UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 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 001-41459 SILGAN HOLDINGS INC. (Exact name of Registrant as specified in its charter) Delaware 06-1269834 (State or other jurisdiction of i ...

Financial Performance - Silgan Holdings reported full year 2025 net sales of $6.5 billion, an increase of $628.5 million, or 11%, compared to $5.9 billion in 2024[19] - Full year net income for 2025 was $288.4 million, or $2.70 per diluted share, up from $276.4 million, or $2.58 per diluted share in 2024[2] - Adjusted net income per diluted share for 2025 was $3.72, a 3% increase over $3.62 in 2024[3] - The Metal Containers segment reported net sales of $3.1 billion in 2025, an increase of $237.6 million, or 8%, driven by a 7% increase in volumes for pet food markets[26] - The Company reported net income of $288.4 million for 2025, compared to $276.4 million in 2024, reflecting a year-over-year increase[43] - Total adjusted EBITDA for the year ended 2025 was $977.8 million, up from $881.5 million in 2024, reflecting a growth of approximately 10.9%[49] - Free cash flow for the year ended 2025 was $445.2 million, an increase from $391.3 million in 2024, representing a growth of about 13.8%[53] Future Projections - The company anticipates adjusted net income per diluted share for 2026 to be in the range of $3.70 to $3.90, representing a 2% increase at the midpoint over 2025[30] - The Company anticipates interest and other debt expense in 2026 of approximately $205 million and an effective tax rate for 2026 of approximately 25-26%[31] - Free cash flow in 2026 is estimated to be approximately $450 million, compared to $445.2 million in 2025, indicating a slight increase[31] - Capital expenditures are expected to increase modestly to approximately $310 million in 2026 from $307.1 million in 2025, primarily to support continued growth in dispensing and pet food products[31] - Adjusted net income per diluted share for Q1 2026 is estimated to be in the range of $0.70 to $0.80, down from $0.82 in Q1 2025[32] - The estimated U.S. GAAP net income for 2026 is projected to be between $58.8 million and $69.3 million, with an estimated diluted EPS of $0.56 to $0.66[51] Segment Performance - The Dispensing and Specialty Closures segment grew sales by over 17% in 2025, contributing 55% of the company's Adjusted EBITDA[5] - Adjusted EBIT for the Dispensing and Specialty Closures segment in Q4 2025 was $99.3 million, slightly down from $99.9 million in Q4 2024[49] Cash Management - Silgan returned approximately $160 million to shareholders in 2025[5] - The Company’s cash and cash equivalents increased to $1.08 billion by the end of 2025, compared to $822.9 million at the end of 2024[41] - The Company acknowledges that free cash flow may not be entirely available for discretionary expenditures, indicating a cautious approach to cash management[57] Tax and Expenses - The effective tax rate for 2025 was 30.2%, up from 20.7% in 2024, primarily due to non-deductible restructuring costs[22] - The adjusted tax rate for 2025 was 25.8%, compared to 21.2% in 2024, indicating an increase in the effective tax burden[47] - Rationalization charges for Q4 2025 amounted to $32.5 million, compared to $21.4 million in Q4 2024, indicating increased restructuring efforts[47] Capital Expenditures - Capital expenditures for the year ended 2025 were $307.1 million, compared to $262.8 million in 2024, reflecting increased investment in growth initiatives[53] - The Company operates 121 manufacturing facilities across North and South America, Europe, and Asia, emphasizing its global presence[34] Non-GAAP Measures - The Company presented adjusted net income per diluted share as a Non-GAAP financial measure, excluding acquired intangible asset amortization expense and other costs, to provide a clearer evaluation of operating results[54] - Adjusted EBIT was also presented, excluding similar costs and including equity in earnings of affiliates, to better reflect the operating performance of the Company and its segments[55] - Adjusted EBITDA, defined as Adjusted EBIT plus depreciation, was introduced to further evaluate operating results, emphasizing its Non-GAAP nature[56] - Free cash flow was defined as net cash provided by operating activities adjusted for certain items, highlighting its importance for supporting internal growth and acquisitions[57] - The Company views rationalization costs as investments for future savings rather than period costs, indicating a strategic approach to cost management[54] - Management believes that the exclusion of certain pension income and amortization expenses provides a more accurate reflection of ongoing performance[55] - The Company emphasizes that these Non-GAAP measures should not be considered in isolation and should be read in conjunction with GAAP financial statements[56] - The management's perspective on joint ventures includes their operating performance in Adjusted EBIT, indicating a comprehensive view of the Company's financial health[56] - The presentation of these financial measures aims to provide stakeholders with a clearer understanding of the Company's operational efficiency and financial strategy[54]

