,386	2,445
Other loans
Debt Instrument [Line Items]
Long-term debt	$ 20	$ 33

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Debt - Schedule of Contractual Maturities of Long-term Debt (Details) - USD ($) $ in Millions		12 Months Ended
	Apr. 26, 2022	Jun. 30, 2024
Debt Instrument [Line Items]
2025		$ 501
2026		797
2027		2,028
2028		503
2029		$ 501
3-year term syndicated facility
Debt Instrument [Line Items]
Term of credit facility	3 years	3 years
5-year term syndicated facility
Debt Instrument [Line Items]
Term of credit facility	5 years	5 years

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Debt - Narrative (Details) $ in Millions		12 Months Ended
	Apr. 26, 2022 USD ($) extension	Jun. 30, 2024 USD ($)	Apr. 23, 2024 USD ($)	Jun. 30, 2023 USD ($)
Debt Instrument [Line Items]
Ratio of indebtedness to assets		0.100
Financial covenant, maximum leverage ratio		3.9
Weighted-average interest rate		5.39%		3.98%
Credit facility
Debt Instrument [Line Items]
Amounts outstanding under credit facility		$ 3,800		$ 3,800
Undrawn commitments under credit facility		$ 2,400		1,300
Facility fees on undrawn commitments		0.125%
Credit facility | Collateral pledged
Debt Instrument [Line Items]
Property pledged as collateral		$ 37		$ 38
Term debt
Debt Instrument [Line Items]
Debt redemption price percentage		100.00%
3-year term syndicated facility
Debt Instrument [Line Items]
Term of credit facility	3 years	3 years
Line of credit, maximum borrowing capacity	$ 1,900		$ 1,700
Number of options to extend maturity date | extension	1
Maturity date extension period	12 months
5-year term syndicated facility
Debt Instrument [Line Items]
Term of credit facility	5 years	5 years
Line of credit, maximum borrowing capacity	$ 3,800
Number of options to extend maturity date | extension	2
Maturity date extension period	12 months

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Debt - Schedule of Short Term Debt (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Short-term Debt [Line Items]
Short-term debt	$ 84	$ 80
Bank loans
Short-term Debt [Line Items]
Short-term debt	57	13
Secured borrowings
Short-term Debt [Line Items]
Short-term debt	3	0
Bank overdrafts
Short-term Debt [Line Items]
Short-term debt	$ 24	$ 67

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Leases - Components of Lease Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Leases [Abstract]
Operating lease expense	$ 135	$ 127	$ 130
Short-term and variable lease expense	14	21	17
Amortization of right-of-use assets	4	4	2
Interest on lease liabilities	1	2	1
Total lease cost	$ 154	$ 154	$ 150

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Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Leases [Abstract]
Operating Lease, Right-of-Use Asset	$ 567	$ 533
Finance lease assets	57	57
Total lease assets	624	590
Current operating lease liabilities	114	101
Non-current operating lease liabilities	488	463
Current finance lease liabilities	11	10
Non-current finance lease liabilities	32	40
Total lease liabilities	$ 645	$ 614
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Property, plant, and equipment, net	Property, plant, and equipment, net
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Other current liabilities	Other current liabilities
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Current portion of long-term debt	Current portion of long-term debt
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Long-term debt, less current portion	Long-term debt, less current portion
Accumulated amortization of finance lease assets	$ 11	$ 12

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Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Leases [Abstract]
Operating cash flows from operating leases	$ 127	$ 118	$ 122
Operating cash flows from finance leases	1	2	1
Financing cash flows from finance leases	11	11	5
Operating leases	44	26	55
Finance leases	3	0	34
Operating leases	$ 73	$ 33	$ 88

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Leases - ASC 842 Lease Maturity (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Operating Leases
Fiscal year 2025	$ 132
Fiscal year 2026	121
Fiscal year 2027	104
Fiscal year 2028	92
Fiscal year 2029	74
Thereafter	182
Total lease payments	705
Less: imputed interest	(103)
Operating Lease, Liability	602
Finance Leases
Fiscal year 2025	12
Fiscal year 2026	7
Fiscal year 2027	3
Fiscal year 2028	2
Fiscal year 2029	2
Thereafter	24
Total lease payments	50
Less: imputed interest	(7)
Total lease liabilities	$ 43	$ 50

