Grundlæggende statistik
| LEI | 724500KRJEMC79KAAU28 |
| CIK | 1563411 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Constellium SE
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
| May 28, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form SD SPECIALIZED DISCLOSURE REPORT CONSTELLIUM SE (Exact Name of Registrant as Specified in Charter) France 001-35931 98-0667516 (State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (I.R.S. Employer Identification No.) 300 East Lombard Street Suite 1710 Baltimore, MD 21202 United States (A |
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| May 21, 2026 |
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): May 21, 2026 Constellium SE (Exact name of registrant as specified in its charter) France 001-35931 98-0667516 (State or other jurisdiction of incorporation or organization) (Commissi |
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| April 29, 2026 |
a2603ex102xformof2026lt 2026 LTIP Award Letter Last Name, First Name March XX, 2026 FORM 2026 Long Term Incentive Award Letter Dear First Name, I am pleased to inform you that you have received a Grant of Units in the amounts set forth below. |
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| April 29, 2026 |
a2603ex103xformof2026lt 2026 LTIP Award Letter Last Name, First Name March XX, 2026 FORM 2026 Long Term Incentive Award Letter Dear First Name, I am pleased to inform you that you have received a Grant of Units in the amounts set forth below. |
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| April 29, 2026 |
a2026-q1xearningspressre April 29, 2026 Constellium Reports Strong First Quarter 2026 Results, including Record Quarterly Segment Adjusted EBITDA; Raises Full Year 2026 Guidance Paris - Constellium SE (NYSE: CSTM) ("Constellium" or the "Company") today reported results for the first quarter ended March 31, 2026. |
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| April 29, 2026 |
-1- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 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: 001-35931 Const |
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| April 29, 2026 |
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): April 29, 2026 Constellium SE (Exact name of registrant as specified in its charter) France 001-35931 98-0667516 (State or other jurisdiction of incorporation or organization) (Commis |
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| April 29, 2026 |
a2026-q1xearningspresent First Quarter 2026 Earnings Call April 29, 2026 Forward-Looking Statements Certain statements contained in this presentation constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. |
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| April 29, 2026 |
a2603ex101x2026ltipawar 2026 Long Term Incentive Award Agreement Terms and Conditions Effective as from March 12, 2026 2026 Award Agreement 2 1. |
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| April 10, 2026 |
constelliumsesmrxnotice Your Vote Counts! Smartphone users Point your camera here and vote without entering a control number For complete information and to vote, visit www. |
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| April 10, 2026 |
2026 Proxy Statement | 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 10, 2026 |
FORWARD LOOKING STATEMENTS Certain statements contained in this Annual Report constitute forward-looking statements within the meaning of the U. |
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| March 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 12, 2026 |
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): March 12, 2026 Constellium SE (Exact name of registrant as specified in its charter) France 001-35931 98-0667516 (State or other jurisdiction of incorporation or organization) (Commis |
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| March 12, 2026 |
a20260312pr-constelliuma PRESS RELEASE Media Contacts Investor Relations Communications Jason Hershiser Delphine Dahan-Kocher Phone: +1 443 988-0600 Phone: +1 443 420 7860 investor-relations@constellium. |
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| February 25, 2026 |
exhibit1081release-tran Release Release THIS RELEASE (the “Release”) is executed by Jean-Marc Germain (“Executive”) for the benefit of Constellium US Holdings I, LLC (the “Company”). |
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| February 25, 2026 |
exhibit1065constellium- AMENDMENT NO. 7 TO THE CONSTELLIUM SE 2013 EQUITY INCENTIVE PLAN WHEREAS, Constellium SE, a French Societas Europaea (the “Company”), has adopted the Constellium SE 2013 Equity Incentive Plan (as amended from time to time, the “Plan”); WHEREAS, from time to time the Company’s shareholders have approved specific amounts of Shares (each such amount, a “Specific Envelope”) und |
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| February 25, 2026 |
DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Exhibit 4.1 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the ordinary shares and the Articles of Association of Constellium SE (“Constellium SE” or the “Company”) is a summary and does not purport to be complete. This summary is subject to, and qualified in its entirety by reference to, the complete text of the Company’s |
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| February 25, 2026 |
exhibit1024targoaddendu |
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| February 25, 2026 |
exhibit1030targoaddendu T B A G - S ta n d : 0 5 /2 0 1 9 K132/XX-XXXXX ADDENDUM TO THE FACTORING AGREEMENT between TARGOBANK AG Isaac-Fulda-Allee 6, 55124 Mainz, Germany - TBAG - and Constellium Extrusions s. |
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| February 25, 2026 |
Subsidiaries of Constellium SE as of December 31, 2025 Exhibit 21.1 Subsidiaries of Constellium SE as of December 31, 2025 Subsidiary Jurisdiction Alcan International Network México S.A. de C.V. Mexico AluInfra Services SA Switzerland Astrex Inc. Canada Constellium Automotive México, S. DE R.L. DE C.V. Mexico Constellium Automotive México Trading, S. DE R.L. DE C.V. Mexico Constellium Automotive Spain, S.L. Spain Constellium Automotive USA, LLC Delawa |
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| February 25, 2026 |
exhibit1080transitionag EXECUTION COPY -1- Transition Agreement TRANSITION AGREEMENT This Transition Agreement (including the Exhibits attached hereto, this “Transition Agreement”) is effective as of January 1, 2026 (the “Effective Date”) and entered into by and between Jean-Marc Germain (“Executive”) and Constellium US Holdings I, LLC (the “Company”) on the date set forth on the signature page hereof. |
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| February 25, 2026 |
exhibit1079letter102820 1 Jean-Marc Germain Constellium SE 40-44 rue Washington 75008 Paris France 28 October 2025 Dear Jean-Marc: The Board of Directors (the “Board”) of Constellium SE (the “Company”) recognizes your long-tenured service and commitment to both the Board and the Company. |
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| February 25, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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: 001-35931 Constellium SE |
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| February 25, 2026 |
exhibit1083ingridjoerg- |
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| February 25, 2026 |
exhibit1016targoaddendu |
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| February 18, 2026 |
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): February 18, 2026 Constellium SE (Exact name of registrant as specified in its charter) France 001-35931 98-0667516 (State or other jurisdiction of incorporation or organization) (Com |
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| February 18, 2026 |
a2025-q4xearningspressre February 18, 2026 Constellium Reports Strong Fourth Quarter and Full Year 2025 Results; Provides Full Year 2026 Guidance Paris - Constellium SE (NYSE: CSTM) ("Constellium" or the "Company") today reported results for the fourth quarter and the full year ended December 31, 2025. |
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| February 18, 2026 |
a2025-q4xearningspresent Fourth Quarter and Full Year 2025 Earnings Call February 18, 2026 Forward-Looking Statements Certain statements contained in this press release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. |
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| October 29, 2025 |
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): October 29, 2025 Constellium SE (Exact name of registrant as specified in its charter) France 001-35931 98-0667516 (State or other jurisdiction of incorporation or organization) (Comm |
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| October 29, 2025 |
a2025-q3xearningspressre October 29, 2025 Constellium Reports Strong Third Quarter 2025 Results; Raises Full Year 2025 Guidance Paris - Constellium SE (NYSE: CSTM) ("Constellium", the "Company" or the “Group”) today reported results for the third quarter and the nine months ended September 30, 2025. |
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| October 29, 2025 |
Exhibit 99.1 October 29, 2025 Constellium Appoints Ingrid Joerg as its New Chief Executive Officer, Effective January 1, 2026 Paris – Constellium SE (NYSE: CSTM) today announced that effective January 1, 2026, Ingrid Joerg, currently Constellium’s Chief Operating Officer, will succeed Jean-Marc Germain as Chief Executive Officer and join the Board as a Director, following Mr. Germain’s decision to |
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| October 29, 2025 |
a2025-q3xearningspresent Third Quarter 2025 Earnings Call October 29, 2025 Forward-Looking Statements Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. |
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| October 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 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: 001-35931 Const |
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| October 29, 2025 |
a2509ex101constellium-f EXECUTION VERSION Constellium: Fourth Omnibus Amendment 1751887922 FOURTH OMNIBUS AMENDMENT This FOURTH OMNIBUS AMENDMENT, dated as of September 15, 2025 (this “Amendment”) is: (1) THE FOURTH AMENDMENT to the RECEIVABLES SALE AGREEMENT, between Constellium Muscle Shoals LLC, as seller (the “RSA Seller”) and Constellium Muscle Shoals Funding III LLC, as purchaser (the “RSA P |
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| October 29, 2025 |