Financial Data and Key Metrics Changes - The company reported net sales of approximately $1.5 billion for Q4 2025, a 4% increase from the prior year, driven by higher raw material costs and favorable foreign currency translation [17] - Adjusted EBIT for Q4 was $150.6 million, relatively flat compared to the prior year, while adjusted EPS decreased by $0.18 to $0.67 due to higher interest expense and tax rates [18] - Adjusted EBIT and EBITDA margins expanded by 150 basis points, positioning the company for accelerated growth in the coming years [12] Business Line Data and Key Metrics Changes - The Dispensing and Specialty Closures segment saw a 1% increase in sales for Q4, primarily due to foreign currency translation, while adjusted EBIT remained comparable to the prior year [19] - The Metal Containers segment experienced an 11% increase in sales, attributed to higher raw material costs and a 4% growth in volumes, particularly in pet food products [20] - Custom Containers sales decreased by 8% compared to the prior year due to lower-margin business exits, but adjusted EBIT remained consistent with prior year levels [21] Market Data and Key Metrics Changes - The company anticipates organic volume growth in Dispensing and Specialty Closures to be in the low to mid-single-digit range for 2026, driven by growth in dispensing products [13] - Metal Containers volumes are expected to grow by a low single-digit percentage, primarily due to continued growth in pet food [13] - Custom Containers volumes are expected to be flat, with some impact from customer destocking in Q1 2026 [14] Company Strategy and Development Direction - The company successfully integrated the Weener acquisition and achieved full run rate synergies, positioning itself for organic growth exceeding that of peers [9] - Strategic initiatives are focused on operational excellence, market-leading innovation, and providing total value solutions to customers [9] - The company is optimistic about growth opportunities in both organic and inorganic avenues as it enters 2026 [12] Management's Comments on Operating Environment and Future Outlook - Management noted that 2025 was a challenging year due to evolving consumer spending trends, but the company adapted and strengthened its processes for future agility [10] - The outlook for 2026 includes expectations for significant value creation for shareholders, with a focus on meeting unique customer needs [15] - Management has taken a broader view of risks and uncertainties in the market, incorporating these into their guidance for 2026 [61] Other Important Information - The company returned approximately $160 million in capital to shareholders and returned to its target leverage range following the Weener acquisition [8] - The company expects free cash flow of approximately $450 million for 2026, with operating earnings growth offset by higher cash interest and tax [24] Q&A Session Summary Question: Details on first quarter outlook for Dispensing and Specialty Closures - Management indicated low- to mid-single-digit volumes for the first quarter, with challenges from low-cost inventory impacting EBIT [29] Question: Changes in order patterns and operations in Dispensing and Specialty Closures - Management acknowledged that the business has evolved significantly, requiring a broader view of macro influences affecting customer demand [31][32] Question: Key volume and margin considerations at the low end of guidance - Management pointed to broader market conditions as a potential factor influencing demand and margins [35] Question: Performance of hot fill beverage and destocking impacts - Management confirmed that destocking activity in personal care and home care products is complete, with expectations for comparable volumes in food and beverage [39][52] Question: Wins from Weener acquisition and growth expectations - Management highlighted successful integration and new business awards, particularly in North America, leveraging Weener's technology [56][71] Question: Impact of steel and aluminum tariffs on customer behavior - Management believes the market has absorbed the tariff costs, with ongoing discussions about pricing strategies for 2026 [82] Question: Growth potential in healthcare and acquisitions - Management expressed confidence in doubling the size of the healthcare business over the next few years, with organic growth being a primary focus [66][85]

