CONSTELLIUM SE (CSTM)

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

The following discussion and analysis is based principally on our unaudited interim condensed consolidated financial

statements prepared under U.S. GAAP at June 30, 2026 and for the three and six months ended June 30, 2026 and 2025 and

should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2025 and our unaudited

interim condensed consolidated financial statements at June 30, 2026 and for the three and six months ended June 30, 2026

and 2025 which are included in this Quarterly Report.

The following discussion and analysis includes forward-looking statements. These forward-looking statements are

subject to risks, uncertainties and other factors that could cause our actual results to differ materially from those expressed or

implied by our forward-looking statements.

Amounts presented in the Consolidated Financial Statements are expressed in millions of U.S. dollars, except as

otherwise stated. Shipments are expressed in thousands of metric tons. Amounts may not sum due to rounding.

Overview

Constellium is a global leader in the development, manufacture and sale of a broad range of high value-added specialty

rolled and extruded aluminum products to the aerospace, space, defense, packaging, automotive, commercial transportation and

general industrial end-markets. At June 30, 2026, the Group operated 23 manufacturing facilities, 3 R&D centers and 3

administrative centers. The Group has approximately 11,500 employees.

We serve a diverse set of customers across a broad range of end-markets with different product needs, specifications and

requirements. Our business is organized into three operating segments:

•Our Aerospace & Transportation ("A&T") operating segment offers a wide range of technically advanced aluminum

products including plate, sheet and extrusions to blue-chip customers in the global aerospace, space, commercial

transportation, general industrial and defense sectors. Many of the products are mission critical, which benefit from our

world-class R&D and manufacturing capabilities and unique solutions.

•Our Packaging & Automotive Rolled Products ("P&ARP") operating segment includes the production and

development of customized rolled aluminum sheet products. We supply the packaging market with canstock and

closure stock for the beverage and food industry, as well as foilstock for the flexible packaging market. In addition, we

supply the automotive market with technically advanced products such as Auto Body Sheet ("ABS"), heat exchanger

materials and battery foil products.

•Our Automotive Structures & Industry ("AS&I") operating segment produces (i) technologically advanced structural

solutions for the automotive industry including crash management systems, body structures, side impact beams and

battery enclosure components, (ii) soft and hard alloy extrusions for automotive, transportation, and general industrial

applications, and (iii) large profiles for rail and general industrial applications. We complement our products with a

comprehensive offering of downstream technology and services, which include pre-machining, surface treatment,

R&D and technical support services.

Management Review and Outlook

Constellium delivered strong results in the second quarter despite uncertainties on the macroeconomic and geopolitical

fronts. During the quarter, we benefited from strong operational focus, cost control and improved market dynamics, including

an improved aerospace and transportation, industry and defense (TID) environment, supply shortages of automotive rolled

products in North America and strong recycling performance in both North America and Europe. During the quarter, we

returned $20 million to shareholders through the repurchase of 623 thousand shares. Even though the current landscape remains

volatile, we like our end market positioning, and we are optimistic about our prospects for the remainder of this year and

beyond. Our focus remains on executing on our strategy, driving operational performance, controlling costs, maintaining

commercial and capital discipline, generating free cash flow and increasing shareholder value.

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For the three and six months ended June 30, 2026, our segments represented the following percentages of total Revenue

and total Adjusted EBITDA:

(1) Holdings and Corporate primarily reflects incidental revenues and unallocated corporate activities.

Key Factors Influencing Constellium’s Financial Condition and Results from Operations

Economic, Geopolitical and General Market Conditions

We are directly impacted by the economic conditions that affect our customers and the markets in which they operate.

General economic and market conditions, such as the level of disposable income, the level of inflation, the rate of economic

growth, the rate of unemployment, the rapid development of technology, interest rates, exchange rates and currency devaluation

or revaluation, influence consumer confidence and consumer purchasing power. These factors, in turn, influence the demand for

our products in terms of total volumes and prices that can be charged. We attempt to respond to the variability of economic

conditions through the terms of our contracts with our customers as well as cost control.

