Executive Change

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549       FORM 8-K       CURRENT REPORT Pursuant to Section 13 or 15( d ) of the Securities Exchange Act of 1934   Date of Report (Date of earliest event reported): September 29, 2023 ( September 28, 2023 )       HOWMET AEROSPACE INC. (Exact name of registrant as specified in its charter)       Delaware 1-3610 25-0317820 (State of Incorporation) (Commission File Number) (IRS Employer Identification No.)   201 Isabella Street , Suite 200 Pittsburgh , Pennsylvania 15212-5872 (Address of Principal Executive Offices) (Zip Code)   Office of Investor Relations (412) 553-1950 Office of the Secretary ( 412 ) 553-1940 (Registrant’s telephone number, including area code)   (Former Name or Former Address, if Changed Since Last Report)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))   Securities registered pursuant to Section 12(b) of the Act:   Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $1.00 per share HWM New York Stock Exchange $3.75 Cumulative Preferred Stock , par value $100 per share HWM PR NYSE American   Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).   Emerging growth company ¨   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨           Item 5.02.      Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Agreements of Certain Officers   On September 28, 2023, the Board of Directors (the “Board”) of Howmet Aerospace Inc. (the “Company”), upon recommendation of its Governance and Nominating Committee, increased the size of the Board from nine to ten members and appointed Gunner Smith as a director of the Company, each effective as of September 29, 2023.   Mr. Smith will receive compensation for his service on the Board pursuant to the compensation program for the Company’s non-employee directors, as in effect from time to time during his service on the Board. The Company’s current non-employee director compensation program is described on pages 19-22 of its definitive proxy statement filed with the Securities and Exchange Commission (“SEC”) on March 30, 2023. In addition, the Company will enter into an indemnification agreement with Mr. Smith, which the Company has entered into with each of its directors to supplement the indemnification coverage provided by the Company’s Certificate of Information and Bylaws and the Delaware General Corporation Law. (See Form of Indemnification Agreement between the Company and individual directors or officers, incorporated by reference to exhibit 10.1 to the Form 8-K filed by the Company with the SEC on January 25, 2018.)   The Company will file an amended Current Report on Form 8-K/A to report the Board committee(s) on which Mr. Smith will serve once the Board has made a determination.   A copy of the Company’s press release announcing the appointment of Mr. Smith to the Board is attached hereto as Exhibit 99.1 and is incorporated herein by reference.   Item 9.01       Financial Statements and Exhibits.   (d) Exhibits   99.1 Howmet Aerospace Inc. press release, dated September 29, 2023.     104 The cover page of this Current Report on Form 8-K, formatted in Inline XBRL.         SIGNATURE   Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.     HOWMET AEROSPACE INC.     Dated: September 29, 2023 By: /s/ Lola F. Lin   Name: Lola F. Lin   Title: Executive Vice President, Chief Legal and Compliance Officer and Secretary