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): October 29, 2025 Constellium SE (Exact name of registrant as specified in its charter) France 001-35931 98-0667516 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| July 31, 2025 |
Jack Guo's employment addendum dated June 1, 2025**† exhibit101jguo-addendum Constellium US Holdings I, LLC 300 East Lombard Street, 17th Floor Baltimore, MD 21202 Personal and Confidential June 1, 2025 Personal / Confidential Jack Guo Employment Addendum Dear Jack, To recognize your significant contributions across Constellium, we would like to designate you as Executive Vice President and CFO, effective June 1, 2025. |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 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: 001-35931 Constelliu |
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| July 31, 2025 |
Articles of Association of Constellium SE dated May 15, 2025** exhibit31cstmsexaoax15m TRANSLATION FROM FRENCH INTO ENGLISH (solely for convenience of English speaking users) CONSTELLIUM SE A European company with share capital of €2,936,397. |
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| July 29, 2025 |
Exhibit 99.2 Second Quarter 2025 Earnings Call July 29, 2025 Forward-Looking Statements Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain “forward-looking statements” with respect to our business, results of operations and financial condition, and our |
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| July 29, 2025 |
Exhibit 99.1 July 29, 2025 Constellium Reports Second Quarter and First Half 2025 Results; Raises Full Year 2025 Guidance Paris - Constellium SE (NYSE: CSTM) ("Constellium" or the "Company") today reported results for the second quarter and the first half ended June 30, 2025. Second quarter 2025 highlights: • Shipments of 384 thousand metric tons, up 2% compared to Q2 2024 • Revenue of $2.1 billio |
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| July 29, 2025 |
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): July 29, 2025 Constellium SE (Exact name of registrant as specified in its charter) France 001-35931 98-0667516 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| May 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form SD SPECIALIZED DISCLOSURE REPORT CONSTELLIUM SE (Exact Name of Registrant as Specified in Charter) France 001-35931 98-0667516 (State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (I.R.S. Employer Identification No.) 300 East Lombard Street Suite 1710 Baltimore, MD 21202 United States (A |
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| May 22, 2025 |
Submission of Matters to a Vote of Security Holders 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): May 22, 2025 (May 15, 2025) Constellium SE (Exact name of registrant as specified in its charter) France 001-35931 98-0667516 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 30, 2025 |
Exhibit 99.1 April 30, 2025 Constellium Reports First Quarter 2025 Results and Maintains Full Year 2025 Guidance Paris - Constellium SE (NYSE: CSTM) ("Constellium" or the "Company") today reported results for the first quarter ended March 31, 2025. First quarter 2025 highlights: • Shipments of 372 thousand metric tons, down 2% compared to Q1 2024 • Revenue of $2.0 billion, up 5% compared to Q1 202 |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 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: 001-35931 Constelli |
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| April 30, 2025 |
Exhibit 99.2 First Quarter 2025 Earnings Call April 30, 2025 Forward-Looking Statements Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain “forward-looking statements” with respect to our business, results of operations and financial condition, and our |
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| April 30, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): April 30, 2025 Constellium SE (Exact name of registrant as specified in its charter) France 001-35931 98-0667516 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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| April 15, 2025 |
Exhibit 10.73 March XX, 2025 FORM 2025 Long Term Incentive Award Letter Dear First Name, I am pleased to inform you that you have received a Grant of Units in the amounts set forth below. These Units entitle you to receive Constellium Shares (or a cash equivalent, at Constellium’s discretion), subject to the terms and conditions set forth in this Award Letter, in the Constellium 2025 Long Term Inc |
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| April 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (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, 2024 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- |
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| April 15, 2025 |
Amendment No. 6 to the Constellium SE 2013 Equity Incentive Plan, effective as of March 13, 2025 ** Exhibit 10.61 AMENDMENT NO. 6 TO THE CONSTELLIUM SE 2013 EQUITY INCENTIVE PLAN WHEREAS, Constellium SE, a French Societas Europaea (the “Company”), has adopted the Constellium SE 2013 Equity Incentive Plan (as amended from time to time, the “Plan”); WHEREAS, the Board of Directors of the Company (the “Board”) approved an amendment of the Plan so that the maximum number of shares available under th |
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| April 15, 2025 |
2025 Long Term Incentive Award Agreement, effective as of March 13, 2025** Exhibit 10.71 2025 Long Term Incentive Award Agreement Terms and Conditions Effective as from March 13, 2025 1. BACKGROUND This Award Agreement is adopted under the Constellium SE 2013 Equity Incentive Plan, as amended and restated from time to time (the “Plan”). The Units awarded under this Award Agreement entitle the Participant to receive Constellium Shares or a cash equivalent, subject to the |
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| April 15, 2025 |
Financial Statements and Exhibits, Other Events falseCONSTELLIUM SE0001563411WASHINGTON PLAZA40-44 RUE WASHINGTONPARISFR7500833173014651NYSE00015634112025-04-152025-04-15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 15, 2025 |
Exhibit 99.3 |
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| April 15, 2025 |
TABLE OF CONTENTS Exhibit 99.1 Constellium SE Washington Plaza 40-44 rue Washington 75008 Paris, France PROXY STATEMENT FOR THE ANNUAL GENERAL MEETING OF SHAREHOLDERS to be held on May 15, 2025 The Proxy Statement and Annual Report are available at http://www.constellium.com This Proxy Statement is being furnished to you by the Board of Directors of Constellium SE (the “Company,” “Constellium SE |
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| April 15, 2025 |
Description of Securities Registered under Section 12 of the Exchange Act** Exhibit 4.1 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the ordinary shares and the Articles of Association of Constellium SE (“Constellium SE” or the “Company”) is a summary and does not purport to be complete. This summary is subject to, and qualified in its entirety by reference to, the complete text of the Company’s |
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| April 15, 2025 |
Form of 2025 Long Term Incentive Award Letter for a grant of Restricted Stock Units** Exhibit 10.72 March XX, 2025 FORM 2025 Long Term Incentive Award Letter Dear First Name, I am pleased to inform you that you have received a Grant of Units in the amounts set forth below. These Units entitle you to receive Constellium Shares (or a cash equivalent, at Constellium’s discretion), subject to the terms and conditions set forth in this Award Letter, in the Constellium 2025 Long Term Inc |
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| April 15, 2025 |
Exhibit 99.2 Signature [PLEASE SIGN WITHIN BOX] Date Signature (Joint Owners) Date TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS DETACH AND RETURN THIS PORTION ONLY THIS PROXY CARD IS VALID ONLY FOR SHAREHOLDERS ON THE U.S. REGISTER, AND WHEN SIGNED AND DATED. V69296-P29931-P31037 CONSTELLIUM SE WASHINGTON PLAZA 40-44, RUE WASHINGTON 75008 PARIS, FR |
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| February 28, 2025 |
Form of 2024 Long Term Incentive Award Letter for a grant of Restricted Stock Units** 2024 LTIP Award Letter Last Name, First Name March XX, 2024 FORM 2024 Long Term Incentive Award Letter Dear First Name, I am pleased to inform you that you have received a Grant of Units in the amounts set forth below. |
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| February 28, 2025 |
2024 LTIP Award Letter Last Name, First Name March XX, 2024 FORM 2024 Long Term Incentive Award Letter Dear First Name, I am pleased to inform you that you have received a Grant of Units in the amounts set forth below. |
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| February 28, 2025 |
Worldwide Code of Employee and Business Conduct** of employee and business conduct Worldwide code WORLDWIDE CODE OF EMPLOYEE AND BUSINESS CODE OF CONDUCT Our Reputation for Integrity is a Priceless Asset ur ambition is to become the most inno- vative, go-to supplier for advanced alu- minium applications, and the safest and most exciting company to work for. |
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| February 28, 2025 |
2024 Long Term Incentive Award Agreement, effective as of March 14, 2024** 2024 Long Term Incentive Award Agreement Terms and Conditions Effective as from March 14, 2024 2024 Award Agreement 2 1. |
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| February 28, 2025 |
Description of Securities Registered under Section 12 of the Exchange Act** 1 Exhibit 4.1 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the ordinary shares and the Articles of Association of Constellium SE (“Constellium SE” or the “Company”) is a summary and does not purport to be complete. This summary is subject to, and qualified in its entirety by reference to, the complete text of the Company’ |
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| February 28, 2025 |
EXECUTION VERSION CONSTELLIUM SE and certain Guarantors from time to time parties hereto $350,000,000 6. |
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| February 28, 2025 |
Exhibit 21.1 Subsidiaries of Constellium SE as of December 31, 2024 Subsidiary Jurisdiction Alcan International Network México S.A. de C.V. Mexico AluInfra Services SA Switzerland Astrex Inc. Canada Constellium Automotive México, S. DE R.L. DE C.V. Mexico Constellium Automotive México Trading, S. DE R.L. DE C.V. Mexico Constellium Automotive (Nanjing) Co., Ltd. China Constellium Automotive Spain, |