XML

Leases - Weighted Average Discount Rate and Remaining Lease Term (Details)	Jun. 30, 2024	Jun. 30, 2023
Leases [Abstract]
Weighted average remaining lease term, operating leases	7 years 2 months 12 days	8 years
Weighted average remaining lease term, finance leases	10 years 6 months	10 years 3 months 18 days
Weighted average discount rate, operating leases	4.10%	3.60%
Weighted average discount rate, finance leases	3.00%	3.00%

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Shareholders' Equity - Changes in Ordinary and Treasury Shares (Details) - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Beginning Balance	$ 4,090	$ 4,141	$ 4,821
Share buyback/cancellations	(30)	(432)	(601)
Purchase of treasury shares	(48)	(221)	(143)
Ending Balance	$ 3,953	$ 4,090	$ 4,141
Ordinary Shares
Beginning Balance (in shares)	1,448	1,489	1,538
Beginning Balance	$ 14	$ 15	$ 15
Share buy-back/cancellations (in shares)	(3)	(41)	(49)
Share buyback/cancellations	$ 0	$ (1)	$ 0
Ending Balance (in shares)	1,445	1,448	1,489
Ending Balance	$ 14	$ 14	$ 15
Treasury Shares
Beginning Balance (in shares)	1	2	3
Beginning Balance	$ (12)	$ (18)	$ (29)
Options exercised and shares vested (in shares)	(4)	(19)	(13)
Shares vested and related tax withholdings	$ 49	$ 227	$ 154
Purchase of treasury shares (in shares)	4	18	12
Purchase of treasury shares	$ (48)	$ (221)	$ (143)
Ending Balance (in shares)	1	1	2
Ending Balance	$ (11)	$ (12)	$ (18)

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Shareholders' Equity - Components of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ (862)
Ending balance	(1,020)	$ (862)
Foreign Currency Translation
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(823)	(892)	$ (691)
Other comprehensive income / (loss) before reclassifications	(108)	(9)	(220)
Amounts reclassified from accumulated other comprehensive loss	0	78	19
Net current period other comprehensive income / (loss)	(108)	69	(201)
Ending balance	(931)	(823)	(892)
Net Investment Hedge
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(13)	(13)	(13)
Other comprehensive income / (loss) before reclassifications	0	0	0
Amounts reclassified from accumulated other comprehensive loss	0	0	0
Net current period other comprehensive income / (loss)	0	0	0
Ending balance	(13)	(13)	(13)
Pension
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(10)	40	(54)
Other comprehensive income / (loss) before reclassifications	(46)	(53)	85
Amounts reclassified from accumulated other comprehensive loss	1	3	9
Net current period other comprehensive income / (loss)	(45)	(50)	94
Ending balance	(55)	(10)	40
Effective Derivatives
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(16)	(15)	(8)
Other comprehensive income / (loss) before reclassifications	(9)	(4)	6
Amounts reclassified from accumulated other comprehensive loss	4	3	(13)
Net current period other comprehensive income / (loss)	(5)	(1)	(7)
Ending balance	(21)	(16)	(15)
Total Accumulated Other Comprehensive Loss
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(862)	(880)	(766)
Other comprehensive income / (loss) before reclassifications	(163)	(66)	(129)
Amounts reclassified from accumulated other comprehensive loss	5	84	15
Net current period other comprehensive income / (loss)	(158)	18	(114)
Ending balance	$ (1,020)	$ (862)	$ (880)

