Smurfit Kappa Group SW Form 10-Q filing Q1 FY2026

Condensed Consolidated Statements of Operations for the three months ended March 31, 2026 and March 31, 2025 5

Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2026 and March 31, 2025 6

Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025 7

Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and March 31, 2025 8

Condensed Consolidated Statements of Changes in Equity for the three months ended March 31, 2026 and March 31, 2025 9

Notes to Condensed Consolidated Financial Statements 11

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 25

Item 3. Quantitative and Qualitative Disclosures About Market Risk 36

Item 4. Controls and Procedures 36

PART II OTHER INFORMATION 37

Item 1. Legal Proceedings 37

Item 1A. Risk Factors 37

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 37

Item 3. Defaults Upon Senior Securities 37

Item 4. Mine Safety Disclosures 37

Item 5. Other Information 37

Item 1. Financial Statements

6

7

The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

8

The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

9

(1) Includes cash dividends and dividend equivalent units declared on certain unvested share-based payment awards.

10

(1) Includes cash dividends and dividend equivalent units declared on certain unvested share-based payment awards.

The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

11

Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

1. Description of Business and Summary of Significant Accounting Policies

1.1. Description of Business

Unless the context otherwise requires, or unless indicated otherwise, “we”, “us”, “our”, “Smurfit Westrock” and “the Company” refer

to the business of Smurfit Westrock plc, its wholly-owned subsidiaries and its partially-owned consolidated subsidiaries.

Smurfit Westrock plc is a company limited by shares that is incorporated in Ireland. We are a multinational provider of sustainable

fiber-based paper and packaging solutions. We partner with our customers to provide differentiated, sustainable paper and packaging

solutions that enhance our customers’ prospects of success in their markets. Our team members support customers around the world

from our operating and business locations in North America, South America, Europe, Asia, Africa, and Australia.

1.2. Basis of Presentation

We derived the Condensed Consolidated Balance Sheet at December 31, 2025 from the audited consolidated financial statements

included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Consolidated Financial

Statements”). In the opinion of management, all normal recurring adjustments necessary for a fair statement of the Condensed

Consolidated Financial Statements have been included for the interim periods reported.

The accompanying Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting

principles generally accepted in the U.S. for interim financial information and with Article 10 of Regulation S-X of the Securities and

Exchange Commission. Accordingly, they omit certain notes and other information from the 2025 Consolidated Financial Statements.

Therefore, these Condensed Consolidated Financial Statements should be read in conjunction with the 2025 Consolidated Financial

Statements. The results for the three months ended March 31, 2026 are not necessarily indicative of results that may be expected for

the full year.

The preparation of the Condensed Consolidated Financial Statements requires management to make certain estimates and assumptions

that affect the reported amounts of assets and liabilities at the date of the Condensed Consolidated Financial Statements, disclosures

about gain contingencies and contingent liabilities and the reported amounts of revenues and expenses, including income taxes during

the reporting period.

Due to rounding, numbers presented throughout this document may not add up precisely to the totals provided and percentages may

not precisely reflect the absolute figures.

1.3. Significant Accounting Policies

There have been no changes to the Company’s significant accounting policies as described in “Note 1. Description of Business and

Summary of Significant Accounting Policies” of the 2025 Consolidated Financial Statements.

1.4. New Accounting Standards Recently Adopted

During the three months ended March 31, 2026 there were no newly issued or newly applicable accounting pronouncements adopted

that had, or are expected to have, a material impact on the Condensed Consolidated Financial Statements.

1.5. New Accounting Standards Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation

Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” (“ASU 2024-03”). This ASU requires new financial

statement disclosures disaggregating prescribed expense categories within relevant income statement expense captions. ASU 2024-03

will be effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027.

Adoption is either with a prospective method or a retrospective method of transition. Early adoption is permitted. The Company is

currently evaluating the impact of this standard on its disclosures in the consolidated financial statements.

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Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

2. Segment Information

We report our financial results of operations in the following three reportable segments:

i.North America, which includes operations in the U.S., Canada and Mexico.

ii.Europe, the Middle East and Africa (“MEA”) and Asia-Pacific (“APAC”).

iii.Latin America (“LATAM”), which includes operations in Central America and the Caribbean, Argentina, Brazil, Chile, Colombia,

Ecuador and Peru.

Segment profitability is measured based on Adjusted EBITDA, defined as income before income taxes, unallocated corporate costs,

depreciation, depletion and amortization, interest expense, net, pension and other postretirement non-service income, net, share-based

compensation expense, other expense, net, impairment and restructuring costs, transaction and integration-related expenses associated

with the Combination and other specific items that management believes are not indicative of the ongoing operating results of the

business.

The following tables show selected financial data for our segments. Total assets by segment are not disclosed as this information is not

regularly provided to the Company’s chief operating decision maker (“CODM”).

Other adjustments in the table above include losses at closed facilities of $13 million.

13

Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

Other adjustments in the table above include losses at closed facilities of $2 million.

14

Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

3. Revenue Recognition

Disaggregated Revenue

The following tables summarize our disaggregated revenue with unaffiliated customers by product type and segment for the three

months ended March 31, 2026 and 2025. Net sales are attributed to segments based on the location of production.

Packaging revenue is derived mainly from the sale of corrugated and consumer packaging products. The remainder of packaging

revenue is composed of bag-in-box, packaging solutions and other paper-based packaging products.

Revenue Contract Balances

Contract assets relate to the manufacture of certain products that have no alternative use to us, with right to payment for performance

completed to date on these products, including a reasonable profit. Contract assets are reduced when the customer takes title to the

goods and assumes the risks and rewards for the goods. Contract liabilities represent obligations to transfer goods or services to a

customer for which we have received consideration and are reduced once control of the goods is transferred to the customer.

On the Condensed Consolidated Balance Sheets, contract assets reported within “Other current assets” were $167 million and

$170 million at March 31, 2026 and December 31, 2025, respectively, and contract liabilities reported within “Other current

liabilities” were $15 million and $6 million at March 31, 2026 and December 31, 2025, respectively.

4. Accounts Receivable, net

Accounts receivable consists of the following:

Allowances include the reserves for allowance for estimated credit impairment losses, returns, early settlement discounts and rebates

(where netting requirements are met).

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Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

5. Inventories

Inventories are as follows:

6. Property, Plant and Equipment, net

Property, plant and equipment consists of the following:

Depreciation and depletion expense for the three months ended March 31, 2026 and 2025 was $690 million and $569 million,

respectively. This is recognized within “Cost of goods sold” and “Selling, general and administrative expenses” in the Condensed

Consolidated Statements of Operations. Depreciation and depletion expense for the three months ended March 31, 2026 includes

$70 million of accelerated depreciation related to machine closures (Three months ended March 31, 2025: $— million).

Non-cash additions to property, plant and equipment included within accounts payable were $314 million and $518 million at

March 31, 2026 and December 31, 2025, respectively.