During the six months ended June 30, 2026, we continued to monitor geopolitical and economic instability, globally.

During the second quarter of 2026, there was continued uncertainty related to tariffs and trade conditions, and their short and

long-term impacts on the Company. Global and regional economies continue to be impacted by armed conflicts, sanctions, and

volatility. In particular, ongoing geopolitical tensions and military conflicts in the Middle East, including the ongoing conflict

involving the United States, Israel and Iran, have caused, and may continue to result in, higher fuel and energy prices. While it

is difficult to predict the impact of these events, we continuously monitor them and will develop contingency plans and

countermeasures as necessary to seek to address adverse effects or disruptions to our operations as they arise.

Although a number of our end-markets are cyclical in nature, we believe that the diversity of our portfolio and the secular

growth trends we are experiencing in many of our end-markets will help the Company weather these economic cycles. In our

three principal end-markets of aerospace, packaging and automotive:

•Aerospace demand has improved. The destocking of aluminum products in the supply chain also continues to ease. We

believe that the long-term trends of increased passenger air traffic and fleet replacements with newer and more fuel

efficient aircraft, along with new military and space programs, will help support favorable long-term demand

conditions.

•Historically, demand for aluminum can packaging has been fairly resilient during various economic cycles. We believe

canstock has an attractive long-term growth outlook driven in part by increased consumer preference for aluminum

beverage cans as a packaging material of choice.

•Automotive vehicle sales tend to fluctuate with the general economic cycle and in recent years have also been

impacted by global supply chain disruptions, the tariff and trade environment, affordability, customer offerings and

consumer preference. However, aluminum demand has increased in recent years, driven by the vehicle lightweighting

trend to improve energy efficiency, reduce emissions and enhance vehicle safety, which has resulted in more

aluminum usage for new car models. We expect the lightweighting trend to continue in the future.

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Product Price and Margin

Our products are typically priced based on three components: (i) the LME price, (ii) a regional premium and

(iii) a conversion margin.

Aluminum Prices

The price we pay for primary aluminum includes the LME price and regional premiums such as the Midwest premium

for metal purchased in the U.S. or the Rotterdam premium for metal purchased in Europe. Both the LME price and the regional

premiums can be volatile. Our business model aims to pass through primary aluminum price exposure by pricing our products

to include the cost of the metal purchased and hedging any remaining exposure to the extent possible to achieve aluminum price

neutrality.

Aluminum prices have risen sharply since 2025, especially in the U.S. following the Section 232 of the Trade Expansion

Act of 1962 tariff announcements. The average LME transaction price, Rotterdam premium and Midwest premium per ton of

primary aluminum for the three and six months ended June 30, 2026 and 2025 are presented below.

We purchase large amounts of scrap aluminum to manufacture some of our products as part of our commitment to

sustainability and circular resource use. Utilizing recycled aluminum supports the reduction of our reliance on primary

aluminum production and usually provides economic benefits, as scrap trades at a discount to the market price of primary

aluminum (i.e. LME plus regional premiums). The difference between the price of primary aluminum and the price of scrap is

referred to as the “scrap spread.” The scrap spread depends on regional scrap aluminum supply and overall market demand. If,

for example, the scrap spread widens and the price of primary aluminum remains static, this could have a favorable impact on

our Company's results, while the converse could lead to an unfavorable impact. In addition, many other factors, such as the

price of primary aluminum, types of scrap aluminum we purchase, effectiveness and timing of our scrap purchase activities,

productivity of our recycling operations, could have impacts on the Company’s results.

Volumes

The profitability of our business is determined, in part, by the volume of tons processed and sold. Increased production

volumes will generally result in lower per unit costs due to the fixed cost structure of our operations. Higher volumes sold will

generally result in additional revenue and associated profitability. Demand trends across key sectors - aerospace, packaging and

automotive - contribute to our production planning. Seasonal fluctuations and macroeconomic conditions are important factors

in volume variability.