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Shareholders' Equity - Amounts Reclassified from Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Other non-operating income, net	$ 3	$ 2	$ 11
Cost of sales	10,928	11,969	11,724
Income before income taxes	907	1,251	1,115
Tax effect on amounts reclassified into earnings	(163)	(193)	(300)
Net income attributable to Amcor plc	730	1,048	805
Reclassification out of Accumulated Other Comprehensive Income | Amortization of prior service credit
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Other non-operating income, net	(4)	(3)	(3)
Reclassification out of Accumulated Other Comprehensive Income | Amortization of actuarial loss
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Other non-operating income, net	3	2	5
Reclassification out of Accumulated Other Comprehensive Income | Loss on divestiture
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Other non-operating income, net	0	0	1
Reclassification out of Accumulated Other Comprehensive Income | Effect of pension settlement/curtailment
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Other non-operating income, net	2	4	8
Reclassification out of Accumulated Other Comprehensive Income | Accumulated defined benefit plans adjustments
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Income before income taxes	1	3	11
Tax effect on amounts reclassified into earnings	0	0	(2)
Net income attributable to Amcor plc	1	3	9
Reclassification out of Accumulated Other Comprehensive Income | (Gains) losses on cash flow hedges
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Income before income taxes	4	3	(17)
Tax effect on amounts reclassified into earnings	0	0	4
Net income attributable to Amcor plc	4	3	(13)
Reclassification out of Accumulated Other Comprehensive Income | (Gains) losses on cash flow hedges | Commodity contracts
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Cost of sales	2	(2)	(20)
Reclassification out of Accumulated Other Comprehensive Income | (Gains) losses on cash flow hedges | Forward exchange contracts
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Cost of sales	(1)	2	0
Reclassification out of Accumulated Other Comprehensive Income | (Gains) losses on cash flow hedges | Treasury locks
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Cost of sales	3	3	3
Reclassification out of Accumulated Other Comprehensive Income | (Gains) losses on foreign currency translation
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Cost of sales	0	78	19
Income before income taxes	0	78	19
Tax effect on amounts reclassified into earnings	0	0	0
Net income attributable to Amcor plc	$ 0	78	$ 19
Reclassification out of Accumulated Other Comprehensive Income | (Gains) losses on foreign currency translation | Russia
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Cost of sales		73
Reclassification out of Accumulated Other Comprehensive Income | (Gains) losses on foreign currency translation | Non-core operations
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Cost of sales		$ 5

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Shareholders' Equity - Narrative (Details) - $ / shares shares in Thousands	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Accumulated Other Comprehensive Income (Loss) [Line Items]
Forward contract indexed shares (in shares)	6,000	9,000
Forward contract share price (in dollars per share)	$ 12.11	$ 12.39
September 2023 And November 2023 Maturity
Accumulated Other Comprehensive Income (Loss) [Line Items]
Forward contract indexed to equity, settlement (in shares)	3,000

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Income Taxes - Components of Income Before Taxes and Equity in Income (Loss) of Affiliated Companies (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Tax Credit Carryforward [Line Items]
Total income before income taxes and equity in loss of affiliated companies	$ 907	$ 1,251	$ 1,115
Domestic (UK)
Tax Credit Carryforward [Line Items]
Total income before income taxes and equity in loss of affiliated companies	(108)	82	(58)
Foreign
Tax Credit Carryforward [Line Items]
Total income before income taxes and equity in loss of affiliated companies	$ 1,015	$ 1,169	$ 1,173

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Income Taxes - Income Tax Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Tax Credit Carryforward [Line Items]
Total current tax	$ 200	$ 250	$ 333
Total deferred tax	(37)	(57)	(33)
Income tax expense	163	193	300
Domestic (UK)
Tax Credit Carryforward [Line Items]
Total current tax	2	3	2
Total deferred tax	18	(6)	(10)
Foreign
Tax Credit Carryforward [Line Items]
Total current tax	198	247	331
Total deferred tax	$ (55)	$ (51)	$ (23)

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Income Taxes - Reconciliation of Income Tax Rate (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Tax Credit Carryforward [Line Items]
Income tax expense at statutory rate	$ 226	$ 256	$ 212
Foreign tax rate differential	(3)	54	43
Capital gain on the sale of the Russian business	0	63	0
Non-deductible expenses, non-taxable items, net	(6)	16	(2)
Change in valuation allowance	3	(7)	4
Uncertain tax positions, net	(51)	(39)	62
Other	(6)	(24)	(19)
Income tax expense	163	193	300
Effective income tax rate reconciliation, tax reform increase (decrease), amount	15
Effective income tax rate reconciliation, inflation increase (decrease), amount	$ 14
Effective income tax rate reconciliation, foreign currency exchange		$ 25
Movements in Deferred Income Taxes			$ 13
HMRC
Tax Credit Carryforward [Line Items]
Statutory tax rate	25.00%	20.50%	19.00%

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Income Taxes - Significant Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Deferred Tax Assets, Net [Abstract]
Inventories	$ 15	$ 20
Accrued employee benefits	78	70
Provisions	9	4
Net operating loss carryforwards	345	332
Tax credit carryforwards	31	37
Accruals and other	50	46
Total deferred tax assets	528	509
Valuation allowance	(403)	(400)
Net deferred tax assets	125	109
Deferred tax liabilities:
Property, plant, and equipment	(267)	(294)
Other intangible assets	(245)	(259)
Derivatives and other financial instruments	(26)	(25)
Undistributed foreign earnings	(23)	(13)
Total deferred tax liabilities	(561)	(591)
Net deferred tax liability	(436)	(482)
Deferred tax assets	148	134
Deferred tax liabilities	$ (584)	$ (616)