Financial Data and Key Metrics Changes - In Q4 2025, net sales were approximately $1.5 billion, a 4% increase from the prior year, primarily driven by higher raw material costs and favorable foreign currency translation [17] - Adjusted EBIT for the quarter was $150.6 million, relatively flat compared to the prior year, with adjusted EPS of $0.67, a decrease of $0.18 due to higher interest expense and tax rate [18] - Adjusted EBIT and EBITDA margins expanded by 150 basis points, positioning the company for accelerated growth in the coming years [12] Business Line Data and Key Metrics Changes - The Dispensing and Specialty Closures segment saw a 1% increase in sales, with higher volumes in fragrance and beauty products offset by destocking in personal care and home care markets [19] - Metal Containers segment sales increased by 11%, driven by a 4% growth in volumes, particularly in pet food products [20] - Custom Containers experienced an 8% decrease in sales due to lower margin business exit, but volumes increased by 1% when excluding these [21] Market Data and Key Metrics Changes - The company anticipates organic volume growth in Dispensing and Specialty Closures to be in the low to mid-single digits for 2026, with metal containers expected to grow by a low single-digit percentage [13] - The pet food market continues to drive growth, representing more than half of the metal containers segment volume [23] Company Strategy and Development Direction - The company successfully integrated the Weener acquisition, achieving full run rate synergies and positioning for organic growth exceeding peers [9] - Strategic initiatives are focused on operational excellence, market-leading innovation, and customer partnerships to drive future growth [15] - The company is optimistic about growth opportunities both organically and inorganically as it enters 2026 [12] Management's Comments on Operating Environment and Future Outlook - Management noted that 2025 was a challenging year due to evolving consumer spending trends, but the company adapted and strengthened processes for future agility [10] - The outlook for 2026 includes expectations for significant value creation for shareholders, with a focus on meeting unique customer needs [15] - Management has taken a conservative approach to guidance, considering broader market conditions and potential risks [62] Other Important Information - The company returned approximately $160 million in capital to shareholders and returned to its target leverage range following the Weener acquisition [8] - The company is focused on sustainability initiatives and cost reduction programs to enhance operational efficiency [62] Q&A Session Summary Question: Details on first quarter outlook for Dispensing and Specialty Closures - Management indicated low- to mid-single-digit volumes for the segment, with challenges from low-cost inventory impacting EBIT [29] Question: Changes in order patterns and operations in Dispensing and Specialty Closures - Management acknowledged that the business has evolved significantly, requiring a broader view of macro influences on customer demand [32] Question: Key volume and margin considerations at the low end of guidance - Management highlighted broader market conditions as a potential factor influencing demand and margins [36] Question: Performance of hot fill beverage and destocking impacts - Management confirmed that destocking activity is complete in the Dispensing and Specialty Closures segment, with expectations for stable volumes [40] Question: Growth opportunities in healthcare and pharma - Management expressed confidence in doubling the size of the healthcare business over the next few years, driven by strong market demand [66]