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| February 28, 2025 |
1 FIRST AMENDMENT TO CONSTELLIUM US HOLDINGS I, LLC U.S. NONQUALIFIED DEFERRED COMPENSATION AND RESTORATION PLAN The Constellium US Holdings I, LLC U.S. Nonqualified Deferred Compensation and Restoration Plan, effective as of January 1, 2019 (the “Plan”), is hereby amended, effective as of the date this amendment is executed, in the following respects: 1. Sections 2.18 through 2.22 of the Plan are |
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| February 28, 2025 |
Simmons & Simmons LLP 21 Rue De La Ville L’ Évêque 75008 Paris France T: +33 (0)1 53 29 16 29 F: +33 (0)1 53 29 16 30 17 FEBRUARY 2025 Sixth Amendment to the Inventory Financing Facility Agreement Sixième Avenant au Contrat de Crédit between: entre: Constellium Issoire and Constellium Neuf Brisach as Borrowers Constellium International as Parent Company Factofrance as Arranger and Agent The Financ |
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| February 28, 2025 |
[Execution] 8024049.9 AMENDMENT NO. 7 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 7 TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment No. 7”), dated as of August 22, 2024, by and among Constellium Muscle Shoals LLC, a Delaware limited liability company (f/k/a Wise Alloys LLC) (“Muscle Shoals”), Constellium Rolled Products Ravenswood, LLC, a Delaware limited liability compan |
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| February 28, 2025 |
Philippe Hoffmann Employment contact and amendment to employment contract** [ENGLISH LANGUAGE TRANSLATION OF ORIGINAL SIGNED DOCUMENTS] Employment contract Between Constellium Valais SA (hereinafter referred to as the employer) and Mr. |
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| February 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 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: 001-35931 Constellium SE |
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| February 28, 2025 |
Offer Letter between the Company and Ryan Jurkovic, dated September 13, 2016** |
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| February 28, 2025 |
Page 1 CONSTELLIUM U.S. HOLDINGS I, LLC U.S. NONQUALIFIED DEFERRED COMPENSATION AND RESTORATION PLAN Amendment No. 2 Section 9.1 of the Constellium US Holdings I, LLC U.S. Nonqualified Deferred Compensation and Restoration Plan, effective as of January 1, 2019, as amended by the First Amendment to such plan, effective as of October 14, 2021 (as amended, the “Plan”) allows Constellium US Holdings I |
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| February 28, 2025 |
EXECUTION VERSION CONSTELLIUM SE and certain Guarantors from time to time parties hereto €300,000,000 5. |
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| February 20, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 ef200438818k.htm 8-K 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): February 20, 2025 Constellium SE (Exact name of registrant as specified in its charter) France 001-35931 Not Applicable (State or Other Jurisdiction of Inco |
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| February 20, 2025 |
Fourth Quarter and Full Year 2024 Earnings Call February 20, 2025 Forward-Looking Statements Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. |
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| February 20, 2025 |
Exhibit 99.1 February 20, 2025 Constellium Reports Fourth Quarter and Full Year 2024 Results; Establishes New Long-Term Targets Paris - Constellium SE (NYSE: CSTM) (“Constellium” or the “Company”) today reported results for the fourth quarter and full year ended December 31, 2024. On January 15, 2025, the Company announced that, while it remains a foreign private issuer under applicable rules, it |
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| January 15, 2025 |
Exhibit 99.1 PRESS RELEASE January 15, 2025 Constellium to Voluntarily Transition to Reporting in U.S. Dollars Under U.S. GAAP; Will Begin Filing Annual Reports on Form 10-K Paris – Constellium SE (NYSE: CSTM) ("Constellium" or the "Company") announced today that, while it remains a foreign private issuer under applicable rules, it intends to voluntarily file its SEC reports on U.S. domestic issue |
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| January 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K 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): January 15, 2025 Constellium SE (Exact name of registrant as specified in its charter) France 001-35931 Not Applicable (State or Other Jurisdiction of Incorporation) (Commission File |
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| November 14, 2024 |
CSTM / Constellium SE / JANUS HENDERSON GROUP PLC - JANUS CLOSEOUT Passive Investment SC 13G/A 1 Constellium093024.txt JANUS CLOSEOUT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: 4* Name of Issuer: Constellium SE Title of Class of Securities: Ordinary Shares CUSIP Number: F21107101 Date of Event Which Requires Filing of this Statement: 9/30/2024 Check the appropriate box to designate th |
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| November 14, 2024 |
CSTM / Constellium SE / T. Rowe Price Investment Management, Inc. Passive Investment SC 13G/A 1 cstm13gasep24.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) CONSTELLIUM SE (Name of Issuer) COMMON STOCK (Title of Class of Securities) F21107101 (CUSIP NUMBER) September 30, 2024 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuan |
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| November 8, 2024 |
CSTM / Constellium SE / BlackRock, Inc. Passive Investment SC 13G 1 fr0013467479110824.txt fr0013467479110824.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) Constellium SE - (Name of Issuer) Common Stock - (Title of Class of Securities) BKPR6S5 - (SEDOL Number) September 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi |
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| October 23, 2024 |
Third Quarter 2024 Earnings Call October 23, 2024 Exhibit 99.2 Third Quarter 2024 Earnings Call October 23, 2024 Forward-Looking Statements Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain “forward-looking statements” with respect to our business, results of operations and financial condition, and ou |
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| October 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2024 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Par |
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| October 23, 2024 |
Exhibit 99.1 October 23, 2024 Constellium Reports Third Quarter 2024 Results Paris - Constellium SE (NYSE: CSTM) (“Constellium” or the “Company”) today reported results for the third quarter ended September 30, 2024. As a reminder of the press release issued on February 21, 2024 and following the SEC comment letter review process, Constellium will no longer report Value-Added Revenue (VAR), a Non- |
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| October 22, 2024 |
CSTM / Constellium SE / BlackRock, Inc. Passive Investment SC 13G 1 fr0013467479102224.txt fr0013467479102224.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) Constellium SE - (Name of Issuer) Common Stock - (Title of Class of Securities) BKPR6S5 - (SEDOL Number) September 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi |
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| August 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Pari |
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| August 27, 2024 |
EX-99.1 2 d848198dex991.htm EX-99.1 Exhibit 99.1 August 27, 2024 Constellium to Appoint Bradley L. Soultz as Special Advisor to the Board of Directors Paris – Constellium SE (NYSE: CSTM) today announced that Mr. Bradley L. Soultz will be appointed as Special Advisor to the Board of Directors in September 2024. The Board expects to put forward the nomination of Mr. Soultz as a Non-Executive Directo |
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| July 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris |
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| July 25, 2024 |
Exhibit 99.1 July 25, 2024 Constellium Prices Company’s Notes Offering Paris, July 25, 2024 – Constellium SE (NYSE: CSTM) (“Constellium” or the “Company”) announced today that the Company has priced a private offering (the “Notes Offering”) of €300 million of euro denominated senior unsecured notes due 2032 (the “Euro Notes”) and $350 million of U.S. dollar denominated senior unsecured notes due 2 |
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| July 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris |
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| July 24, 2024 |
Exhibit 99.1 July 24, 2024 Constellium Launches Proposed Senior Notes Offering Paris, July 24, 2024 – Constellium SE (NYSE: CSTM) (“Constellium” or the “Company”) announced today the commencement of a proposed private offering of approximately €300 million of euro denominated senior unsecured notes due 2032 (the “Euro Notes”) and $350 million of U.S. dollar denominated senior unsecured notes due 2 |
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| July 24, 2024 |
IMPORTANT INFORMATION AND CAUTIONARY STATEMENT REGARDING FORWARD- LOOKING STATEMENTS Exhibit 99.2 IMPORTANT INFORMATION AND CAUTIONARY STATEMENT REGARDING FORWARD- LOOKING STATEMENTS This offering memorandum contains “forward-looking statements” with respect to our business, results of operations and financial condition, and our expectations or beliefs concerning future events and conditions. You can identify certain forward-looking statements because they contain words such as, b |
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| July 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris |
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| July 23, 2024 |
Exhibit 99.1 July 23, 2024 Constellium Reports Second Quarter and First Half 2024 Results Paris - Constellium SE (NYSE: CSTM) (“Constellium” or the “Company”) today reported results for the second quarter ended June 30, 2024. As a reminder of the press release issued on February 21, 2024 and following the SEC comment letter review process, Constellium will no longer report Value-Added Revenue (VAR |
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| July 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number 001-35931 Constellium SE (Translation of Registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris B |
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| July 23, 2024 |