7. Interest

The components of interest expense, net are as follows:

Total cash paid for interest, net of interest received was $134 million and $133 million for the three months ended March 31, 2026 and

2025, respectively. Of this, capitalized interest paid was $2 million and $7 million for the three months ended March 31, 2026 and

2025, respectively.

16

Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

8. Fair Value Measurement

The carrying values, net of deferred debt issuance costs, and estimated fair values of debt with fixed interest rates (classified as Level

2 in the fair value hierarchy) were as follows:

The fair value of the Company's debt with fixed interest rates is based on quoted market prices. With the exception of debt with fixed

interest rates, the carrying amounts of all other debt instruments approximate their fair values. The variable nature and repricing dates

of the receivables securitization facilities and the revolving credit facility result in carrying values approximating their fair values.

Both the revolving credit facility and the receivables securitization facilities are classified as Level 2 in the fair value hierarchy.

Accounts Receivable Monetization Agreements

The following table presents a summary of the accounts receivable monetization agreements for the three months ended March 31,

2026 and March 31, 2025:

Receivables sold under these accounts receivable monetization agreements as of the respective balance sheet dates were approximately

$596 million and $659 million at March 31, 2026 and December 31, 2025, respectively.

Cash proceeds or payments related to the receivables sold are included in “Net cash provided by operating activities” in the Condensed

Consolidated Statements of Cash Flows in the “Accounts receivable” line item. The expense related to the sale of receivables was

$8 million for the three months ended March 31, 2026 (March 31, 2025: $10 million). The expense recorded may vary depending on

current rates and levels of receivables sold and is recorded in “Other expense, net” in the Condensed Consolidated Statements of

Operations. Although the sales are made without recourse, we maintain continuing involvement with the receivables sold as we

provide collections services related to the transferred assets. The associated servicing liability is not material given the high credit

quality of the customers underlying the receivables and the anticipated short collection period.

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Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

9. Debt

The following were individual components of debt:

For the terms attached to the senior notes, the revolving credit facility, the term loans and the commercial paper programs, refer to the

narrative included in “Note 15. Debt” of the 2025 Consolidated Financial Statements. The carrying amount of borrowings which are

designated as net investment hedges, as outlined therein, has not changed materially and no ineffectiveness was recognized in the

period.

At March 31, 2026, all of our debt was unsecured with the exception of our receivables securitization facilities and finance lease

obligations.

There were no new issuances or redemptions during the period in relation to the senior notes.

18

Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

Receivables Securitization Facilities

We have three trade receivables securitization programs. For the size, terms and maturities attached to these programs, refer to the

narrative included in “Note 15. Debt” of the 2025 Consolidated Financial Statements.

As of March 31, 2026, the gross amount of receivables collateralizing the euro denominated trade receivables programs was

€728 million (December 31, 2025: €749 million). At March 31, 2026, maximum available borrowings, when excluding amounts

drawn under these programs, were $13 million (December 31, 2025: $13 million).

As of March 31, 2026, the gross amount of receivables collateralizing the U.S. dollar denominated trade receivables program was

$1,032 million (December 31, 2025: $1,043 million). At March 31, 2026, maximum available borrowings, when excluding amounts

drawn under these programs, were $150 million (December 31, 2025: $47 million).

10. Income Taxes

The effective tax rate for the three months ended March 31, 2026 was 25.0%. The effective tax rate was primarily impacted by (i) the

tax benefit associated with the release of $8 million of unrecognized tax benefits, (ii) along with the increase of $6 million of accrued

interest and penalties associated with the unrecognized tax benefits, (iii) tax benefit associated with a non-recurring adjustment to

certain deferred tax assets of $11 million (iv) losses during the period that have not been recognized due to uncertainty regarding their

future realization, and (v) certain non-deductible expenses and other non-recurring items.

The effective tax rate for the three months ended March 31, 2025 was 2.1%. The effective tax rate was primarily impacted by the tax

benefit associated with the resolution of $72 million of unrecognized tax benefits (due to the lapse of the statute of limitations), along

with the release of $24 million of accrued interest and penalties associated with the unrecognized tax benefits. The effective tax rate

was further impacted by the geographical mix of where earnings are generated and certain non-deductible expenses.

During the three months ended March 31, 2026 and March 31, 2025, cash paid for income taxes, net of refunds, was $105 million and

$107 million, respectively.

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Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

11. Retirement Plans and Deferred Compensation Arrangements

The net periodic benefit (income) cost recognized in the Condensed Consolidated Statements of Operations is composed of the

following:

Service cost is included within “Cost of goods sold” and “Selling, general and administrative expenses” while all other components

are recorded within “Pension and other postretirement non-service income, net”.

Pension Plan Contributions and Benefit Payments

There were no changes in the period in connection to the funding standards and funding requirements for our qualified and approved

pension plans.

The contributions paid and expected to be paid during the current fiscal year are not significantly different from the amounts as

disclosed in “Note 19. Retirement Plans and Deferred Compensation Arrangements” of the 2025 Consolidated Financial Statements.

Deferred Compensation Arrangements

We have financial assets related to supplemental retirement savings plans (“Supplemental Plans”) that are carried at cash surrender

value. These Supplemental Plans are non-qualified deferred compensation plans where participants’ accounts are credited with

investment gains and losses in accordance with their investment election or elections. The investment alternatives under the

Supplemental Plans are generally similar to investment alternatives available under 401(k) plans. Assets and liabilities held in respect

of these Supplemental Plans were carried at $204 million and $158 million, respectively, as of March 31, 2026 (December 31, 2025:

$203 million and $158 million, respectively).

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Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

12. Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share:

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume

conversion of all dilutive potential ordinary shares. These comprise restricted stock units, performance stock units and performance

shares issued under the Company’s long-term incentive plans.

For the three months ended March 31, 2026, and 2025, respectively, there were no material weighted average share-based

compensation awards excluded from the diluted earnings per share computation because the effect would have been antidilutive.

13. Commitments and Contingencies

Brazil Tax Liability

Our subsidiary, WestRock, is challenging claims by the Brazil Federal Revenue Department that we underpaid taxes as a result of

amortization of goodwill generated by the 2002 merger of two of its Brazilian subsidiaries. The matter has proceeded through the

Brazil Administrative Council of Tax Appeals (“CARF”) principally in two proceedings, covering tax years 2003 to 2008 and 2009 to

2012. WestRock was assessed additional taxes, penalties, and interest in both CARF proceedings. In the proceeding for the tax years

2003 to 2008, WestRock was also assessed penalties and interest for fraud, but WestRock won the fraud claim in the proceeding for

the tax years 2009 to 2012. WestRock subsequently filed two lawsuits in Brazilian federal courts seeking annulment of the adverse

CARF decisions. In February 2025, the federal court adjudicating the WestRock challenge to CARF's decision against WestRock for

the 2003 and 2008 period issued a ruling in favor of WestRock nullifying the financial assessments in that case. The decision of the

federal court was appealed by the tax authorities.