Financial Data and Key Metrics Changes - In Q4 2025, net sales were approximately $1.5 billion, a 4% increase from the prior year, primarily driven by higher raw material costs and favorable foreign currency translation [15][16] - Adjusted EBIT for the quarter was $150.6 million, relatively flat compared to the prior year, while adjusted EPS decreased by $0.18 to $0.67 due to higher interest expenses and tax rates [16] - Adjusted EBIT and EBITDA margins expanded by 150 basis points, positioning the company for accelerated growth in the coming years [11] Business Line Data and Key Metrics Changes - The Dispensing and Specialty Closures segment saw a 1% increase in sales, with higher volumes in fragrance and beauty products offset by destocking in personal and home care markets [16][17] - Metal Containers segment sales increased by 11%, driven by a 4% growth in volumes, particularly in pet food products [18][19] - Custom Containers experienced an 8% decrease in sales due to exiting lower-margin business, but volumes increased by 1% when excluding these [19] Market Data and Key Metrics Changes - The company anticipates organic volume growth in Dispensing and Specialty Closures to be in the low to mid-single digits for 2026, with metal containers expected to grow by a low single-digit percentage [12][21] - The pet food market continues to drive growth, representing more than half of the metal containers segment volume [21] Company Strategy and Development Direction - The company successfully integrated the Weener acquisition, achieving full run rate synergies and positioning for organic growth exceeding peers [6][8] - Strategic initiatives focus on operational excellence, market-leading innovation, and customer partnerships to drive future growth [7][12] - The company is optimistic about growth opportunities in both organic and inorganic avenues, particularly in healthcare and pharmaceuticals [11][62] Management's Comments on Operating Environment and Future Outlook - Management noted that 2025 was a challenging year due to evolving consumer spending trends, but the company adapted and strengthened processes for future agility [6][9] - The outlook for 2026 includes expectations for significant value creation for shareholders, with a focus on meeting customer needs and navigating market volatility [12][60] - Management has taken a conservative approach to guidance, incorporating broader market risks into their forecasts [60] Other Important Information - The company returned approximately $160 million in capital to shareholders and returned to its target leverage range post-acquisition [6] - The company expects free cash flow of approximately $450 million for 2026, with capital expenditures of about $310 million to support future growth [22] Q&A Session Summary Question: Details on first quarter outlook for Dispensing and Specialty Closures - Management indicated low- to mid-single-digit volume expectations, with challenges from low-cost inventory impacting EBIT [27][30] Question: Changes in order patterns and operations in Dispensing and Specialty Closures - Management acknowledged that the business has evolved, requiring a broader view of macro influences affecting customer demand [30][31] Question: Volume and margin considerations at the low end of guidance - Management highlighted broader market conditions as a potential factor influencing demand and margins [33] Question: Performance of hot fill beverage and destocking impacts - Management confirmed that destocking activity is complete in the Dispensing and Specialty Closures segment, with expectations for comparable volumes in 2026 [36][49] Question: Growth opportunities in healthcare and pharma - Management expressed confidence in doubling the size of the healthcare business over the next few years, driven by a strong pipeline and potential acquisitions [62][84]

分组1 - Silgan Holdings reported quarterly earnings of $0.67 per share, exceeding the Zacks Consensus Estimate of $0.65 per share, but down from $0.85 per share a year ago, representing an earnings surprise of +2.45% [1] - The company achieved revenues of $1.47 billion for the quarter ended December 2025, surpassing the Zacks Consensus Estimate by 0.53% and increasing from $1.41 billion year-over-year [2] - Silgan has outperformed the S&P 500 with an 8.4% increase in shares since the beginning of the year, compared to the S&P 500's gain of 1.1% [3] 分组2 - The current consensus EPS estimate for the upcoming quarter is $0.79 on revenues of $1.5 billion, and for the current fiscal year, it is $3.87 on revenues of $6.64 billion [7] - The Containers - Metal and Glass industry, to which Silgan belongs, is currently ranked in the bottom 12% of over 250 Zacks industries, indicating potential challenges for stock performance [8] - Another company in the same industry, Ardagh Metal Packaging S.A., is expected to report quarterly earnings of $0.02 per share, reflecting a year-over-year decline of -33.3%, with revenues projected at $1.31 billion, up 9.2% from the previous year [9][10]