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Constellium SE Second Quarter Report 2024 INDEX Page Management's discussion and analysis of financial condition and results of operations 3 Constellium SE Unaudited Interim Condensed Consolidated Financial Statements at June 30, 2024 and December 31, 2023 and for the six months ended June 30, 2024 and 2023 F-1 References to “tons” throughout this quarterly report are to metric tons and to “kt” to thousands of metric tons. |
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| July 23, 2024 |
Second Quarter 2024 Earnings Call July 23, 2024 Exhibit 99.2 Forward-Looking Statements Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain “forward-looking statements” with respect to our business, results of operations and financial condition, and our |
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| July 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2024 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris |
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| July 3, 2024 |
Exhibit 99.1 July 3, 2024 Constellium Facilities Impacted by Severe Flooding in Chippis and Sierre Paris – Constellium SE (NYSE: CSTM) announced today that its facilities in Sierre and Chippis in Switzerland were impacted by exceptional flooding from the Rhone River. All operations are currently suspended. We are relieved to report that all employees are safe. Constellium cannot assess at this poi |
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| June 6, 2024 |
CSTM / Constellium SE / Bpifrance Participations SA - SC 13D/A Activist Investment SC 13D/A 1 tm2416635d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5 )* Constellium SE (Name of Issuer) Ordinary Shares, nominal value €0.02 per share (Title of Class of Securities) F21107101 (CUSIP Number) Sophie Paquin Bpifrance Participations S.A. 6-8, boulevard Haussmann 75009 P |
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| May 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form SD SPECIALIZED DISCLOSURE REPORT CONSTELLIUM SE (Exact Name of Registrant as Specified in Charter) France 001-35931 Not applicable (State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (I.R.S. Employer Identification No.) Washington Plaza, 40-44 rue Washington 75008 Paris France (Head Off |
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| May 16, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 Constellium SE Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(3) Equity Ordinary shares, nominal value €0. |
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| May 16, 2024 |
As filed with the Securities and Exchange Commission on May 16, 2024 As filed with the Securities and Exchange Commission on May 16, 2024 Registration No. |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2024 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris Ba |
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| May 14, 2024 |
Exhibit 99.1 CONSTELLIUM SE 2024 ANNUAL GENERAL MEETING VOTING RESULTS Total Shares Outstanding: 145,832,473 Total Shares Voted: 127,155,122 Total % of Shares Voted: 87.19% PROPOSALS / RESOLUTIONS TOTAL SHARES VOTED FOR TOTAL SHARES VOTED AGAINST ABSTENTIONS Resolution 1 Re-appointment of Mr. Jean-Christophe DesLarzes as a director for a term of 3 yrs 124,779,828 2,338,167 37,127 Resolution 2 Re-a |
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| April 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris |
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| April 24, 2024 |
Exhibit 99.1 Constellium Reports First Quarter 2024 Results Paris, April 24, 2024 – Constellium SE (NYSE: CSTM) (“Constellium” or the “Company”) today reported results for the first quarter ended March 31, 2024. As a reminder of the press release issued on February 21, 2024 and following the SEC comment letter review process, Constellium will no longer report Value-Added Revenue (VAR), a Non-GAAP |
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| April 24, 2024 |
First Quarter 2024 Earnings Call April 24, 2024 Exhibit 99.2 Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain “forward-looking statements” with respect to our business, results of operations and financial condition, and our expectations or beliefs con |
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| April 12, 2024 |
Constellium posts 2024 Annual General Meeting Materials Exhibit 99.1 Constellium posts 2024 Annual General Meeting Materials Paris, April 12, 2024 – Constellium SE (NYSE: CSTM) (the “Company”) today announced that the notice and agenda and other documents for the Company’s Annual General Meeting of Shareholders to be held on May 2, 2024, at 5 PM CET (11 AM EDT), are available on its website at https://www.constellium.com/investors/shareholder-meetings |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2024 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris |
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| March 20, 2024 |
Calculation of Filing Fee Table Exhibit 107.1 Calculation of Filing Fee Table Form F-3 (Form Type) Constellium SE (Exact Name of Registrant as Specified in Its Charter) TABLE 1—NEWLY REGISTERED AND CARRY FORWARD SECURITIES(1) Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee C |
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| March 20, 2024 |
Articles of Association of Constellium SE, dated April 10, 2023 Exhibit 3.1 TRANSLATION FROM FRENCH INTO ENGLISH (solely for convenience of English speaking users) CONSTELLIUM SE A European company with share capital of €2,936,397.68 Registered Office: Washington Plaza, 40-44 rue Washington, 75008 Paris Paris Trade and Companies Register n° 831 763 743 ARTICLES OF ASSOCIATION (as of April 10, 2023) TITLE I FORM, NAME, OBJECT, REGISTERED OFFICE, AND DURATION OF |
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| March 20, 2024 |
As publicly filed with the Securities and Exchange Commission on March 20, 2024 Table of Contents As publicly filed with the Securities and Exchange Commission on March 20, 2024 Registration No. |
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| March 18, 2024 |
1 Paris 18365258.6 27 March 2023 / 27 mars 2023 CONSTELLIUM ISSOIRE and / et CONSTELLIUM NEUF BRISACH as Borrowers / les Emprunteurs CONSTELLIUM INTERNATIONAL as Parent Company / la Société-Mère FACTOFRANCE as Arranger and Agent / l’Arrangeur et Agent THE FINANCIAL INSTITUTIONS LISTED IN SCHEDULE 1 / LES INSTITUTIONS FINANCIERES LISTEES EN ANNEXE 1 as Lenders / les Prêteurs FIFTH AMENDMENT TO THE |
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| March 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| March 18, 2024 |
exhibit1212023section30 Exhibit 12.1 Certification by the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jean-Marc Germain, certify that: 1. I have reviewed this annual report on Form 20-F of Constellium SE (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary |
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| March 18, 2024 |
Separation and Release of Claims Agreement with Peter R. Matt, effective April 8, 2023** SEPARATION AND RELEASE OF CLAIMS AGREEMENT This Separation and Release of Claims Agreement (“Agreement”) is entered into as of the date last written below between Peter R. |
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| March 18, 2024 |
Amendment No. 5 to the Constellium SE 2013 Equity Incentive Plan AMENDMENT NO. 5 TO THE CONSTELLIUM SE 2013 EQUITY INCENTIVE PLAN WHEREAS, Constellium SE, a French Societas Europaea (the “Company”), has adopted the Constellium SE 2013 Equity Incentive Plan (the “Plan”); WHEREAS, the Board of Directors of the Company (the “Board”) approved the extension of the Plan for an indefinite term (unless the Board determines otherwise) and the amendment of the Plan so th |
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| March 18, 2024 |
2023 LTIP Award Letter Last Name, First Name March 15, 2023 FORM 2023 Long Term Incentive Award Letter Dear First Name, I am pleased to inform you that you have received a Grant of Units in the amounts set forth below. |
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| March 18, 2024 |
exhibit1222023section30 Exhibit 12.2 Certification by the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jack Guo, certify that: 1. I have reviewed this annual report on Form 20-F of Constellium SE (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make t |
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| March 18, 2024 |
Clawback/Compensation Recovery Policy 1 November 23, 2023 CONSTELLIUM SE CLAWBACK/COMPENSATION RECOVERY POLICY EFFECTIVE AS OF OCTOBER 2, 2023 The Board of Directors (the “Board”) of Constellium SE (the “Company”) has adopted this Clawback/Compensation Recovery Policy (this “Policy”) in accordance with Section 303A. |
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| March 18, 2024 |
2023 Long Term Incentive Award Agreement Terms and Conditions Effective as from March 9, 2023 2023 Award Agreement 2 1. |
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| March 18, 2024 |
Articles of Association of Constellium SE dated April TRANSLATION FROM FRENCH INTO ENGLISH (solely for convenience of English speaking users) CONSTELLIUM SE A European company with share capital of €2,936,397. |
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| March 18, 2024 |
EXECUTION VERSION Constellium: Third Omnibus Amendment 756361753 THIRD OMNIBUS AMENDMENT This THIRD OMNIBUS AMENDMENT, dated as of September 15, 2023 (this “Amendment”) is: (1) THE THIRD AMENDMENT to the RECEIVABLES SALE AGREEMENT, between Constellium Muscle Shoals LLC, as seller (the “RSA Seller”) and Constellium Muscle Shoals Funding III LLC, as purchaser (the “RSA Purchaser”); and (2) THE THIRD |
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| March 18, 2024 |
Description of Securities Registered under Section 12 of the Exchange Act** 1 Exhibit 2.1 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the ordinary shares and the Articles of Association of Constellium SE (“Constellium SE” or the “Company”) is a summary and does not purport to be complete. This summary is subject to, and qualified in its entirety by reference to, the complete text of the Co |
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| March 18, 2024 | ||
| March 18, 2024 |
Exhibit 21.1 Subsidiaries of Constellium SE as of December 31, 2023 Subsidiary Jurisdiction Alcan International Network México S.A. de C.V. Mexico AluInfra Services SA Switzerland Astrex Inc. Canada Constellium Automotive México, S. DE R.L. DE C.V. Mexico Constellium Automotive México Trading, S. DE R.L. DE C.V. Mexico Constellium Automotive (Nanjing) Co., Ltd. China Constellium Automotive Spain, |