We assert that we have no liability in these matters. The total amount in dispute in the two cases before CARF and in the annulment

actions relating to the claimed tax deficiency was R$800 million ($153 million) as of March 31, 2026, including various penalties and

interest. Resolution of the tax positions could have a material adverse effect on our cash flows and results of operations or materially

benefit our results of operations in future periods depending upon their ultimate resolution.

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Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

Asbestos-Related Litigation

We have been named as a defendant in asbestos-related personal injury litigation, primarily in relation to the historical operations of

certain companies acquired by the Company. To date, the costs resulting from the litigation, including settlement costs, have not been

significant. We accrue for the estimated value of pending claims and litigation costs using historical claims information, as well as the

estimated value of future claims based on our historical claims experience. As of March 31, 2026, there were approximately 770 such

lawsuits. We believe that we have substantial insurance coverage, subject to applicable deductibles and policy limits, with respect to

asbestos claims. We also believe we have valid defenses to these asbestos-related personal injury claims and intend to continue to

contest these matters vigorously. Should the Company’s litigation profile change substantially, or if there are adverse developments in

applicable law, it is possible that the Company could incur significantly more costs resolving these cases. We record asbestos-related

insurance recoveries that are deemed probable. In assessing the probability of insurance recovery, we make judgments concerning

insurance coverage that we believe are reasonable and consistent with our historical dealings and our knowledge of any pertinent

solvency issues surrounding the insurers. The Company currently does not expect the resolution of pending asbestos litigation and

proceedings to have a material adverse effect on the Company’s results of operations, financial condition or cash flows. As of

March 31, 2026, the Company had estimated liabilities in respect of these matters of $83 million and estimated insurance recoveries of

$51 million.

Environmental Contingencies

The Company is subject to a variety of environmental laws and regulations.

The Company has recorded aggregate accruals of $67 million and $67 million on an undiscounted basis at March 31, 2026 and

December 31, 2025, respectively. The accruals primarily relate to environmental matters, including cleanup, investigation and

remediation obligations arising in connection with some of our current or former facilities, as well as third-party owned sites.

Liabilities recorded for environmental contingencies are estimates of the probable costs based upon available information and these

estimates may change. However, 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.

Italian Competition Authority Investigation

In August 2019, the Italian Competition Authority (the “AGCM”) notified approximately 30 companies, of which Smurfit Kappa

Italia, a subsidiary of Smurfit Westrock, was one, that an investigation had found the companies to have engaged in anti-competitive

practices, in relation to which the AGCM levied a fine of approximately $138 million on Smurfit Kappa Italia, which was paid in

In October 2019, Smurfit Kappa Italia appealed the AGCM’s decision to the First Administrative Court of Appeal (TAR Lazio),

however Smurfit Kappa Italia was later notified that this appeal had been unsuccessful. In September 2021, Smurfit Kappa Italia filed

a further appeal to the Council of State which published its ruling in February 2023. While some grounds of appeal were dismissed,

the Council of State upheld Smurfit Kappa Italia’s arguments regarding the quantification of the fine. As a result, the AGCM was

directed to recalculate Smurfit Kappa Italia’s fine. On March 7, 2024, the AGCM notified Smurfit Kappa Italia that its fine had been

reduced by approximately $18 million and reimbursed the Company for this amount in 2024. Smurfit Kappa Italia appealed the

amount of this reduction and on April 22, 2026, the Council of State directed the AGCM to further reduce the fine by approximately

$16 million, plus interest.

Separate to these proceedings regarding the fine, in May 2023, Smurfit Kappa Italia filed an application with the Council of State for

revocation of the February 2023 ruling to the extent that it failed to consider certain pleas that had been raised by Smurfit Kappa Italia

on appeal. That application was rejected in July 2025.

22

Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

After publication of the AGCM’s August 2019 decision, a number of purchasers of corrugated sheets and boxes initiated litigation

proceedings against Smurfit Kappa companies, alleging that they were harmed by the alleged anti-competitive practices and seeking

damages. In addition, other parties have threatened litigation against Smurfit Westrock seeking damages (either specified or

unspecified). The Company believes it has significant defenses to the damages claims and intends to vigorously defend the current and

any future litigation.

International Arbitration Against Venezuela

Smurfit Kappa, which is now a subsidiary of Smurfit Westrock, announced in 2018 that due to the Government of Venezuela’s

measures, Smurfit Kappa no longer exercised control over the business of Smurfit Kappa Carton de Venezuela. Smurfit Kappa’s

Venezuelan operations were therefore deconsolidated in the third quarter of 2018. Later that year, Smurfit Kappa’s wholly owned

subsidiary, Smurfit Holdings BV, filed an international arbitration claim against the Bolivarian Republic of Venezuela before the

World Bank’s International Center for Settlement of Investment Disputes (“ICSID”) seeking compensation for Venezuela’s unlawful

seizure of its Venezuelan business as well as for other arbitrary, inconsistent and disproportionate State measures that destroyed the

value of its investments in Venezuela. Following the exchange of written submissions, an oral hearing was held in September 2022 in

Paris.

On August 28, 2024, upon the completion of its deliberations, the arbitral tribunal issued an award granting Smurfit Holdings BV,

then a wholly owned subsidiary of Smurfit Westrock, compensation in excess of $469 million, plus legal costs of $5 million, plus

interest from May 31, 2024, until the date of payment (the “Award”). In September 2024, Smurfit Holdings BV initiated proceedings

against the Bolivarian Republic of Venezuela to enforce the Award. In December 2024, the Bolivarian Republic of Venezuela applied

to ICSID to annul the Award. An Annulment Committee has been formed by ICSID to decide on this application and an oral hearing

took place at the end of March 2026. Based on typical timelines, a decision on annulment is estimated to be issued within nine to

twelve months of the hearing.

U.S. Antitrust Violations Class Action

On July 29, 2025, Smurfit Westrock plc, Smurfit Kappa North America LLC, WestRock CP, LLC and seven other industry

participants were named as defendants in a class action lawsuit filed in the U.S. District Court for the Northern District of Illinois

alleging violations of U.S. antitrust laws. The lawsuit alleges violations of Sections 1 and 3 of the Sherman Act, asserting that the

defendants conspired to fix, raise and maintain supracompetitive prices for containerboard sheets, linerboard sheets, and finished

packaging products made from containerboard and/or linerboard in the United States. The complaint seeks damages, including treble

damages under the Clayton Act, pre- and post-judgment interest, injunctive relief and litigation expenses and attorneys’ fees. The

Company believes that it has substantial defenses and intends to vigorously defend against the lawsuit. While the Company is

currently unable to determine the ultimate outcome of this matter or estimate the range of potential loss due to the early stage of this

proceeding, it is possible that an adverse outcome could have a material impact on its financial condition, results of operations, or cash

flows. On October 17, 2025, the plaintiff voluntarily dismissed Smurfit Westrock plc from the lawsuit without prejudice to seek to

rejoin it at a later date. The Company’s subsidiaries Smurfit Kappa North America LLC and WestRock CP, LLC remain defendants in

the lawsuit. On January 20, 2026, the Company completed briefing the court on its motion to dismiss the complaint, which was filed

on October 20, 2025. The Company expects the court to rule on the motion to dismiss in 2026.