Core Insights - Silgan Holdings Inc. reported full year 2025 net sales of $6.5 billion, a growth of 11% from $5.9 billion in 2024, and net income of $288.4 million, or $2.70 per diluted share, compared to $276.4 million, or $2.58 per diluted share in 2024 [1][16]. Financial Performance - For the fourth quarter of 2025, net sales were $1.47 billion, an increase of $57.4 million, or 4%, compared to the same period in 2024 [6]. - Adjusted net income per diluted share for the full year 2025 was $3.72, a 3% increase from $3.62 in 2024 [2]. - The company reported income before interest and income taxes (EBIT) of $597.9 million for 2025, up from $515.1 million in 2024 [17]. Segment Performance - The Dispensing and Specialty Closures segment generated net sales of $2.7 billion in 2025, a 17% increase from $2.3 billion in 2024, driven by the Weener acquisition and higher organic volumes [21]. - The Metal Containers segment saw net sales of $3.1 billion in 2025, an 8% increase from $2.9 billion in 2024, primarily due to favorable price/mix and higher volumes [23]. - The Custom Containers segment reported net sales of $637.6 million in 2025, a slight decrease of 2% from $649.6 million in 2024, attributed to lower volumes [25]. Cost Management and Efficiency - The company completed a multi-year cost savings program, which contributed to improved profitability across segments [3]. - Rationalization charges were $60.5 million in 2025, slightly higher than $59.5 million in 2024, indicating ongoing efforts to optimize operations [17]. Cash Flow and Capital Expenditures - Silgan generated net cash provided by operating activities of $729.8 million in 2025, compared to $721.9 million in 2024 [20]. - Free cash flow for 2025 was $445.2 million, a 14% increase from $391.3 million in 2024, driven by higher operating earnings [20]. Outlook for 2026 - The company estimates adjusted net income per diluted share for 2026 to be in the range of $3.70 to $3.90, reflecting a 2% increase at the midpoint compared to 2025 [27]. - Anticipated interest and other debt expense for 2026 is approximately $205 million, with an effective tax rate expected to be around 25-26% [28].

Company Overview - Silgan Holdings is a leading global supplier of rigid packaging solutions with a diversified product portfolio and a strong presence in the consumer goods sector [6] - The company generates revenue primarily through the sale of packaging products across three segments: Dispensing and Specialty Closures, Metal Containers, and Custom Containers [9] - As of February 2, 2026, Silgan's market capitalization is $4.73 billion, with a revenue of $6.43 billion and a net income of $315.27 million [4] Recent Developments - Bernzott Capital Advisors purchased 71,353 shares of Silgan Holdings during the fourth quarter of 2025, with an estimated transaction value of $2.90 million [1] - This purchase increased Silgan's position to 3.9% of Bernzott's 13F reportable assets under management [2] - Silgan shares were priced at $43.19 as of February 2, 2026, reflecting a 19.86% decline from the previous year and underperforming the S&P 500 by 35 percentage points [3] Investment Insights - Silgan has outperformed the S&P 500's total returns from 2006 to 2025, rising over 700% during that period [10] - Despite a drop of over 20% in the last year, Bernzott appears to view this as a "buy-the-dip" opportunity [10] - The company has a strategic focus on innovation and customer relationships, positioning it as a key partner for major consumer brands worldwide [6]

Core Viewpoint - Wall Street anticipates a year-over-year decline in earnings for Silgan Holdings despite an increase in revenues, with the actual results being crucial for stock price movement [1][2]. Earnings Expectations - Silgan is expected to report quarterly earnings of $0.65 per share, reflecting a year-over-year decrease of 23.5% [3]. - Revenue projections stand at $1.46 billion, indicating a 3.5% increase from the previous year [3]. Estimate Revisions - The consensus EPS estimate has been revised down by 0.21% over the last 30 days, indicating a reassessment by analysts [4]. - The Most Accurate Estimate for Silgan is lower than the Zacks Consensus Estimate, resulting in an Earnings ESP of -0.61% [12]. Earnings Surprise Prediction - The Zacks Earnings ESP model suggests that a positive or negative reading indicates the likelihood of actual earnings deviating from consensus estimates, with positive readings being more predictive [9][10]. - Silgan currently holds a Zacks Rank of 4, complicating predictions of an earnings beat [12]. Historical Performance - In the last reported quarter, Silgan exceeded earnings expectations with a surprise of +0.83%, having beaten consensus EPS estimates three times over the last four quarters [13][14]. Conclusion - Silgan does not appear to be a strong candidate for an earnings beat, and investors should consider other factors when making decisions regarding the stock ahead of the earnings release [17].

Core Viewpoint - Silgan Holdings will announce its fourth quarter and full year 2025 earnings results on February 4, 2026 [1] Company Summary - Silgan Holdings is scheduled to release its earnings results for the fourth quarter and the entire year of 2025 [1]