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| March 18, 2024 | ||
| March 18, 2024 |
Consent of Independent Registered Public Accounting Firm** CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. |
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| March 18, 2024 |
Constellium Constellium Switzerland AG Max Högger-Strasso 6 CH-8048 Zürich Swtzerland T441 (0) 44 438 66 00 ww constellumcom Personal/Confidential Ms. |
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| March 18, 2024 |
exhibit1312023section90 Exhibit 13.1 Certification by the Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Constellium SE (the “Company”) on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jean-Marc Germain, Chief Executive Officer of th |
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| March 18, 2024 |
Form of 2023 Long Term Incentive Award Letter for a grant of Restricted Stock Units** 2023 LTIP Award Letter Last Name, First Name March 15, 2023 FORM 2023 Long Term Incentive Award Letter Dear First Name, I am pleased to inform you that you have received a Grant of Units in the amounts set forth below. |
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| March 18, 2024 | ||
| March 18, 2024 |
exhibit1322023section90 Exhibit 13.2 Certification by the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Constellium SE (the “Company”) on Form 20-F for the year ended December 31, 2023 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jack Guo, Chief Financial Officer of the Company |
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| March 18, 2024 |
Insider Trading Policy, dated as of December 2019 INSIDER TRADING POLICY CONSTELLIUM SE December 2019 (2) 1. INTRODUCTION The United States federal securities laws, Luxembourg securities laws, French securities laws and this Insider Trading Policy prohibit any executive and non-executive members of the Board of Directors, any Executive Officer, or any employee of the Company or its subsidiaries, from purchasing or selling Financial Instruments wh |
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| March 5, 2024 |
United States securities and exchange commission logo March 5, 2024 Jack Guo Chief Financial Officer Constellium SE Washington Plaza 40-44 rue Washington 75008 Paris France Re: Constellium SE Form 20-F for the fiscal year ended December 31, 2022 Filed March 14, 2023 File No. |
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| March 1, 2024 |
VIA EDGAR March 1, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, N.W. Washington, DC 20549 Attn: Ms. Eiko Yaoita Pyles and Mr. Andrew Blume Re: Constellium SE Form 20-F for the fiscal year ended December 31, 2022 Filed March 14, 2023 Form 6-K furnished July 26, 2023 File No. 001-35931 Dear Ms. Pyles and Mr. Blume: Set forth below |
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| February 21, 2024 |
Fourth Quarter and Full Year 2023 Earnings Call February 21, 2024 Exhibit 99.2 Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain “forward-looking statements” with respect to our business, results of operations and financial condition, and our expectati |
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| February 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2024 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Pa |
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| February 21, 2024 |
Exhibit 99.1 Constellium Reports Fourth Quarter and Full Year 2023 Results; Announces $300 Million Share Repurchase Program Paris, February 21, 2024 – Constellium SE (NYSE: CSTM) (“Constellium” or the “Company”) today reported results for the fourth quarter and full year ended December 31, 2023. Fourth quarter 2023 highlights: • Shipments of 336 thousand metric tons, down 9% compared to Q4 2022 • |
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| February 19, 2024 |
United States securities and exchange commission logo February 18, 2024 Jack Guo Chief Financial Officer Constellium SE Washington Plaza 40-44 rue Washington 75008 Paris France Re: Constellium SE Form 20-F for the fiscal year ended December 31, 2022 Filed March 14, 2023 Form 6-K furnished July 26, 2023 File No. |
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| February 14, 2024 |
FR:CSTM / Constellium SE / T. Rowe Price Investment Management, Inc. Passive Investment SC 13G/A 1 cstm13gadec23.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) CONSTELLIUM SE (Name of Issuer) COMMON STOCK (Title of Class of Securities) F21107101 (CUSIP NUMBER) December 31, 2023 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant |
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| February 13, 2024 |
FR:CSTM / Constellium SE / JANUS HENDERSON GROUP PLC - JHG PLC OWNS >5% Passive Investment SC 13G/A 1 constellium123123.txt JHG PLC OWNS >5% UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: 3* Name of Issuer: Constellium SE Title of Class of Securities: Ordinary Shares CUSIP Number: F21107101 Date of Event Which Requires Filing of this Statement: 12/31/2023 Check the appropriate box to designate |
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| February 9, 2024 |
FR:CSTM / Constellium SE / FMR LLC Passive Investment SC 13G/A 1 filing.txt SCHEDULE 13G Amendment No.1 CONSTELLIUM SE COMMON STOCK Cusip #F21107101 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #F21107101 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 14,642,537 Item 6: 0 Item 7: 14,643,776 Item 8: 0 Item 9: 14 |
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| February 6, 2024 |
CSTM / Constellium SE / BlackRock Inc. Passive Investment SC 13G/A 1 fr0013467479020524.txt fr0013467479020524.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 2) Constellium SE - (Name of Issuer) Common Stock - (Title of Class of Securities) BKPR6S5 - (SEDOL Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| December 20, 2023 |
VIA EDGAR December 20, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, N.W. Washington, DC 20549 Attn: Ms. Eiko Yaoita Pyles and Mr. Andrew Blume Re: Constellium SE Form 20-F for the fiscal year ended December 31, 2022 Filed March 14, 2023 Form 6-K furnished July 26, 2023 File No. 001-35931 Dear Ms. Pyles and Mr. Blume: Set forth b |
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| November 29, 2023 |
Washington Plaza 40-44 Rue Washington 75008 Paris FRANCE T + 1 443 420 7861 [email protected] November 29, 2023 Via Edgar U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing Washington, DC 20549 Attn: Ms. Eiko Yaoita Pyles Mr. Andrew Blume Re: Constellium SE (the “Company”) Form 20-F for the fiscal year ended December 31, 2022 Filed March 14, 20 |
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| November 21, 2023 |
United States securities and exchange commission logo November 21, 2023 Jack Guo Chief Financial Officer Constellium SE Washington Plaza 40-44 rue Washington 75008 Paris France Re: Constellium SE Form 20-F for the fiscal year ended December 31, 2022 Filed March 14, 2023 Form 6-K furnished July 26, 2023 File No. |
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| October 30, 2023 |
VIA EDGAR October 30, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, N.W. Washington, DC 20549 Attn: Ms. Eiko Yaoita Pyles and Mr. Andrew Blume Re: Constellium SE Form 20-F for the fiscal year ended December 31, 2022 Filed March 14, 2023 Form 6-K furnished February 22, 2023 Form 6-K furnished July 26, 2023 File No. 001-35931 Dear |
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| October 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2023 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 40-44 rue Washington 75008 Paris France (Head Office) 300 East Lo |
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| October 25, 2023 |
Exhibit 99.1 Constellium Reports Third Quarter 2023 Results Paris, October 25, 2023 – Constellium SE (NYSE: CSTM) today reported results for the third quarter ended September 30, 2023. Third quarter 2023 highlights: • Shipments of 369 thousand metric tons, down 5% compared to Q3 2022 • Revenue of €1.7 billion, down 15% compared to Q3 2022 • Value-Added Revenue (VAR) of €704 million, up 5% compared |
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| October 25, 2023 |
Third Quarter 2023 Earnings Call October 25, 2023 Exhibit 99.2 Third Quarter 2023 Earnings Call October 25, 2023 Forward-Looking Statements Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain “forward-looking statements” with respect to our business, results of operations and financial condition, and ou |
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| October 5, 2023 |
Constellium completes the sale of its Landau, Crailsheim and Burg facilities EX-99.1 Exhibit 99.1 Constellium completes the sale of its Landau, Crailsheim and Burg facilities Paris, October 04, 2023 – Constellium (NYSE: CSTM) announced today the completion of the sale of three of its soft alloy extrusion facilities located in Landau, Crailsheim and Burg in Germany to Vaessen Aluminium, for a total cash consideration of €48.8 million. This announcement follows the completio |
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| October 5, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2023 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 40-44 rue Washington 75008 Paris France (Head Office) 300 Eas |
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| October 4, 2023 |
Washington Plaza 40-44 Rue Washington 75008 Paris FRANCE T + 1 443 420 7861 [email protected] October 4, 2023 Via Edgar U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing Washington, DC 20549 Attn: Ms. Eiko Yaoita Pyles Re: Constellium SE (the “Company”) Form 20-F for the fiscal year ended December 31, 2022 Filed March 14, 2023 Form 6-K furn |
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| September 29, 2023 |
United States securities and exchange commission logo September 29, 2023 Jack Guo Chief Financial Officer Constellium SE Washington Plaza 40-44 rue Washington 75008 Paris France Re: Constellium SE Form 20-F for the fiscal year ended December 31, 2022 Filed March 14, 2023 Form 6-K furnished February 22, 2023 Form 6-K furnished July 26, 2023 File No. |
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| August 10, 2023 |