Other Litigation

We are a defendant in a number of other lawsuits and claims arising out of the conduct of our business. While the ultimate results of

such suits or other proceedings against us cannot be predicted as of the date of this Quarterly Report on Form 10-Q, we believe the

resolution of these other matters will not have a material adverse effect on our results of operations, financial condition or cash flows.

14. Supplier Finance Program Obligations

The outstanding payment obligations to financial institutions under supplier finance programs were $371 million and $361 million as

of March 31, 2026 and December 31, 2025, respectively.

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Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

15. Variable Interest Entities

Trade Receivables Securitization Arrangements

The Company is a party to arrangements involving securitization of its trade receivables. The carrying values of the restricted asset

and limited recourse liability as of March 31, 2026 ($838 million and $367 million, respectively) and as of December 31, 2025

($874 million and $374 million, respectively) approximate their fair values due to the short-term nature of the securitized assets and

the floating rates of the liabilities.

Timber Note Receivable Securitization Arrangement

The Company is also a party to an arrangement involving securitization of its note receivable. The carrying values of the restricted

asset and non-recourse liability as of March 31, 2026 ($392 million and $335 million, respectively) and as of December 31, 2025

($391 million and $335 million, respectively) approximate their fair values due to their floating rates. The fair values of the restricted

assets and non-recourse liabilities are classified as level 2 within the fair value hierarchy.

For the details of the structure, purpose, legal terms and conclusions as to the primary beneficiary of these Variable Interest Entities

(“VIEs”), refer to “Note 22. Variable Interest Entities” of the 2025 Consolidated Financial Statements.

The carrying amounts of the assets and liabilities of VIEs reported within the Condensed Consolidated Balance Sheets are set out in

the following table:

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Smurfit Westrock plc

Notes to Condensed Consolidated Financial Statements (Unaudited)

(in millions, except per share data)

16. Accumulated Other Comprehensive Loss

The tables below summarize the changes in accumulated other comprehensive loss by component for the three months ended

March 31, 2026 and 2025:

(1) This relates to a reverse acquisition reserve which arose on the creation of a new parent of the Company prior to the United Kingdom and Ireland listings.

(2) All amounts are net of tax and noncontrolling interest.

A summary of the components of other comprehensive (loss) income, including noncontrolling interest, for the three months ended

March 31, 2026, and 2025, is as follows:

17. Subsequent Events

Dividend Approval

On April 30, 2026, the Company announced that its Board of Directors approved a quarterly dividend of $0.4523 per share on its

ordinary shares. The quarterly dividend of $0.4523 is payable on June 10, 2026 to shareholders of record at the close of business on

May 15, 2026.

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

The following discussion and analysis of Smurfit Westrock’s financial condition and results of operations should be read in

conjunction with Smurfit Westrock’s Unaudited Condensed Consolidated Financial Statements and their related notes included

elsewhere in this Quarterly Report on Form 10-Q and our audited Consolidated Financial Statements and their related notes for the

year ended December 31, 2025, as well as the information under the heading “Management’s Discussion and Analysis of the

Financial Condition and Results of Operations” that were disclosed in the Form 10-K for the year ended December 31, 2025, as filed

with the U.S. Securities and Exchange Commission (the “SEC”) on February 27, 2026 (the “2025 Form 10-K”). This discussion

contains forward-looking statements that involve risks and uncertainties. Smurfit Westrock’s future results could differ materially

from the results discussed below. More information regarding these risks and uncertainties and other important factors that could

cause actual results to differ materially from those in the forward-looking statements is set forth under the heading “Risk Factors” in

Part I, Item 1A. in the 2025 Form 10-K, and as may be updated in this and other subsequent Quarterly Reports on Form 10-Q. Please

also refer to the section above entitled “Cautionary Note Regarding Forward-Looking Statements” for additional information.

Unless the context otherwise requires, or unless indicated otherwise, “we”, “us”, “our”, “Smurfit Westrock” and “the Company”

refer to the business of Smurfit Westrock plc, its wholly-owned subsidiaries and its partially-owned consolidated subsidiaries.

OVERVIEW

Smurfit Westrock is one of the world's largest integrated manufacturers of paper-based packaging products in terms of volumes and

sales, with operations in North America, South America, Europe, Asia, Africa, and Australia. Smurfit Westrock partners with its

customers to provide differentiated, sustainable paper and packaging solutions that enhance its customers’ prospects of success in their

markets. For additional information, see “Part I, Item 1. Business” included in the Company’s Annual Report on Form 10-K.

EXECUTIVE SUMMARY

Smurfit Westrock’s net sales increased by $56 million, to $7,712 million in the three months ended March 31, 2026, from

$7,656 million in the three months ended March 31, 2025. This increase was primarily due to a net positive foreign currency impact

that was largely offset by a negative volume impact.

Net income attributable to common shareholders decreased by $319 million. The decrease in the three months ended March 31, 2026

was primarily due to higher cost of goods sold, including accelerated depreciation for machine closures. We were also impacted by

lower volumes, economic downtime, adverse weather and higher freight costs. In the three months ended March 31, 2026, we

incurred higher impairment and restructuring costs, and lower transaction and integration-related expenses associated with the

Combination.

Net cash provided by operating activities decreased by $31 million, to $204 million in the three months ended March 31, 2026, from

$235 million in the three months ended March 31, 2025, primarily due to a $188 million decrease in net income adjusted for non-cash

items, primarily including depreciation, depletion and amortization, impairment of assets, cash surrender value increase in excess of

premiums paid, share-based compensation expense, deferred income tax benefit, and pension and other postretirement funding more

than cost. Changes in operating assets and liabilities were a benefit of $157 million compared to the prior year period. During the three

months ended March 31, 2026, Smurfit Westrock invested $624 million in capital expenditures. The Company’s net cash inflow from

changes in debt was $517 million, and it paid $237 million of cash dividends to shareholders. See the section entitled “Liquidity and

Capital Resources” below for additional information.

Refer to “Results of Operations” and “Segment Information” for a detailed review of Smurfit Westrock’s performance.

26

SIGNIFICANT FACTORS AND TRENDS AFFECTING SMURFIT WESTROCK’S RESULTS

Smurfit Westrock’s operations have been, and will continue to be, affected by many factors, some of which are beyond the Company’s

control. Smurfit Westrock’s net sales are primarily derived from the sale of containerboard, corrugated containers, paperboard,

consumer packaging, and other paper-based packaging products. As such, Smurfit Westrock’s net sales during any period are largely

influenced by volumes, prices and costs of the corrugated containers and consumer packaging products that Smurfit Westrock sells

during that period.

Volumes

In general, demand for corrugated containers and consumer packaging is closely correlated with overall economic growth and activity.