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Income Taxes - Narrative (Details) $ in Millions	12 Months Ended
	Jun. 30, 2024 USD ($) tax_jurisdiction	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2021 USD ($)
Operating Loss Carryforwards [Line Items]
Number of tax jurisdictions in which the entity operates (over) | tax_jurisdiction	40
Effective tax rate	18.00%	15.40%	26.90%
Increase in valuation allowance	$ 3	$ (7)	$ 4
Tax credit carryforwards	31	37
Deferred taxes not provided for earnings in certain foreign subsidiaries indefinitely reinvested	1,700
Deferred tax liability related to undistributed foreign earnings	23
Unrecognized tax benefits	104	155	195	$ 133
Interest and penalties related to uncertain tax positions	17	13	$ 12
HMRC
Operating Loss Carryforwards [Line Items]
Net operating losses that do not expire	$ 1,400
Other Taxing Authorities
Operating Loss Carryforwards [Line Items]
Net operating losses that do not expire		$ 1,300

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Income Taxes - Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Balance at the beginning of the year	$ 155	$ 195	$ 133
Additions based on tax positions related to the current year	10	12	50
Additions for tax positions of prior years	7	24	19
Reductions for tax positions from prior years	(39)	(69)	(6)
Reductions for settlements	(2)	(5)	0
Reductions due to lapse of statute of limitations	(27)	(2)	(1)
Balance at the end of the year	$ 104	$ 155	$ 195

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Share-based Compensation - Narrative (Details) - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares reserved for future issuance (in shares)	34
Share-based payment arrangement, expensed and capitalized, amount	$ 32	$ 54	$ 63
Unrecognized compensation costs	70
Stock options outstanding, Aggregate intrinsic value at end of the period	$ 3
Share options outstanding at end of the period	4 years 1 month 6 days
Vested and exercisable, aggregate intrinsic value at end of the period	$ 0
Vested and exercisable, weighted-average contractual life at end of the period	1 year 8 months 12 days
Proceeds from issuance of shares	$ 0	134	114
Intrinsic value of share options exercised	0	31	15
Performance rights/shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value of share options vested	$ 14	16	8
Share options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Conversion basis of awards to be exercised into ordinary shares at vesting	100.00%
Weighted average period of costs expected to be recognized	1 year 9 months 18 days
Fair value of share options vested	$ 5	$ 15	$ 13
Performance rights
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Conversion basis of awards to be exercised into ordinary shares at vesting	100.00%
Performance shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Conversion basis of awards to be exercised into ordinary shares at vesting	100.00%
Officers and employees | Performance rights/shares | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Requisite service period of awards	2 years
Officers and employees | Performance rights/shares | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Requisite service period of awards	3 years
Officers and employees | Share options | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Requisite service period of awards	5 years
Officers and employees | Share options | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Requisite service period of awards	10 years

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Share-based Compensation - Fair Value Assumptions Used for Shares Options Granted (Details) - $ / shares	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Share options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value of share options granted (in dollars per share)	$ 1.45	$ 1.66	$ 1.29
Risk free interest rate (%)	4.60%	3.40%	1.00%
Expected share price volatility (%)	21.80%	23.00%	22.00%
Expected dividend yield (%)	5.20%	4.00%	4.10%
Expected life (in years)	6 years 7 months 6 days	6 years 1 month 6 days	6 years 1 month 6 days
Restricted share units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value of other than options granted (in dollars per share)	$ 9.44	$ 11.91	$ 11.62
Performance rights/shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value of other than options granted (in dollars per share)	$ 6.37	$ 8.18	$ 9.40
Risk free interest rate (%)	4.80%	3.50%	0.40%
Expected share price volatility (%)	23.40%	23.00%	22.00%
Expected dividend yield (%)	5.20%	4.00%	4.10%
Share rights
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value of other than options granted (in dollars per share)	$ 8.42	$ 10.90	$ 11.44