Personnel Costs

Our operations are labor intensive. Personnel costs include the salaries, wages and benefits of our employees, as well as

costs related to temporary labor. During our seasonal peaks and the summer months, we have historically increased our

temporary workforce to compensate for

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

The following discussion and analysis is based principally on our audited Consolidated Financial Statements prepared

under U.S. GAAP at December 31, 2025 and 2024, and for the three years ended December 31, 2025 included elsewhere in this

Annual Report, and is provided to supplement the audited Consolidated Financial Statements and the related notes to help

provide an understanding of our financial condition, changes in financial condition, results of our operations, and liquidity.

The following discussion is to be read in conjunction with our audited Consolidated Financial Statements prepared under U.S.

GAAP and the notes thereto, which are included elsewhere in this Annual Report.

The following discussion and analysis includes forward-looking statements. These forward-looking statements are

subject to risks, uncertainties and other factors that could cause our actual results to differ materially from those expressed or

implied by our forward-looking statements. Factors that could cause or contribute to these differences include, but are not

limited to, those discussed below and elsewhere in this Annual Report. See in particular “Forward-Looking Statements” and

“Item 1A. Risk Factors. This section discusses items pertaining to and comparisons of financial results between fiscal years

2025 and 2024. A discussion of and comparisons between fiscal years 2024 and 2023 financial results can be found in

“Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7. of the

Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 28,

2025.

Amounts presented in the audited Consolidated Financial Statements are expressed in millions of U.S. dollars, except as

otherwise stated. Shipments are expressed in thousands of metric tons. Amounts may not sum due to rounding.

Management review and outlook

Constellium delivered strong results in 2025 despite the uncertain macroeconomic and end market environment. Looking

across our end markets, packaging demand remained healthy during 2025, and we continued to benefit from improved

operational performance at Muscle Shoals. Aerospace demand was lower driven by continued destocking of aluminum products

in the global Aerospace supply chain, though demand for high value add products remain healthy. Automotive demand

remained weak in Europe and relatively stable in North America, and in the fourth quarter we benefited from increased demand

due to short-term supply shortages in the U.S. Industrial market conditions in North America and Europe became more stable,

and our shipments in Europe improved in the year given the post-flood recovery in Valais (Switzerland). Following the tariff

announcements in 2025, market aluminum prices (LME price + Midwest Premium) have risen sharply in North America, and

certain spot scrap aluminum spreads have improved from previous historically tight levels. We expect recent demand trends in

our end markets to continue into the early part of 2026 and the overall macroeconomic environment to remain relatively stable,

and we expect to benefit from recent market dynamics, including supply shortages for automotive rolled products as well as

improved scrap spreads in North America. We are proactively managing the business to the current environment. We remain

focused on executing on our strategy, driving operational performance, controlling costs, generating Free Cash Flow and

increasing shareholder value.

For the year ended December 31, 2025, our operating segments represented the following percentages of total Revenue

and Segment Adjusted EBITDA:

(1) Holdings and Corporate primarily reflects incidental revenues and unallocated corporate activities.

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Key Factors Influencing Constellium’s Financial Condition and Results from Operations

Economic, Geopolitical and General Market Conditions

We are directly impacted by the economic conditions that affect our customers and the markets in which they operate.

General economic and market conditions such as the level of disposable income, the level of inflation, the rate of economic

growth, the rate of unemployment, the rapid development of technology, interest rates, exchange rates and currency devaluation

or revaluation influence consumer confidence and consumer purchasing power. These factors, in turn, influence the demand for

our products in terms of total volumes and prices that can be charged. We attempt to respond to the variability of economic

conditions through the terms of our contracts with our customers as well as cost control.

During the year ended December 31, 2025, we continued to monitor geopolitical and economic instability globally.

During the fourth quarter, there was continued uncertainty related to tariffs and trade conditions, and their short and long-term

impacts on the Company. Global and regional economies continue to be impacted by armed conflicts, sanctions, and volatility.

While it is difficult to predict the impact of these events, we continuously monitor them and develop contingency plans and

counter measures as necessary to seek to address adverse effects or disruptions to our operations as they arise.