It also directionally correlates with levels of industrial production and is impacted by the trends affecting the choice of medium (paper,

plastic, glass, metal, or wood) used in the packaging of these products. As a result, demand is driven by the need for: (i) packaging

products for consumer and industrial goods, (ii) higher value-added corrugated products used for point-of-sale displays and consumer

and shelf-ready packaging, and (iii) packaging of pharmaceutical products and the growth of related industries. Normal patterns of

demand growth can be disrupted by other macroeconomic trends, including inflation, pandemics (such as the COVID-19 pandemic

and related lockdowns), and global economic factors such as a recession and geopolitical developments (including tariffs or other

trade restrictions), among others.

Consumer patterns also play a significant role in demand for corrugated packaging and consumer packaging. In recent years, shifting

consumer behaviors have accelerated, particularly with the rise of e-commerce and increased awareness of unsustainable packaging

solutions. These trends have, to date, been beneficial for paper-based packaging, which is typically made from renewable, recyclable

materials. Changing demographics can also influence demand trends in the pharmaceutical industry, a major user of consumer

packaging.

Our volumes may also be impacted in certain periods by scheduled or unscheduled maintenance, particularly in our mill system, as

well as economic downtime as we match our supply with customer demand.

Prices and Costs

Prices of corrugated containers and consumer packaging are primarily a function of the cyclical nature of Smurfit Westrock’s industry,

capacity and competition in the markets it operates in, prevailing raw material prices, and other operating costs, such as energy,

chemicals, and transportation, overlaying supply and demand balances.

As paper costs generally represent a large portion of the cash cost of production for corrugated containers or consumer packaging,

containerboard price movements tend to impact the prices of corrugated containers, and paperboard price movements tend to impact

the prices of consumer packaging. In turn, the cost of paper is influenced by movements in the price of its major raw materials—wood

or recycled paper—along with other supply and demand factors. Smurfit Westrock’s production processes are energy-intensive,

making production costs also sensitive to the price of energy (primarily gas and electricity), which have historically been volatile.

Other key cost drivers include employee benefit expenses, largely determined by workforce size, and shipping and handling costs,

which are generally affected by fuel prices and overall labor inflation.

While many of Smurfit Westrock’s customer contracts include price adjustment clauses that allow cost increases to be passed on to

customers, these clauses may not in all cases be effective to offset rising costs. Additionally, for corrugated and consumer packaging

products, even when Smurfit Westrock is able to implement price increases, there is typically a three- to six-month lag between raw

material price hikes and the realization of higher pricing from customers.

Foreign Currency Effects

Smurfit Westrock operates in multiple countries across North America, South America, Europe, Asia, Africa, and Australia. As a

result, currency fluctuations can have both direct and indirect impacts on its financial statements, which are presented in U.S. dollars.

Refer to “Results of Operations” and “Segment Information” for information on the impact of foreign currency.

27

RESULTS OF OPERATIONS

The following table summarizes Smurfit Westrock’s consolidated results for the periods presented ($ in millions):

Results of operations for the three months ended March 31, 2026, compared to the three months ended March 31, 2025

Net Sales

Net sales increased by $56 million, to $7,712 million in the three months ended March 31, 2026, from $7,656 million in the three

months ended March 31, 2025. This increase was primarily due to a $316 million net positive foreign currency impact that was largely

offset by a $256 million impact of lower volumes.

See “Segment Information” below for more detail on Smurfit Westrock’s segment results.

Cost of Goods Sold

Cost of goods sold increased by $365 million, to $6,444 million in the three months ended March 31, 2026, from $6,079 million in the

three months ended March 31, 2025. The increase in cost of goods sold was primarily due to a $277 million net negative foreign

currency impact, $74 million of economic downtime, $70 million of accelerated depreciation costs for machine closures, a $65 million

impact of adverse weather and $48 million of higher freight costs, partially offset by the impact of lower volumes of $208 million.

Selling, General and Administrative (“SG&A”) Expenses

SG&A expenses decreased by $12 million, to $961 million in the three months ended March 31, 2026, from $973 million in the three

months ended March 31, 2025. The decrease in SG&A expenses was primarily due to lower employee compensation.

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Impairment and Restructuring Costs

Impairment and restructuring costs increased by $39 million, to $54 million in the three months ended March 31, 2026, from

$15 million in the three months ended March 31, 2025. In the three months ended March 31, 2026, impairment and restructuring costs

consisted of $35 million of impairment charges and $19 million of restructuring costs. In the three months ended March 31, 2025,

impairment and restructuring costs consisted of $15 million of restructuring costs. The costs were primarily associated with

previously announced facility and machine closures, including asset impairments, severance and other costs.

Transaction and Integration-related Expenses Associated with the Combination

The Company incurred transaction and integration-related expenses associated with the Combination of $— million and $36 million in

the three months ended March 31, 2026 and 2025, respectively. In the three months ended March 31, 2025, transaction and

integration-related expenses consisted of transaction-related expenses of $2 million and $34 million of integration-related expenses

associated with the Combination.

Pension and Other Postretirement Non-Service Income, Net

Pension and other postretirement non-service income, net decreased by $1 million, to income of $8 million in the three months ended

March 31, 2026, from income of $9 million in the three months ended March 31, 2025.

See “Note 11. Retirement Plans and Deferred Compensation Arrangements” of the Condensed Consolidated Financial Statements for

additional information.

Interest Expense, Net

Interest expense, net decreased by $1 million to $166 million in the three months ended March 31, 2026, from $167 million in the

three months ended March 31, 2025.

See “Note 7. Interest” of the Condensed Consolidated Financial Statements for additional information.

Other Expense, Net

Other expense, net increased by $6 million to expense of $11 million in the three months ended March 31, 2026, from expense of

$5 million in the three months ended March 31, 2025.

Income Tax Expense

Income tax expense was $21 million in the three months ended March 31, 2026, compared to an income tax expense of $8 million in

the three months ended March 31, 2025. The effective tax rate for the three months ended March 31, 2026, was 25.0%, while the

effective tax rate for the three months ended March 31, 2025, was 2.1%.

See “Note 10. Income Taxes” of the Condensed Consolidated Financial Statements for the primary factors impacting our effective tax

rates.

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SEGMENT INFORMATION

Smurfit Westrock has identified its three operating segments based on how the CODM makes key operating decisions, allocates

resources and assesses performance of the Company’s business. These operating segments are as follows: (i) North America, which

includes operations in the U.S., Canada and Mexico, (ii) Europe, MEA and APAC and (iii) LATAM, which includes operations in

Central America and the Caribbean, Argentina, Brazil, Chile, Colombia, Ecuador and Peru. No operating segments have been

aggregated for disclosure purposes.

Segment results include items directly attributable to a segment as well as those that can be allocated on a reasonable basis, but

exclude certain central costs such as corporate costs, including executive costs, and costs of Smurfit Westrock’s legal, company

secretarial, pension administration, tax, treasury and controlling functions and other administrative costs. Segment profitability is

measured based on Adjusted EBITDA, defined as income before income taxes, unallocated corporate costs, depreciation, depletion

and amortization, interest expense, net, pension and other postretirement non-service income, net, share-based compensation expense,

other expense, net, impairment and restructuring costs, transaction and integration-related expenses associated with the Combination

and other specific items that management believes are not indicative of the ongoing operating results of the business.