FR:CSTM / Constellium SE / Bpifrance Participations SA - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4 )* Constellium SE (Name of Issuer) Ordinary Shares, nominal value €0.02 per share (Title of Class of Securities) F21107101 (CUSIP Number) Sophie Paquin Bpifrance Participations S.A. 6-8, boulevard Haussmann 75009 Paris France +33 1 53 89 55 73 With copy to |
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| July 27, 2023 |
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Constellium SE Second Quarter Report 2023 INDEX Page Management's discussion and analysis of financial condition and results of operations 3 Constellium SE Unaudited Interim Condensed Consolidated Financial Statements at June 30, 2023 and December 31, 2022 and for the six months ended June 30, 2023 and 2022 F-1 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
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| July 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission File Number 001-35931 Constellium SE (Translation of Registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris B |
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| July 26, 2023 |
EX-99.2 Exhibit 99.2 Second Quarter 2023 Earnings Call July 26, 2023 Forward-Looking Statements Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain “forward-looking statements” with respect to our business, results of operations and financial condition, |
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| July 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris |
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| July 26, 2023 |
EX-99.1 Exhibit 99.1 Constellium Reports Second Quarter and First Half 2023 Results Paris, July 26, 2023 – Constellium SE (NYSE: CSTM) today reported results for the second quarter ended June 30, 2023. Second quarter 2023 highlights: • Shipments of 398 thousand metric tons, down 6% compared to Q2 2022 • Revenue of €2.0 billion, down 14% compared to Q2 2022 • Value-Added Revenue (VAR) of €785 milli |
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| July 18, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2023 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Pa |
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| July 18, 2023 |
EX-99.1 Exhibit 99.1 Constellium to Sell Three German Extrusion Plants to Vaessen Aluminium Paris, July 18, 2023 – Constellium SE (NYSE: CSTM) today announced that it signed a binding agreement with Vaessen Aluminium for the sale of three of Constellium’s soft alloy extrusion facilities located in Landau, Crailsheim and Burg in Germany for a total cash consideration of €48.8 million. With nearly 4 |
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| June 20, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-35931 Constellium SE (Translation of Registrant’s name into English) Washington Plaza, 40-44 rue Washington 75008 Paris France (Head Office) 300 East L |
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| June 20, 2023 |
Constellium Announces Partial Redemption of 5.875% Senior Notes due 2026 EX-99.1 Exhibit 99.1 Constellium Announces Partial Redemption of 5.875% Senior Notes due 2026 Paris, June 20, 2023 – Constellium SE (NYSE: CSTM) (“Constellium” or the “Company”) today announced that it has called for redemption $50,000,000 of the $300,000,000 outstanding aggregate principal amount of its 5.875% Senior Notes due 2026 (the “Notes”, and the redemption thereof, the “Redemption”), purs |
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| June 15, 2023 |
6-K 1 d455659d6k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2023 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza 300 East Lombard Street 40-44 rue Washington |
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| June 15, 2023 |
EX-99.1 Exhibit 99.1 CONSTELLIUM SE 2023 ANNUAL GENERAL MEETING VOTING RESULTS Total Shares Outstanding: 146,819,884 Total Shares Voted: 125,187,736 Total % of Shares Voted: 85.27% PROPOSALS / RESOLUTIONS TOTAL SHARES VOTED FOR TOTAL SHARES VOTED AGAINST ABSTENTIONS Resolution 1 Re-appointment of Mr. Jean-Marc Germain as a director for a term of 3 yrs 124,831,367 315,467 40,902 Resolution 2 Re-app |
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| May 31, 2023 |
SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form SD SPECIALIZED DISCLOSURE REPORT CONSTELLIUM SE (Exact Name of Registrant as Specified in Charter) France 001-35931 Not applicable (State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (I.R.S. Employer Identification No.) Washington Plaza, 40-44 rue Washington 75008 Paris France (Head |
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| May 24, 2023 |
Constellium posts Annual General Meeting Materials EX-99.1 Exhibit 99.1 Constellium posts Annual General Meeting Materials Paris, May 24, 2023 – Constellium SE (NYSE: CSTM) (the “Company”) today announced that the notice and agenda and other documents for the Company’s Annual General Meeting of Shareholders to be held on June 8, 2023, at 5 PM CET (11 AM EDT), are available on its website at https://www.constellium.com/investors/shareholder-meeting |
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| May 24, 2023 |
6-K 1 d503693d6k.htm 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2023 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 40-44 rue Washington 75008 Paris France 300 |
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| April 26, 2023 |
EX-99.2 First Quarter 2023 Earnings Call April 26, 2023 Exhibit 99.2 Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain “forward-looking statements” with respect to our business, results of operations and financial condition, and our expectations or bel |
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| April 26, 2023 |
EX-99.1 Exhibit 99.1 Constellium Reports First Quarter 2023 Results Paris, April 26, 2023 – Constellium SE (NYSE: CSTM) today reported results for the first quarter ended March 31, 2023. First quarter 2023 highlights: • Shipments of 389 thousand metric tons, down 3% compared to Q1 2022 • Revenue of €2.0 billion, down 1% compared to Q1 2022 • Value-Added Revenue (VAR) of €754 million, up 16% compar |
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| April 26, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2023 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 P |
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| March 14, 2023 |
exhibit1084-constelliumx |
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| March 14, 2023 |
exhibit10124-constellium |
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| March 14, 2023 |
exhibit103011-2022awarda 2022 Long Term Incentive Award Agreement Terms and Conditions Effective as from March 10, 2022 2022 Award Agreement 2 1. |
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| March 14, 2023 |
exhibit1028-cstmfactofr Paris 17846958.7 166 SIGNATORIES Made in Paris on 21 July 2022, In six (6) originals CONSTELLIUM INTERNATIONAL as Parent Company /s/ Arina Yemelyanova CONSTELLIUM NEUF BRISACH as Seller /s/ Arina Yemelyanova By: Arina Yemelyanova Title: Authorized signatory By: Arina Yemelyanova Title: Authorized signatory CONSTELLIUM ISSOIRE as Seller /s/ Arina Yemelyanova CONSTELLIUM EXTR |
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| March 14, 2023 |
Description of Securities Registered under Section 12 of the Exchange Act** exhibit212022descriptio 1 Exhibit 2.1 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the ordinary shares and the Articles of Association of Constellium SE (“Constellium SE” or the “Company”) is a summary and does not purport to be complete. This summary is subject to, and qualified in its entirety by reference to, the |
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| March 14, 2023 |
exhibit4467-amendmentno6 [Execution] 6974498.7 AMENDMENT NO. 6 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 6 TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment No. 6”), dated as of June 23, 2022, by and among Constellium Muscle Shoals LLC, a Delaware limited liability company (f/k/a Wise Alloys LLC) (“Muscle Shoals”), Constellium Rolled Products Ravenswood, LLC, a Delaware l |
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| March 14, 2023 |
exhibit122-2022certifica Exhibit 12.2 Certification by the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Peter R. Matt, certify that: 1. I have reviewed this annual report on Form 20-F of Constellium SE (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to |
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| March 14, 2023 |
exhibit121-2022certifica Exhibit 12.1 Certification by the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jean-Marc Germain, certify that: 1. I have reviewed this annual report on Form 20-F of Constellium SE (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary |
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| March 14, 2023 |
exhibit1036-constelliumx EXECUTION VERSION Constellium: Second Omnibus Amendment 748283241 SECOND OMNIBUS AMENDMENT This SECOND OMNIBUS AMENDMENT, dated as of June 28, 2022 (this “Amendment”) is: (1) THE SECOND AMENDMENT to the RECEIVABLES SALE AGREEMENT, between Constellium Muscle Shoals LLC, as seller (the “RSA Seller”) and Constellium Muscle Shoals Funding III LLC, as purchaser; and (2) THE SEC |
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| March 14, 2023 |
exhibit10134-constellium |
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| March 14, 2023 |
Articles of Association of Constellium SE dated exhibit11-cstmseaoax4ap TRANSLATION FROM FRENCH INTO ENGLISH (solely for convenience of English speaking users) CONSTELLIUM SE A European company with share capital of €2,886,031. |
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| March 14, 2023 |
exhibit211-2022cstmlisto Exhibit 21.1 Subsidiaries of Constellium SE as of December 31, 2022 Subsidiary Jurisdiction Alcan International Network México S.A. de C.V. Mexico AluInfra Services SA Switzerland Astrex Inc. Canada Constellium Automotive México, S. DE R.L. DE C.V Mexico Constellium Automotive México Trading, S. DE R.L. DE C.V. Mexico Constellium Automotive (Nanjing) Co., Ltd. China Conste |
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| March 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| March 14, 2023 |
exhibit103013-2022ltipl FORM 2022 LTIP Award Letter Last Name, First Name March 10, 2022 FORM 2022 Long Term Incentive Award Letter Dear First Name, I am pleased to inform you that you have received a Grant of Units in the amounts set forth below. |
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| March 14, 2023 |
EX-10.95 6 exhibit1095-constelliumx.htm EX-10.95 |
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| March 14, 2023 |