Although a number of our end-markets are cyclical in nature, we believe that the diversity of our portfolio and the secular

growth trends we are experiencing in many of our end-markets will help the Company weather these economic cycles. In our

three principal end-markets of aerospace, packaging and automotive:

•Aerospace demand has stabilized following the sharp recovery post-COVID although the supply chain continues to

experience destocking of aluminum products. We continue to believe that the long-term trends of increased

passenger air traffic and fleet replacements with newer and more fuel efficient aircraft, along with new military and

space programs, will help support favorable long-term demand conditions.

•Historically, demand for aluminum can packaging has been fairly resilient during various economic cycles. We

believe canstock has an attractive long-term growth outlook driven in part by increased consumer preference for

aluminum cans as a beverage packaging material of choice.

•Automotive vehicle sales tend to fluctuate with the general economic cycle and in recent years have also been

impacted by global supply chain disruptions, the tariff and trade environment, affordability, customer offerings and

consumer preference. However, aluminum demand has increased in recent years, driven by the vehicle

lightweighting trend to improve energy efficiency, reduce emissions and enhance vehicle safety, which has resulted

in more aluminum usage for new car models. We expect the lightweighting trend to continue in the future.

Product Price and Margin

Our products are typically priced based on three components: (i) the LME price, (ii) a regional premium and

(iii) a conversion margin.

Aluminum Prices

The price we pay for primary aluminum includes the LME price and regional premiums such as the Midwest premium

for metal purchased in the U.S. or the Rotterdam premium for metal purchased in Europe. Both the LME price and the regional

premiums can be volatile. Our business model aims to pass through aluminum price exposure by pricing our products to include

the cost of the metal purchased and hedging any remaining exposure to the extent possible to achieve aluminum price

neutrality.

Aluminum prices have risen in 2025, especially in the U.S. following the tariff announcements. The average LME

transaction price, Rotterdam premium and Midwest premium per ton of primary aluminum for the years ended December 31,

2025 and 2024 are presented below.

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Volumes

The profitability of our business is determined, in part, by the volume of tons processed and sold. Increased production

volumes will generally result in lower per unit costs due to the fixed costs structure of our operations. Higher volumes sold will

generally result in additional revenue and associated profitability. Demand trends across key sectors — aerospace, packaging

and automotive — contribute to our production planning. Seasonal fluctuations and macroeconomic conditions are important

factors in volume variability.

Personnel Costs

Our operations are labor intensive. Personnel costs include the salaries, wages and benefits of our employees, as well as

costs related to temporary labor. During our seasonal peaks and the summer months, we have historically increased our

temporary workforce to compensate for increased volume of activity and vacation schedules. Personnel costs generally increase

and decrease with the expansion or contraction in production levels. Personnel costs also generally increase in periods of higher

inflation.

Energy

Our operations require substantial amounts of energy to run, primarily electricity and natural gas. The magnitude of

energy costs depends on the energy supply and demand relationships in the regions we operate in.

Currency

We are a global company with operations in the United States, France, Germany, Switzerland, the Czech Republic,

Slovakia, Spain, Mexico, Canada and China. As such, we are exposed to transaction and translation impacts.

Transaction impacts arise when our businesses transact in a currency other than their own functional currency. As a

result, we are exposed to foreign exchange risk on payments and receipts in multiple currencies. Where we have multiple-year

sales agreements in U.S. dollars by euro-functional currency entities, we have typically entered into derivative contracts to

forward sell U.S. dollars to match these future sales. With the exception of certain derivative instruments entered into to hedge

the foreign currency risk associated with the cash flows of certain highly probable forecasted sales, which we have designated

for hedge accounting, hedge accounting is not applied to such ongoing commercial transactions. The mark-to-market impact

associated with these transactions is therefore recorded in Other Gains and Losses - net.

Translation impacts result from the translation at each period of the results of functional currency entities other than U.S.

dollars into our reporting currency, the U.S. dollar.

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Results of Operations for the year ended December 31, 2025 and 2024

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