The following table contains selected financial information for Smurfit Westrock’s segments for the periods presented ($ in millions):

(1) Net sales before intersegment eliminations

The three months ended March 31, 2026, compared to the three months ended March 31, 2025

North America Segment

Net Sales

Net sales before intersegment eliminations for the North America segment decreased by $167 million, to $4,502 million in the three

months ended March 31, 2026, from $4,669 million in the three months ended March 31, 2025. This decrease was primarily due to

lower volumes of $259 million that was partially offset by a net positive foreign currency impact of $51 million and a $41 million

impact from a higher selling price mix.

Adjusted EBITDA

Adjusted EBITDA for the North America segment decreased by $188 million, to $597 million in the three months ended March 31,

2026, from $785 million in the three months ended March 31, 2025. This decrease was primarily due to higher costs of $176 million

and the impact of lower volumes of $48 million that were partially offset by a higher selling price mix of $41 million. Higher costs of

$176 million were primarily due to economic downtime of $74 million, a $55 million impact of adverse weather, $38 million of higher

freight costs and $32 million of higher net energy costs primarily due to lower energy credits than in the prior year period.

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Europe, MEA and APAC Segment

Net Sales

Net sales before intersegment eliminations for the Europe, MEA and APAC segment increased by $189 million, to $2,771 million in

the three months ended March 31, 2026, from $2,582 million in the three months ended March 31, 2025. This increase was primarily

due to a net positive foreign currency impact of $238 million primarily due to the strengthening of the U.S. dollar against the euro,

partially offset by a lower selling price mix of $49 million.

Adjusted EBITDA

Adjusted EBITDA for the Europe, MEA and APAC segment increased by $32 million, to $421 million in the three months ended

March 31, 2026, from $389 million in the three months ended March 31, 2025. The increase was primarily due to lower costs of $40

million and a net positive foreign currency impact of $44 million that were partly offset by a lower selling price mix impact of $49

million. The $40 million of lower costs was primarily due to $28 million of lower energy costs.

LATAM Segment

Net Sales

Net sales before intersegment eliminations for the LATAM segment increased by $27 million, to $540 million in the three months

ended March 31, 2026, from $513 million in the three months ended March 31, 2025. This increase was primarily due to a net positive

foreign currency impact.

Adjusted EBITDA

Adjusted EBITDA for the LATAM segment decreased by $6 million, to $109 million in the three months ended March 31, 2026, from

$115 million in the three months ended March 31, 2025. This decrease was primarily due to higher costs of $10 million due to higher

raw material and energy costs.

LIQUIDITY AND CAPITAL RESOURCES

Sources and Uses of Cash

Smurfit Westrock’s primary sources of liquidity are the cash flows generated from its operations, its commercial paper program and

committed credit lines. The uncommitted commercial paper program is supported by the $4,500 million revolving loan facility with a

separate swingline sub-facility which allows for same-day drawing in U.S. dollar. The revolving credit facility had an original term of

five years, with two one-year extension options. In June 2025, the first extension was exercised, extending the maturity date to June

28, 2030. The amount of commercial paper outstanding does not reduce available capacity under the revolving loan facility. The

primary uses of this liquidity are to fund Smurfit Westrock’s day-to-day operations, capital expenditures, debt service, dividends and

other investment activity, including acquisitions.

As of March 31, 2026, Smurfit Westrock held cash and cash equivalents of $674 million, of which $156 million were held in euro,

$197 million were held in U.S. dollars and $321 million were held in other currencies. At March 31, 2026, the Company had $4,663

million in undrawn committed facilities available under the revolving loan facility and receivables securitization facilities. The

weighted average period until maturity of undrawn committed facilities was 4.1 years as of March 31, 2026. Combined with cash and

cash equivalents of $674 million, the Company had $5,337 million of available liquidity.

As of March 31, 2026, Smurfit Westrock had $14,255 million of total debt. As of March 31, 2026, the carrying amount of current debt

was $980 million. In the three months ended March 31, 2026, total debt increased by $482 million. Excluding changes in carrying

value, such as translation adjustments and amortization moves, borrowings increased by $517 million. See “Note 9. Debt” of the

Condensed Consolidated Financial Statements for additional debt-related information.

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The Company believes that the cash flows generated from its operations, cash on hand, its commercial paper program, available

borrowings under its committed credit lines and available capital through access to capital markets will be adequate to meet the

Company's liquidity and capital requirements, including payments of any declared dividends, for the next 12 months and for the

foreseeable future.

Smurfit Westrock uses a variety of working capital management strategies including supply chain financing (“SCF”) programs,

vendor financing and commercial card programs, monetization facilities where we sell short-term receivables to a group of third-party

financial institutions and receivables securitization facilities. The programs are described below.

The Company engages in certain customer-based SCF programs to accelerate the receipt of payment for outstanding accounts

receivables from certain customers. Certain costs of these programs are borne by the customer or the Company. Receivables

transferred under these customer-based SCF programs generally meet the requirements to be accounted for as sales in accordance with

guidance under “Transfers and Servicing” (“ASC 860”), resulting in derecognition of such receivables from the Company’s

Condensed Consolidated Balance Sheets. Receivables involved with these customer-based SCF programs may vary from period to

period, and were 6% of the Company’s accounts receivable balance at March 31, 2026. In addition, Smurfit Westrock has

monetization facilities that sell to third-party financial institutions all of the short-term receivables generated from certain customer

trade accounts. See “Note 8. Fair Value Measurement” of the Condensed Consolidated Financial Statements for a discussion of the

Company’s monetization facilities.

Smurfit Westrock’s working capital management strategy includes working with its suppliers to revisit terms and conditions, including

the extension of payment terms. The Company’s current payment terms with the majority of its suppliers generally range from payable

upon receipt to 120 days and vary for items such as the availability of cash discounts. The Company does not believe its payment

terms will be shortened significantly in the near future and does not expect its net cash provided by operating activities to be

significantly impacted by additional extensions of payment terms. Certain financial institutions offer voluntary SCF programs that

enable the Company’s suppliers, at their sole discretion, to sell their receivables from Smurfit Westrock to the financial institutions on

a non-recourse basis at a rate that leverages the Company’s credit rating and thus might be more beneficial to the Company’s

suppliers. Smurfit Westrock and its suppliers agree on commercial terms for the goods and services procured, including prices,

quantities and payment terms, regardless of whether the supplier elects to participate in SCF programs. The suppliers sell Smurfit

Westrock goods or services and issue the associated invoices based on the agreed-upon contractual terms. The due dates of the

invoices are not extended due to the supplier’s participation in SCF programs. Smurfit Westrock suppliers, at their sole discretion if

they choose to participate in a SCF program, determine which invoices, if any, they want to sell to the financial institutions. No

guarantees are provided by the Company under SCF programs, and it has no economic interest in a supplier’s decision to participate in

the SCF program. Therefore, amounts due to the Company’s suppliers that elect to participate in SCF programs are included in the

“Accounts payable” line item in the Company’s Condensed Consolidated Balance Sheets and the activity is reflected in “Net cash

provided by operating activities” in the Company’s Condensed Consolidated Statements of Cash Flows. Based on correspondence

with the financial institutions that are involved with Smurfit Westrock’s two primary SCF programs, while the amount suppliers elect

to sell to the financial institutions varies from period to period, the amount generally averages approximately 10-14% of the

Company’s accounts payable balance. The outstanding payment obligations to financial institutions under these programs were

$371 million as of March 31, 2026.