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Share-based Compensation - Changes in Share Options (Details) shares in Millions	12 Months Ended
	Jun. 30, 2024 $ / shares shares
Number
Share options outstanding at beginning of period (in shares) | shares	33
Granted (in shares) | shares	8
Forfeited (in shares) | shares	(8)
Share options outstanding at end of period (in shares) | shares	33
Vested and exercisable at end of period (in shares) | shares	13
Weighted-average Exercise Price
Share options outstanding at beginning of period (in dollars per share) | $ / shares	$ 11.29
Granted (in dollars per share) | $ / shares	9.35
Forfeited (in dollars per share) | $ / shares	11.20
Share options outstanding at end of period (in dollars per share) | $ / shares	10.86
Vested and exercisable, weighted-average exercise price at end of period (in dollars per share) | $ / shares	$ 10.36

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Share-based Compensation - Changes in Restricted Shares/Units, Performance Rights/Units and Shares Rights (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Restricted share units
Number
Outstanding at beginning of period (in shares)	1
Granted (in shares)	3
Exercised (in shares)	(1)
Forfeited (in shares)	0
Outstanding at end of period (in shares)	3	1
Weighted-average Grant Date Fair Value
Outstanding at beginning of period (in dollars per share)	$ 11.67
Granted (in dollars per share)	9.44	$ 11.91	$ 11.62
Exercised (in dollars per share)	11.54
Forfeited (in dollars per share)	12.00
Outstanding at end of period (in dollars per share)	$ 9.85	$ 11.67
Fair value vested ($ in millions)	$ 6	$ 2	$ 3
Performance rights/shares
Number
Outstanding at beginning of period (in shares)	11
Granted (in shares)	6
Exercised (in shares)	(2)
Forfeited (in shares)	(3)
Outstanding at end of period (in shares)	12	11
Weighted-average Grant Date Fair Value
Outstanding at beginning of period (in dollars per share)	$ 8.20
Granted (in dollars per share)	6.37	$ 8.18	$ 9.40
Exercised (in dollars per share)	7.20
Forfeited (in dollars per share)	7.39
Outstanding at end of period (in dollars per share)	$ 7.72	$ 8.20
Fair value vested ($ in millions)	$ 14	$ 16	$ 8
Share rights
Number
Outstanding at beginning of period (in shares)	4
Granted (in shares)	1
Exercised (in shares)	(2)
Forfeited (in shares)	(1)
Outstanding at end of period (in shares)	2	4
Weighted-average Grant Date Fair Value
Outstanding at beginning of period (in dollars per share)	$ 11.22
Granted (in dollars per share)	8.42	$ 10.90	$ 11.44
Exercised (in dollars per share)	11.43
Forfeited (in dollars per share)	10.66
Outstanding at end of period (in dollars per share)	$ 9.82	$ 11.22
Fair value vested ($ in millions)	$ 24	$ 20	$ 7

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Earnings Per Share Computations - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net income attributable to Amcor plc	$ 730	$ 1,048	$ 805
Distributed and undistributed earnings attributable to shares to be repurchased	(3)	(7)	(3)
Net income available to ordinary shareholders of Amcor plc—basic and diluted	$ 727	$ 1,041	$ 802
Weighted-average ordinary shares outstanding	1,445	1,478	1,514
Weighted-average ordinary shares to be repurchased by Amcor plc	(6)	(10)	(5)
Effect of dilutive shares	2	8	6
Weighted-average ordinary shares outstanding for EPS—diluted	1,441	1,476	1,516
Basic earnings per ordinary share	$ 0.505	$ 0.709	$ 0.532
Diluted earnings per ordinary share	$ 0.505	$ 0.705	$ 0.529
Excluding forward contracts to purchase own shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Weighted-average ordinary shares outstanding	1,439	1,468	1,509

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Earnings Per Share Computations - Narrative (Details) - shares shares in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Earnings Per Share [Abstract]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	29	16	7

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Contingencies and Legal Proceedings (Details) $ in Millions	12 Months Ended
	Jun. 30, 2024 USD ($)
Site Contingency [Line Items]
Loss contingency accrual	$ 12
Loss contingency, estimate of possible loss	23
Loss contingency, letters of credit	16
Loss contingency, judicial insurance	1
Loss contingency, cash deposited	12
Accrual for environmental loss contingencies, component amount	44
Threshold to determine disclosure of proceedings	1
Potentially responsible party
Site Contingency [Line Items]
Accrual for environmental loss contingencies, component amount	$ 9