exhibit132-2022cfocertif Exhibit 13.2 Certification by the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Constellium SE (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Peter R. Matt, Chief Financial Officer of the C |
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| March 14, 2023 |
exhibit103012-2022ltipl FORM 2022 LTIP Award Letter Last Name, First Name March 10, 2022 FORM 2022 Long Term Incentive Award Letter Dear First Name, I am pleased to inform you that you have received a Grant of Units in the amounts set forth below. |
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| March 14, 2023 |
exhibit10103-constellium |
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| March 14, 2023 |
Consent of Independent Registered Public Accounting Firm** exhibit151-2022pwcconsen CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. |
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| March 14, 2023 |
exhibit131-certification Exhibit 13.1 Certification by the Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Constellium SE (the “Company”) on Form 20-F for the year ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jean-Marc Germain, Chief Executive Officer of t |
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| February 22, 2023 |
Fourth Quarter and Full Year 2022 Earnings Call February 22, 2023 EX-99.2 Exhibit 99.2 Fourth Quarter and Full Year 2022 Earnings Call February 22, 2023 Forward-Looking Statements Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain “forward-looking statements” with respect to our business, results of operations and fin |
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| February 22, 2023 |
6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2023 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 7500 |
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| February 22, 2023 |
EX-99.1 Exhibit 99.1 Constellium Reports Fourth Quarter and Full Year 2022 Results Paris, February 22, 2023 – Constellium SE (NYSE: CSTM) today reported results for the fourth quarter and full year ended December 31, 2022. Fourth quarter 2022 highlights: • Shipments of 368 thousand metric tons, down 5% compared to Q4 2021 • Revenue of €1.8 billion, up 8% compared to Q4 2021 • Value-Added Revenue ( |
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| February 16, 2023 |
Exhibit 99.1 Constellium to appoint Jack Guo as Chief Financial Officer following Peter Matt’s decision to leave the Company Paris, February 16, 2023 – Constellium SE (NYSE: CSTM) announced today that, following Peter Matt’s decision to leave the Company to pursue another career opportunity, Jack Guo will be appointed Chief Financial Officer, effective April 1st, 2023. “I am delighted that Peter i |
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| February 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2023 Commission File Number: 001-35931 Constellium SE (Translation of registrant’s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Pa |
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| February 14, 2023 |
FR:CSTM / Constellium SE / T. Rowe Price Investment Management, Inc. Passive Investment SC 13G/A 1 cstm13gadec22.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) CONSTELLIUM SE (Name of Issuer) COMMON STOCK (Title of Class of Securities) F21107101 (CUSIP NUMBER) December 31, 2022 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant |
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| February 10, 2023 |
FR:CSTM / Constellium SE / JANUS HENDERSON GROUP PLC - JHG PLC OWNS >5% Passive Investment SC 13G/A 1 constellium02102023.txt JHG PLC OWNS >5% UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No.: 2* Name of Issuer: Constellium SE Title of Class of Securities: Ordinary Shares CUSIP Number: F21107101 Date of Event Which Requires Filing of this Statement: 12/31/2022 Check the appropriate box to designa |
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| February 9, 2023 |
FR:CSTM / Constellium SE / FMR LLC Passive Investment SC 13G 1 filing.txt SCHEDULE 13G Amendment No.0 CONSTELLIUM SE CLASS A COMMON STOCK Cusip #F21107101 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) Cusip #F21107101 Item 1: Reporting Person - FMR LLC Item 2: (a) [ ] (b) [ ] Item 4: Delaware Item 5: 11,166,374 Item 6: 0 Item 7: 11,167,375 Item 8: 0 Item |
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| February 3, 2023 |
CSTM / Constellium N.V. / BlackRock Inc. Passive Investment SC 13G/A 1 fr0013467479020323.txt fr0013467479020323.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) Constellium SE - (Name of Issuer) Common Stock - (Title of Class of Securities) BKPR6S5 - (SEDOL Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| October 26, 2022 |
Third Quarter 2022 Earnings Call October 26, 2022 Exhibit 99.2 Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain ?forward-looking statements? with respect to our business, results of operations and financial condition, and our expectations or beliefs c |
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| October 26, 2022 |
Exhibit 99.1 Constellium Reports Third Quarter 2022 Results Paris, October 26, 2022 ? Constellium SE (NYSE: CSTM) today reported results for the third quarter ended September 30, 2022. Third quarter 2022 highlights: ? Shipments of 387 thousand metric tons, down 2% compared to Q3 2021 ? Revenue of ?2.0 billion, up 27% compared to Q3 2021 ? Value-Added Revenue (VAR) of ?673 million, up 21% compared |
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| October 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of October 2022 Commission File Number: 001-35931 Constellium SE (Translation of registrant?s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Par |
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| August 10, 2022 |
FR:CSTM / Constellium SE / PRICE T ROWE ASSOCIATES INC /MD/ Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4) CONSTELLIUM SE (Name of Issuer) COMMON STOCK (Title of Class of Securities) F21107101 (CUSIP NUMBER) July 31, 2022 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed: |
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| August 10, 2022 |
FR:CSTM / Constellium SE / T. Rowe Price Investment Management, Inc. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) CONSTELLIUM SE (Name of Issuer) COMMON STOCK (Title of Class of Securities) F21107101 (CUSIP NUMBER) July 31, 2022 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed: |
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| July 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission File Number 001-35931 Constellium SE (Translation of Registrant?s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris B |
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| July 28, 2022 |
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Constellium SE Second Quarter Report 2022 INDEX Page Management's discussion and analysis of financial condition and results of operations 3 Constellium SE Unaudited Interim Condensed Consolidated Financial Statements at June 30, 2022 and December 31, 2021 and for the three and six months ended June 30, 2022 and 2021 F-1 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF |
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| July 28, 2022 |
INDEX TO FINANCIAL STATEMENTS Constellium SE Unaudited Interim Condensed Consolidated Financial Statements at June 30, 2022 and December 31, 2021, and for the three and six months ended June 30, 2022 and 2021. |
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| July 27, 2022 |
Exhibit 99.1 Constellium Reports Second Quarter 2022 Results Paris, July 27, 2022 ? Constellium SE (NYSE: CSTM) today reported results for the second quarter ended June 30, 2022. Second quarter 2022 highlights: ? Shipments of 424 thousand metric tons, up 4% compared to Q2 2021 ? Revenue of ?2.3 billion, up 50% compared to Q2 2021 ? Value-Added Revenue (VAR) of ?704 million, up 22% compared to Q2 2 |
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| July 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2022 Commission File Number: 001-35931 Constellium SE (Translation of registrant?s name into English) Washington Plaza, 40-44 rue Washington 300 East Lombard Street Suite 1710 75008 Paris |
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| July 27, 2022 |
Exhibit 99.2 Second Quarter 2022 Earnings Call July 27, 2022 Forward-Looking Statements Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain ?forward-looking statements? with respect to our business, results of operations and financial condition, and our |
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| June 21, 2022 |
Exhibit 99.1 CONSTELLIUM SE 2022 ANNUAL ORDINARY GENERAL MEETING VOTING RESULTS Total Shares Outstanding: 144,301,592 Total Shares Voted: 119,061,570 Total % of Shares Voted: 82.50% PROPOSALS / RESOLUTIONS TOTAL SHARES VOTED FOR TOTAL SHARED VOTED AGAINST ABSTENTIONS Resolution 1 Appointment of Mr. Emmanuel Blot as a director for a term of three years 118,950,108 76,075 35,387 Resolution 2 Re-appo |
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| June 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of June 2022 Commission File Number: 001-35931 Constellium SE (Translation of registrant?s name into English) Washington Plaza 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris B |
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| June 21, 2022 |
Exhibit 99.2 All voting items adopted at Constellium?s 2022 Shareholders? Annual Ordinary General Meeting Paris, June 21, 2022 ? Constellium SE (NYSE: CSTM) held its Shareholders? Annual Ordinary General Meeting (AGM) on June 10, 2022 in Paris, France. All voting items presented to the General Meeting were adopted, including the annual accounts for 2021 and the appointment of Directors. Mr. Emmanu |
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| May 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form SD SPECIALIZED DISCLOSURE REPORT CONSTELLIUM SE (Exact Name of Registrant as Specified in Charter) France 001-35931 Not applicable (State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (I.R.S. Employer Identification No.) Washington Plaza, 40-44 rue Washington 75008 Paris France (Head Off |
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| May 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of May 2022 Commission File Number: 001-35931 Constellium SE (Translation of registrant?s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris B |
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| May 24, 2022 |