Smurfit Westrock also participates in certain vendor financing and commercial card programs to support travel and entertainment

expenses and smaller vendor purchases. Amounts outstanding under these programs are classified as debt primarily because the

Company receives the benefit of extended payment terms and a rebate from the financial institution that would not have otherwise

been received without the financial institution's involvement. Smurfit Westrock also has receivables securitization facilities that allows

for borrowing availability based on underlying accounts receivable eligibility and compliance with certain covenants. See “Note 9.

Debt” and “Note 15. Variable Interest Entities” of the Condensed Consolidated Financial Statements for a discussion of the

receivables securitization facilities and the amount outstanding under the Company’s vendor financing and commercial card programs.

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Cash Flow Activity

The following table contains selected financial information from Smurfit Westrock’s Condensed Consolidated Statements of Cash

Flows for the periods presented ($ in millions):

Net cash provided by operating activities decreased by $31 million to $204 million in the three months ended March 31, 2026 from

$235 million in the three months ended March 31, 2025, primarily due to a $188 million decrease in net income adjusted for non-cash

items, primarily including depreciation, depletion and amortization, impairment of assets, cash surrender value increase in excess of

premiums paid, share-based compensation expense, deferred income tax benefit, and pension and other postretirement funding more

than cost. Changes in operating assets and liabilities were a benefit of $157 million compared to the prior year period. The decrease in

the cash outflows from changes in operating assets and liabilities was inclusive of cash payments to financial institutions of

$63 million in connection with the Company’s accounts receivable monetization agreements in the three months ended March 31,

2026, compared to cash payments of $39 million in the prior year period. See “Note 8. Fair Value Measurement” of the Condensed

Consolidated Financial Statements for additional information.

Net cash used for investing activities of $627 million in the three months ended March 31, 2026 consisted primarily of capital

expenditures of $624 million and cash paid for purchase of businesses, net of cash acquired of $18 million that were partially offset by

proceeds from sale of property, plant and equipment of $9 million. Net cash used for investing activities of $476 million in the three

months ended March 31, 2025 consisted primarily of capital expenditures of $477 million.

Net cash provided by financing activities of $209 million in the three months ended March 31, 2026 consisted primarily of cash

inflows from a net increase in debt of $517 million and proceeds from re-issuance of shares from treasury stock of $14 million that

were partially offset by outflows from cash dividends paid to shareholders of $237 million and tax paid in connection with shares

withheld from employees of $83 million. Net cash provided by financing activities of $151 million in the three months ended

March 31, 2025 consisted of cash inflows from a net increase in debt of $444 million, partially offset by cash outflows from dividends

paid to shareholders of $225 million and tax paid in connection with shares withheld from employees of $64 million.

Contractual Obligations and Commitments

Smurfit Westrock is a party to enforceable and legally binding contractual obligations involving commitments to make payments to

third parties. These obligations impact Smurfit Westrock’s short-term and long-term liquidity and capital resource needs. Certain

contractual obligations are reflected on Smurfit Westrock’s Condensed Consolidated Balance Sheets as of March 31, 2026, while

others are considered future obligations. Smurfit Westrock’s contractual obligations primarily consist of items such as long-term debt,

including current portion, lease obligations, purchase obligations and other obligations.

There have been no material changes to the contractual obligations and commitments disclosed in “Management’s Discussion and

Analysis of Financial Condition and Results of Operations” of the Form 10-K for the fiscal year ended December 31, 2025.

Off-Balance Sheet Arrangements

As of March 31, 2026, Smurfit Westrock did not have any off-balance sheet arrangements.

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NON-GAAP FINANCIAL MEASURE

Definitions

Non-GAAP Financial Measure

Smurfit Westrock reports its financial results in accordance with generally accepted accounting principles in the U.S. (“GAAP”).

However, management believes “Adjusted EBITDA”, a non-GAAP financial measure as discussed below, provides Smurfit

Westrock’s Board of Directors, investors, potential investors, securities analysts and others with additional meaningful financial

information that should be considered when assessing its ongoing performance relative to other periods because it adjusts out non-

recurring items that management believes are not indicative of the ongoing results of the business. Smurfit Westrock management also

uses this non-GAAP financial measure in making financial, operating and planning decisions, and in evaluating company

performance. Non-GAAP financial measures are not intended to be considered in isolation of or as a substitute for, or superior to,

financial information prepared and presented in accordance with GAAP and should be viewed in addition to, and not as an alternative

for, the GAAP results. The non-GAAP financial measure Smurfit Westrock presents may differ from similarly captioned measures

presented by other companies.

Adjusted EBITDA

Smurfit Westrock uses the non-GAAP financial measure “Adjusted EBITDA” to evaluate its overall performance. The composition of

Adjusted EBITDA is not addressed or prescribed by GAAP. Smurfit Westrock defines Adjusted EBITDA as net income before

income tax expense, depreciation, depletion and amortization, interest expense, net, pension and other postretirement non-service

income, net, share-based compensation expense, other expense, net, impairment and restructuring costs, transaction and integration-

related expenses associated with the Combination and other specific items that management believes are not indicative of the ongoing

operating results of the business.

Management believes that the most directly comparable GAAP measure to Adjusted EBITDA is “Net income”.

Set forth below is a reconciliation of the non-GAAP financial measure Adjusted EBITDA to Net income, the most directly comparable

GAAP measure, for the periods presented ($ in millions).

See “Note 2. Segment Information” of the Condensed Consolidated Financial Statements for additional information regarding “Other

adjustments” in the table above.

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GUARANTOR SUMMARIZED FINANCIAL INFORMATION

On April 3, 2024, Smurfit Kappa Treasury Unlimited Company (“SKT”) completed a private offering of $750 million aggregate

principal amount of 5.200% senior green notes due 2030, $1,000 million aggregate principal amount of 5.438% senior green notes due

2034 and $1,000 million aggregate principal amount of 5.777% senior green notes due 2054, which we refer to as the “Original SKT

Notes”, and on November 26, 2024, Smurfit Westrock Financing Designated Activity Company (“SWF” and together with SKT, the

“Issuers”) completed a private offering of $850 million aggregate principal amount of 5.418% senior green notes due 2035, which we

refer to as the “Original SWF Notes” (and, together with the Original SKT Notes, the “Original Notes”). As part of those offerings, the

Issuers and the Guarantors (as hereinafter defined) of the Original Notes entered into registration rights agreements with the initial

purchasers thereof in which we agreed to use commercially reasonable efforts to complete exchange offers for such Original Notes in

compliance with applicable securities laws. In connection with the registration rights agreements, on May 23, 2025, following an

exchange offer process, certain holders of the Original Notes, exchanged their notes for newly issued registered notes (the “New

Notes”). The New Notes are substantially identical to the Original Notes, except that the New Notes are registered under the United

States Securities Act of 1933, as amended, and will not have any transfer restrictions, registration rights or additional interest

provisions. On November 21, 2025, SWF issued $800 million aggregate principal amount of 5.185% senior green notes due 2036, and

on November 24, 2025 SKT issued €500 million aggregate principal amount of 3.489% senior green notes due 2031. These notes have

been registered under the U.S. Securities Act of 1933, as amended.