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Segments - Narrative (Details)	12 Months Ended
	Jun. 30, 2024 segment
Segment Reporting [Abstract]
Number of reportable segments	2
Number of flexible operating segments	5

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Segments - Information About Reportable Segments (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Segment Reporting Information [Line Items]
Net sales	$ 13,640	$ 14,694	$ 14,544
Adjusted earnings before interest and taxes ("Adjusted EBIT")	1,560	1,608	1,701
Restructuring programs	0	0	(37)
Amortization of acquired intangible assets in business combinations	(167)	(160)	(163)
Impact of hyperinflation	53	24	16
Net gain (loss) on disposals	0	0	(10)
Property and other losses, net	0	(2)	(13)
Russia-Ukraine conflict impacts	(97)	104	(234)
CEO Transition Costs	(8)	0	0
Other	(22)	(2)	(12)
Interest income	38	31	24
Interest expense	(348)	(290)	(159)
Equity in loss of affiliated companies	4	0	0
Income before income taxes	907	1,251	1,115
Restructuring and related expenses, net	97	111	96
Fair value hedge, gain	16	16
Restructuring, acquisition, pension settlement		5
Restructuring, acquisition, litigation and integration expenses		13
Other operating income, pension settlement expenses			8
Non-core operations
Segment Reporting Information [Line Items]
Net gain (loss) on disposals			10
Russia
Segment Reporting Information [Line Items]
Russia-Ukraine conflict impacts	(97)	90	(200)
Gain on disposal of Russian business, net	0	215	0
Other expenses		18	5
Restructuring and related expenses, net		107	57
Russia-Ukraine impairment expenses	0	0	138
South Africa
Segment Reporting Information [Line Items]
Closure of segment, property claims and losses		5
Insurance recoveries		3
Russia and Ukraine
Segment Reporting Information [Line Items]
Russia-Ukraine impairment expenses	0	0	138
Flexibles
Segment Reporting Information [Line Items]
Net sales	10,332	11,154	11,151
Adjusted earnings before interest and taxes ("Adjusted EBIT")	1,395	1,429	1,517
Rigid Packaging
Segment Reporting Information [Line Items]
Net sales	3,308	3,540	3,393
Adjusted earnings before interest and taxes ("Adjusted EBIT")	259	265	289
Other
Segment Reporting Information [Line Items]
Adjusted earnings before interest and taxes ("Adjusted EBIT")	(94)	(86)	(105)
Operating segments | Flexibles
Segment Reporting Information [Line Items]
Net sales	10,332	11,154	11,151
Operating segments | Rigid Packaging
Segment Reporting Information [Line Items]
Net sales	3,308	3,540	3,393
Operating segments | Other
Segment Reporting Information [Line Items]
Net sales	$ 0	$ 0	$ 0

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Segments - Additional Financial Information About Segments (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Segment Reporting, Asset Reconciling Item [Line Items]
Total capital expenditures for the acquisition of long-lived assets	$ 492	$ 526	$ 527
Total depreciation and amortization on long-lived assets	583	569	579
Flexibles
Segment Reporting, Asset Reconciling Item [Line Items]
Total capital expenditures for the acquisition of long-lived assets	372	384	376
Total depreciation and amortization on long-lived assets	447	436	450
Rigid Packaging
Segment Reporting, Asset Reconciling Item [Line Items]
Total capital expenditures for the acquisition of long-lived assets	112	133	136
Total depreciation and amortization on long-lived assets	130	125	120
Other
Segment Reporting, Asset Reconciling Item [Line Items]
Total capital expenditures for the acquisition of long-lived assets	8	9	15
Total depreciation and amortization on long-lived assets	$ 6	$ 8	$ 9

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Segments - Sales by Major Product (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Revenue from External Customer [Line Items]
Net sales	$ 13,640	$ 14,694	$ 14,544
Flexibles
Revenue from External Customer [Line Items]
Net sales	10,332	11,154	11,151
Flexibles | Films and other flexible products
Revenue from External Customer [Line Items]
Net sales	9,310	10,061	10,033
Flexibles | Specialty flexible folding cartons
Revenue from External Customer [Line Items]
Net sales	1,022	1,093	1,118
Rigid Packaging
Revenue from External Customer [Line Items]
Net sales	3,308	3,540	3,393
Rigid Packaging | Containers, preforms, and closures
Revenue from External Customer [Line Items]
Net sales	$ 3,308	$ 3,540	$ 3,393