Constellium posts Annual Ordinary General Meeting Materials Exhibit 99.1 Constellium posts Annual Ordinary General Meeting Materials Paris, May 24, 2022 ? Constellium SE (NYSE: CSTM) (the ?Company?) today announced that the notice and agenda and other documents for the Company?s Annual Ordinary General Meeting of Shareholders to be held on June 10, 2022, at 16:00 CET (10:00 AM EDT), are available on its website at www.constellium.com and will be available |
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| April 27, 2022 |
First Quarter 2022 Earnings Call April 27, 2022 Exhibit 99.2 Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain ?forward-looking statements? with respect to our business, results of operations and financial condition, and our expectations or beliefs con |
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| April 27, 2022 |
Exhibit 99.1 Constellium Reports First Quarter 2022 Results Paris, April 27, 2022 ? Constellium SE (NYSE: CSTM) today reported results for the first quarter ended March 31, 2022. First quarter 2022 highlights: ? Shipments of 401 thousand metric tons, up 4% compared to Q1 2021 ? Revenue of ?2.0 billion, up 48% compared to Q1 2021 ? Value-Added Revenue (VAR) of ?652 million, up 21% compared to Q1 20 |
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| April 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2022 Commission File Number: 001-35931 Constellium SE (Translation of registrant?s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris |
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| April 6, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of April 2022 Commission File Number: 001-35931 Constellium SE (Translation of registrant?s name into English) Washington Plaza, 300 East Lombard Street 40-44 rue Washington Suite 1710 75008 Paris |
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| April 6, 2022 |
Analyst Day Muscle Shoals, AL April 6, 2022 Exhibit 99.1 Important Information Forward Looking Statements Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain ?forward-looking statements? with respect to our business, results of operations and financial c |
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| March 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT O |
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| March 14, 2022 |
FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?) dated as of December 3, 2021, among CONSTELLIUM US INTERMEDIATE HOLDINGS LLC (collec- tively, the ?New Guarantor?), which is a subsidiary of CONSTELLIUM S. |
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| March 14, 2022 |
Execution Version CONSTELLIUM SE and certain Guarantors from time to time parties hereto €300,000,000 3. |
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| March 14, 2022 |
Exhibit 21.1 Subsidiaries of Constellium SE as of December 31, 2021 Subsidiary Jurisdiction Alcan International Network M?xico S.A. de C.V. Mexico AluInfra Services SA Switzerland Astrex Inc. Canada Constellium Automotive M?xico, S. DE R.L. DE C.V Mexico Constellium Automotive M?xico Trading, S. DE R.L. DE C.V. Mexico Constellium Automotive (Nanjing) Co., Ltd. China Constellium Automotive Spain, S |
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| March 14, 2022 |
a1033receivablespurchase EXECUTION VERSION 743430296 16500839 RECEIVABLES PURCHASE AGREEMENT This RECEIVABLES PURCHASE AGREEMENT (as it may be amended, modified or supplemented from time to time, this “Agreement”) is made as of September 30, 2021 among Constellium Muscle Shoals Funding III LLC, a Delaware limited liability company, in its capacity as seller hereunder (“Seller”), Constellium Muscle |
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| March 14, 2022 |
EXECUTION VERSION Constellium: First Omnibus Amendment 745268061 FIRST OMNIBUS AMENDMENT This FIRST OMNIBUS AMENDMENT, dated as of December 21, 2021 (this ?Amendment?) is: (1) THE FIRST AMENDMENT to the RECEIVABLES SALE AGREEMENT, between Constellium Muscle Shoals LLC, as seller (the ?RSA Seller) and Constellium Muscle Shoals Funding III LLC, as purchaser; and (2) THE FIRST AMENDMENT to the RECEIV |
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| March 14, 2022 |
Exhibit 12.2 Certification by the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Peter R. Matt, certify that: 1. I have reviewed this annual report on Form 20-F of Constellium SE (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, |
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| March 14, 2022 |
6508832.12 [Execution] AMENDMENT NO. 4 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 4 TO AMENDED AND RESTATED CREDIT AGREEMENT (this ?Amendment No. 4?), dated as of April 27, 2021, by and among Constellium Muscle Shoals LLC, a Delaware limited liability company (f/k/a Wise Alloys LLC) (?Muscle Shoals?), Constellium Rolled Products Ravenswood, LLC, a Delaware limited liability compan |
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| March 14, 2022 |
Constellium International 40-44, rue Washington 75008 Paris France Tel: +33 (1) 73 01 46 20 www. |
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| March 14, 2022 |
Articles of Association of Constellium SE dated May 26, 2021 TRANSLATION FROM FRENCH INTO ENGLISH (solely for convenience of English speaking users) CONSTELLIUM SE A European company with share capital of ?2. |
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| March 14, 2022 |
EXECUTION VERSION 743429912 RECEIVABLES SALE AGREEMENT This RECEIVABLES SALE AGREEMENT (as it may be amended, modified or supplemented from time to time, this ?Agreement?) is made as of September 30, 2021, between Constellium Muscle Shoals LLC, a Delaware limited liability company (?Seller?) and Constellium Muscle Shoals Funding III LLC, a Delaware limited liability company (?Purchaser?). |
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| March 14, 2022 |
? FORM OF ? 2021 LTIP Award Letter Last Name, First Name May 11, 2021 2021 Long Term Incentive Award Letter Dear First Name, I am pleased to inform you that you have received a Grant of Units in the amounts set forth below. |
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| March 14, 2022 |
FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?) dated as of December 3, 2021, among CONSTELLIUM US INTERMEDIATE HOLDINGS LLC (col- lectively, the ?New Guarantor?), which is a subsidiary of CONSTELLIUM S. |
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| March 14, 2022 |
THIRD SUPPLEMENTAL INDENTURE THIRD SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?) dated as of December 3, 2021, among CONSTELLIUM US INTERMEDIATE HOLDINGS LLC (the ?New Guarantor?), which is a subsidiary of CONSTELLIUM S. |
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| March 14, 2022 |
Exhibit 13.2 Certification by the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Constellium SE (the ?Company?) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Peter R. Matt, Chief Financial Officer of the Company, certify, pursuant |
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| March 14, 2022 |
Exhibit 12.1 Certification by the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Jean-Marc Germain, certify that: 1. I have reviewed this annual report on Form 20-F of Constellium SE (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements m |
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| March 14, 2022 |
? FORM OF ? 2021 LTIP Award Letter Last Name, First Name May 11, 2021 2021 Long Term Incentive Award Letter Dear First Name, I am pleased to inform you that you have received a Grant of Units in the amounts set forth below. |
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| March 14, 2022 |
a4452thirdsupplindeurnot THIRD SUPPLEMENTAL INDENTURE THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of December 3, 2021, among CONSTELLIUM US INTERMEDIATE HOLDINGS LLC (the “New Guarantor”), which is a subsidiary of CONSTELLIUM S. |
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| March 14, 2022 |
a4491firstsupplind5625se FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of December 3, 2021, among CONSTELLIUM US INTERMEDIATE HOLDINGS LLC (col- lectively, the “New Guarantor”), which is a subsidiary of CONSTELLIUM S. |
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| March 14, 2022 |
Exhibit 13.1 Certification by the Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Constellium SE (the ?Company?) on Form 20-F for the year ended December 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), I, Jean-Marc Germain, Chief Executive Officer of the Company, certify, purs |
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| March 14, 2022 |
Consent of Independent Registered Public Accounting Firm** CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. |
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| March 14, 2022 |
Description of Securities Registered under Section 12 of the Exchange Act** 1 Exhibit 2.1 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the ordinary shares and the Articles of Association of Constellium SE (?Constellium SE? or the ?Company?) is a summary and does not purport to be complete. This summary is subject to, and qualified in its entirety by reference to, the complete text of the Co |
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| March 14, 2022 |
[Execution] 6714464.7 AMENDMENT NO. 5 TO AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 5 TO AMENDED AND RESTATED CREDIT AGREEMENT (this ?Amendment No. 5?), dated as of December 3, 2021, by and among Constellium Muscle Shoals LLC, a Delaware limited liability company (f/k/a Wise Alloys LLC) (?Muscle Shoals?), Constellium Rolled Products Ravenswood, LLC, a Delaware limited liability compa |
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| February 23, 2022 |
Fourth Quarter and Full Year 2021 Earnings Call February 23, 2022 Exhibit 99.2 Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation may contain ?forward-looking statements? with respect to our business, results of operations and financial condition, and our expectati |
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| February 23, 2022 |
EX-99.1 2 d264654dex991.htm EX-99.1 Exhibit 99.1 Constellium Reports Fourth Quarter and Full Year 2021 Results Paris, February 23, 2022 – Constellium SE (NYSE: CSTM) today reported results for the fourth quarter and full year ended December 31, 2021. Fourth quarter 2021 highlights: • Shipments of 385 thousand metric tons, up 3% compared to Q4 2020 • Revenue of €1.7 billion, up 37% compared to Q4 2 |