The Guarantees

The Original Notes, the New Notes and the November 2025 Notes are subject to any limitations under applicable law, fully and

unconditionally guaranteed, jointly and severally, on a senior unsecured basis by each of Smurfit Westrock plc and the following

wholly-owned subsidiaries of Smurfit Westrock plc (the “Subsidiary Guarantors”): Smurfit Kappa Group Limited, Smurfit Kappa

Investments Limited, Smurfit Kappa Acquisitions Unlimited Company, Smurfit Kappa Treasury Funding Designated Activity

Company, Smurfit International B.V., Smurfit WestRock US Holdings Corporation, WestRock Company, WRKCo Inc., WestRock

MWV, LLC and WestRock RKT, LLC. In addition, SWF fully and unconditionally guarantees SKT’s obligations under the Original

Notes, the New Notes and the November 2025 Notes, and SKT fully and unconditionally guarantees SWF’s obligations under the

Original Notes, the New Notes and the November 2025 Notes. SKT and SWF are both wholly-owned subsidiaries of Smurfit

Westrock plc. Smurfit Westrock plc and the Subsidiary Guarantors are collectively referred to herein as the “Guarantors”, and the

Issuers and the Guarantors are collectively referred to herein as the “Obligor Group”.

Operations are conducted almost entirely through Smurfit Westrock plc’s subsidiaries other than the Issuers and the Subsidiary

Guarantors. Accordingly, the Obligor Group’s cash flow and ability to service its debt are dependent upon the earnings of Smurfit

Westrock plc’s other non-obligor subsidiaries (the “Non-Obligor Subsidiaries”) and the distribution of those earnings to the Obligor

Group, whether by dividends, loans or otherwise. Holders of the New Notes and November 2025 Notes have a direct claim only

against the Obligor Group.

Basis of Preparation of the Summarized Financial Information

The tables below present summarized financial information provided in conformity with Rule 13-01 of the SEC’s Regulation S-X. The

summarized financial information of the Obligor Group is presented on a combined basis, excluding intercompany balances and

transactions between entities in the Obligor Group. The Obligor Group’s investment balances in Non-Obligor Subsidiaries have been

excluded. The Obligor Group’s amounts due from, amounts due to, and transactions with Non-Obligor Subsidiaries have been

presented separately. The summarized financial information below should be read in conjunction with the Company’s Condensed

Consolidated Financial Statements contained herein, as the summarized financial information may not necessarily be indicative of the

results of operations or financial position had the subsidiaries operated as independent entities ($ in millions).

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36

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

There have been no material changes during the three months ended March 31, 2026 to Smurfit Westrock’s critical accounting policies

and estimates as identified in Smurfit Westrock’s Annual Report on Form 10-K for the year ended December 31, 2025.

NEW ACCOUNTING STANDARDS

See “Note 1. Description of Business and Summary of Significant Accounting Policies” of the Condensed Consolidated Financial

Statements for a full description of recent accounting pronouncements, including the respective expected dates of adoption and

expected effects on Smurfit Westrock’s results of operations and financial condition.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes in Smurfit Westrock’s exposure to market risk as identified in Smurfit Westrock’s Annual

Report on Form 10-K for the year ended December 31, 2025.

Item 4. Controls and Procedures

Smurfit Westrock’s management evaluated the effectiveness of the design and operation of its disclosure controls and procedures (as

such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly

Report on Form 10-Q. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that

information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and

communicated to the Company’s management, including its principal executive and principal financial officers, or persons performing

similar functions, as appropriate to allow timely decisions regarding required disclosure. Disclosure controls and procedures are

designed by the Company to provide reasonable assurance that it records, processes, summarizes and reports in a timely manner the

information it must disclose in reports that it files with or submits to the SEC. Anthony Smurfit, President & Group Chief Executive

Officer, and Ken Bowles, Executive Vice President & Group Chief Financial Officer, reviewed and participated in management’s

evaluation of the disclosure controls and procedures.

Based on this evaluation, Anthony Smurfit, President & Group Chief Executive Officer, and Ken Bowles, Executive Vice President &

Group Chief Financial Officer concluded that as of the end of the period covered by this Quarterly Report on Form 10-Q, Smurfit

Westrock’s disclosure controls and procedures were effective.

Changes in Internal Control over Financial Reporting

There has been no change in Smurfit Westrock’s internal control over financial reporting (as such term is defined in Rules 13a-15(f)

and 15d-15(f) under the Exchange Act) during the three months ended March 31, 2026 that has materially affected, or is reasonably

likely to materially affect, Smurfit Westrock’s internal control over financial reporting.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings

The information called for by this item is incorporated herein by reference to “Note 13. Commitments and Contingencies” of the

Condensed Consolidated Financial Statements (included in Part I, Item 1).

Item 1A. Risk Factors

Investing in our ordinary shares involves uncertainty and risk due to a variety of factors, including those described in Part I, Item 1A,

“Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, which could materially adversely affect

our business, financial condition, results of operations (including revenues and profitability) and/or ordinary share price. There have

been no material changes in our risk factors since our Annual Report on Form 10-K for the year ended December 31, 2025.

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

The following table provides information relating to our repurchase of ordinary shares during the three months ended March 31, 2026:

(1) During the three months ended March 31, 2026, 21,252 ordinary shares that would otherwise have been issued to current or former employees who were beneficiaries

of the SKG Employee Trust in connection with the vesting and settlement of equity awards granted under the legacy Smurfit Kappa 2018 Deferred Bonus Plan were

surrendered to the Company on behalf of such employees. This was done as part of net share settlement to cover applicable taxes, fees and/or duties paid by the

Company or its applicable subsidiary as a consequence of vesting and settlement of such equity awards. The fair market value of ordinary shares that were

surrendered by the SKG Employee Trust to the Company for no consideration was equal to the value of applicable taxes, fees and/or duties paid by the Company in

respect of such taxes, fees and/or duties. These ordinary shares have been subsequently cancelled.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Trading Plan(s)

In the three months ended March 31, 2026, none of our directors or officers (as defined in Rule 16a-1 under the Exchange Act)

adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (as those terms are

defined in Item 408 of Regulation S-K).

38

Item 6. Exhibits 38

Signatures 39

3

4

Form 10-Q.

5

PART I. FINANCIAL INFORMATION