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Segments - Long-lived Assets by Geographic Areas (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023
Segment Reporting Information [Line Items]
Long-lived assets	$ 3,763	$ 3,762
United States of America
Segment Reporting Information [Line Items]
Long-lived assets	1,717	1,710
Other Countries
Segment Reporting Information [Line Items]
Long-lived assets	$ 2,046	$ 2,052

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Segments - Disaggregation of Revenue by Geography (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Disaggregation of Revenue [Line Items]
Net sales	$ 13,640	$ 14,694	$ 14,544
Flexibles
Disaggregation of Revenue [Line Items]
Net sales	10,332	11,154	11,151
Rigid Packaging
Disaggregation of Revenue [Line Items]
Net sales	3,308	3,540	3,393
North America
Disaggregation of Revenue [Line Items]
Net sales	6,603	7,156	6,952
North America | Flexibles
Disaggregation of Revenue [Line Items]
Net sales	4,095	4,411	4,296
North America | Rigid Packaging
Disaggregation of Revenue [Line Items]
Net sales	2,508	2,745	2,656
Latin America
Disaggregation of Revenue [Line Items]
Net sales	1,913	1,909	1,797
Latin America | Flexibles
Disaggregation of Revenue [Line Items]
Net sales	1,113	1,114	1,060
Latin America | Rigid Packaging
Disaggregation of Revenue [Line Items]
Net sales	800	795	737
Europe
Disaggregation of Revenue [Line Items]
Net sales	3,507	3,952	4,062
Europe | Flexibles
Disaggregation of Revenue [Line Items]
Net sales	3,507	3,952	4,062
Europe | Rigid Packaging
Disaggregation of Revenue [Line Items]
Net sales	0	0	0
Asia Pacific
Disaggregation of Revenue [Line Items]
Net sales	1,617	1,677	1,733
Asia Pacific | Flexibles
Disaggregation of Revenue [Line Items]
Net sales	1,617	1,677	1,733
Asia Pacific | Rigid Packaging
Disaggregation of Revenue [Line Items]
Net sales	$ 0	$ 0	$ 0

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Deed of Cross Guarantee - Deed of Cross Guarantee Statement of Income (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Net sales	$ 13,640	$ 14,694	$ 14,544
Cost of sales	(10,928)	(11,969)	(11,724)
Gross profit	2,712	2,725	2,820
Other income/(expenses), net	(35)	26	33
Operating income	1,214	1,508	1,239
Interest income	38	31	24
Interest expense	(348)	(290)	(159)
Other non-operating income, net	3	2	11
Income tax expense	(163)	(193)	(300)
Net income attributable to Amcor plc	730	1,048	$ 805
Guarantor Subsidiaries
Net sales	323	377
Cost of sales	(280)	(319)
Gross profit	43	58
Operating expenses	(361)	(1,125)
Other income/(expenses), net	910	1,599
Operating income	592	532
Interest income	9	15
Interest expense	(78)	(38)
Income before income taxes	523	509
Income tax expense	17	(22)
Net income attributable to Amcor plc	$ 540	$ 487

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Deed of Cross Guarantee - Deed of Cross Guarantee Statement of Comprehensive Income (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Net income attributable to Amcor plc	$ 730	$ 1,048	$ 805
Foreign currency translation adjustments, net of tax	(108)	69	(201)
Other comprehensive loss	(158)	18	(114)
Comprehensive income/(loss) attributable to non-controlling interest	10	10	10
Total comprehensive income	582	1,076	$ 701
Guarantor Subsidiaries
Net income attributable to Amcor plc	540	487
Foreign currency translation adjustments, net of tax	0	(10)
Other comprehensive loss	0	(10)
Comprehensive income/(loss) attributable to non-controlling interest	0	0
Total comprehensive income	$ 540	$ 477

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Deed of Cross Guarantee - Deed of Cross Guarantee Statement of Income and Accumulated Losses (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Retained earnings, beginning balance	$ 865
Net income attributable to Amcor plc	730	$ 1,048	$ 805
Retained earnings at the end of the financial period	879	865
Guarantor Subsidiaries
Retained earnings, beginning balance	6,937	7,167
Net income attributable to Amcor plc	540	487
Retained earnings before distribution	7,477	7,654
Dividends recognized during the financial period	716	717
Retained earnings at the end of the financial period	$ 6,761	$ 6,937	$ 7,167

