Amcor plc: Strong FY24 Earnings, Dividend Hike, Share Buybacks

Ticker: AMCCF · Form: DEF 14A · Filed: Sep 24, 2024 · CIK: 1748790

Sentiment: bullish

Topics: proxy-statement, shareholder-returns, earnings-growth

TL;DR

Amcor crushed FY24 despite headwinds, boosted dividend, bought back shares, and expects 10-15% shareholder value growth in FY25.

AI Summary

Amcor plc's proxy statement for the fiscal year ending September 24, 2024, highlights the company's resilience amidst geopolitical uncertainties and inflation. Despite a challenging operating environment, Amcor reported strong earnings momentum and increased its dividend. The company also repurchased approximately 11% of its outstanding shares since 2020, maintaining an investment-grade balance sheet and projecting solid adjusted earnings growth for fiscal 2025, aiming for 10-15% total annual shareholder value creation.

Why It Matters

This filing details Amcor's financial performance and capital allocation strategies, providing shareholders with insights into dividend payouts, share repurchases, and future growth expectations.

Risk Assessment

Risk Level: medium — The filing discusses navigating geopolitical uncertainties and inflation, indicating potential risks to future performance.

Key Numbers

Key Players & Entities

FAQ

What were the primary challenges Amcor faced in fiscal year 2024?

Amcor navigated geopolitical uncertainties, significant destocking through the supply chain, and rapidly rising inflation.

What actions has Amcor taken regarding shareholder returns since 2020?

Amcor has increased its dividend and repurchased approximately 11% of its outstanding shares while maintaining an investment grade balance sheet.

What is Amcor's outlook for adjusted earnings growth in fiscal year 2025?

Amcor expects solid adjusted earnings growth in fiscal year 2025.

What is Amcor's target for total annual shareholder value creation?

Amcor is positioned to deliver total annual value in line with its 10% to 15% shareholder value creation model range.

When was the proxy statement filed?

The proxy statement was filed on September 24, 2024.

Filing Stats: 4,401 words · 18 min read · ~15 pages · Grade level 17.7 · Accepted 2024-09-24 16:21:42

Key Financial Figures

Filing Documents

executive compensation ("Say-on-Pay Vote"); and

executive compensation ("Say-on-Pay Vote"); and 4. To transact such other business as may properly come before the meeting. Your vote is important to us. Please execute your proxy promptly. September 24, 2024 By Order of the Board of Directors How to Cast Your Vote (See page 64 ) You can vote by any of the following methods: By internet By telephone By mailing your proxy card Damien Clayton, Secretary 83 Tower Road North W armley, Bristol BS30 8XP United Kingd om 4 Amcor plc | 2024 Proxy Statement Table of Contents Proxy Statement Summar y Our proxy statement contains information about the matters that will be voted on at our Annual General Meeting of Shareholders (the "Annual Meeting") as well as other helpful information about Amcor plc (the "Company"). Below is an executive summary that highlights certain information contained elsewhere in our proxy statement. We encourage you to read the entire proxy statement carefully before voting. Matters to Be Voted on at the 2024 Annual Meeting Proposal Board Recommendation For More Detail, See Page: 1. Election of Directors FOR each Nominee 14 2. Ratification of PricewaterhouseCoopers AG as our independent registered public accounting firm for fiscal year 2025 FOR 60 3. Non-binding advisory vote to approve the Company's executive compensation FOR 61 Amcor plc Amcor plc is a holding company incorporated under the laws of the Bailiwick of Jersey in July 2018. Amcor is a global leader in developing and producing responsible packaging solutions for food, beverage, pharmaceutical, medical, home and personal- care, and other products. Amcor works with leading companies around the world to protect products, differentiate brands, and improve supply chains through a range of flexible and rigid packaging, specialty cartons, closures and services. Business Highlights Fiscal 2024 has marked Amcor's safest year on record Strong finish to fiscal 2024

Executive Compensation Highlights

Executive Compensation Highlights Our executive compensation framework plays a key role in aligning compensation to business strategy and outcomes that deliver value to shareholders. The key highlights for fiscal year 2024 are as follows: A reduction in safety recordable cases by 12%, with more than 70% of sites being injury free for more than 12 months; net sales of $13,640 million; GAAP net income of $730 million; adjusted earnings per share ("EPS") (1) of 70.2 cps; adjusted earnings before interest and taxes ("EBIT") (1) of $1,560 million; and adjusted free cash flow (1) of $952 million (up >$100 million or 12% on last year). The above results are appropriately reflected incentive outcomes for fiscal year 2024 , reinforcing that our variable compensation programs (which are 100% performance-based and at risk) have a strong alignment to our strategic priorities and the interests of shareholders. WHAT WE DO Variable incentives are 100% performance-based and 100% at-risk. This means performance conditions apply to short term incentives and all equity-based incentives (restricted share units, performance shares, and share options) To ensure alignment with shareholders, Amcor's Shareholder Value Creation Model (described further in the "Executive Compensation Discussion and Analysis" section) is the basis for the performance conditions used for incentives For the LTI to vest in full, it requires adjusted EPS to grow by 10% per annum, Return on Average Funds Employed ("RoAFE") (1) to be 12% or more, and upper quartile relative total shareholder return performance Stock ownership requirements for Executive Officers and Directors Clawback policy applicable to cash and equity awards in event of fraud, dishonesty, breach of obligations and certain restatements Actively engage with our shareholders WHAT WE DON'T DO No multi-year employment agreements or excessive executive severance No repricing of options without shareholder app

Executive Compensation Highlights

Executive Compensation Highlights 7 Sustainability 8 Human Capital 10 Proposal 1 Election of Directors 14 Director-Nominees 14 Director Compensation Summary 20 Fiscal Year 2024 Director Compensation 20 Board Composition 21 Director Independence 21 Board Diversity 21 Director Commitments 21 Board Refreshment 21 Board Leadership Structure 21 Board Operations 22 Corporate Governance Documents 22 Committees of the Board 22 Director Meeting Attendance 24 Key Areas of Board Oversight 25 Risk Management 25 Environmental, Social and Governance (ESG) Matters 26 Cybersecurity Risk Oversight 26 Human Capital Management 26 Board Governance Practices 27 Board Evaluation Process 27 Shareholder Engagement 27 Recommendations for Directors 27 Communications with the Board 27 Transactions with Related Parties 28 Standards for Approval of Transactions 28 Transactions with Related Parties during Fiscal Year 2024 28

Security Ownership of Directors and Executive Officers

Security Ownership of Directors and Executive Officers 29

Security Ownership of Certain Beneficial Owners

Security Ownership of Certain Beneficial Owners 30 Amcor plc | 2024 Proxy Statement 13 Table of Contents

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