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Deed of Cross Guarantee - Deed of Cross Guarantee Balance Sheet (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2021
Cash and cash equivalents	$ 588	$ 689
Receivables, net	1,846	1,875
Prepaid expenses and other current assets	500	531
Total current assets	4,965	5,308
Property, plant, and equipment, net	3,763	3,762
Deferred tax assets	148	134
Other intangible assets, net	1,391	1,524
Goodwill	5,345	5,366	$ 5,285
Other non-current assets	311	309
Total non-current assets	11,559	11,695
Total assets	16,524	17,003
Short-term debt	84	80
Trade payables	2,580	2,690
Accrued employee costs	399	396
Other current liabilities	1,186	1,297
Total current liabilities	4,261	4,476
Other non-current liabilities	418	481
Total liabilities	12,571	12,913
Issued capital	14	14
Additional paid-in capital	4,019	4,021
Retained earnings	879	865
Accumulated other comprehensive loss	(1,020)	(862)
Total Amcor plc shareholders' equity	3,881	4,026
Non-controlling interests	72	64
Total shareholders' equity	3,953	4,090	4,141	$ 4,821
Total liabilities and shareholders' equity	16,524	17,003
Guarantor Subsidiaries
Cash and cash equivalents	89	54
Receivables, net	295	342
Inventories, net	55	60
Prepaid expenses and other current assets	25	21
Total current assets	464	477
Property, plant, and equipment, net	60	60
Deferred tax assets	5	6
Other intangible assets, net	10	13
Goodwill	88	88
Other non-current assets	13,062	13,308
Total non-current assets	13,225	13,475
Total assets	13,689	13,952
Short-term debt	338	826
Trade payables	133	153
Accrued employee costs	21	23
Other current liabilities	73	143
Total current liabilities	565	1,145
Other non-current liabilities	2	2
Total liabilities	567	1,147
Issued capital	14	14
Additional paid-in capital	4,827	4,829
Retained earnings	6,761	6,937	$ 7,167
Accumulated other comprehensive loss	1,025	1,025
Total Amcor plc shareholders' equity	12,627	12,805
Non-controlling interests	495	0
Total shareholders' equity	13,122	12,805
Total liabilities and shareholders' equity	$ 13,689	$ 13,952

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Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
Supplemental Cash Flow Elements [Abstract]
Interest paid, net of amounts capitalized	$ 336	$ 276	$ 155
Income taxes paid	253	225	256
Non-cash investing activities:
Purchase of property, plant, and equipment accrued, but not paid	81	71	110
Contingent and deferred liabilities incurred related to acquired businesses, but not paid	$ 27	$ 41	$ 0

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Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Millions		12 Months Ended
	Aug. 15, 2024	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022	Aug. 05, 2024	May 31, 2024
Subsequent Event [Line Items]
Dividends declared (in USD per share)		$ 0.4975	$ 0.4875	$ 0.4775
Cross currency swaps
Subsequent Event [Line Items]
Derivative, notional amount		$ 500	$ 0			$ 500
Subsequent Event
Subsequent Event [Line Items]
Dividends declared (in USD per share)	$ 0.1250
Subsequent Event | Cross currency swaps
Subsequent Event [Line Items]
Derivative, notional amount					$ 500
Derivative, average fixed interest rate					4.30%

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Schedule II - Valuation of Qualifying Accounts and Reserves (Details) - USD ($) $ in Millions	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2022
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]
Accounts Receivable, Allowance for Credit Loss	$ (24)	$ (21)
Reserves for Doubtful Accounts, Sales Returns, Discounts and Allowances
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]
Balance at the Beginning of the Year	21	25	$ 28
Additions Charged to Profit and Loss	7	3	2
Write-offs	(3)	(8)	(3)
Foreign Currency Impact and Other	(1)	1	(2)
Balance at End of the Year	$ 24	21	25
Reserves for Doubtful Accounts, Sales Returns, Discounts and Allowances | Cumulative Effect, Period of Adoption, Adjusted Balance
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]
Balance at the Beginning of the Year		$ 25
Balance at End of the Year			$ 25

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Label	Element	Value
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations	us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations	$ 850,000,000