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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

Constellium SE

(Exact name of registrant as specified in its charter)

France					98-0667516
(State or other jurisdiction<br><br>of incorporation or organization)					(I.R.S. Employer Identification No.)
		300 East Lombard Street,<br><br>Suite 1710
		Baltimore,		MD
		21202
		(Zip Code)
(Address of principal executive office (US))
		(443)	420-7861
(Registrant's telephone number, including area code)
Securities registered pursuant to section 12(b) of the Act
Title of each class	Trading Symbol(s)				Name of each exchange on which registered
Ordinary Shares	CSTM				New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange

Act of 1934 during the preceding 12 months, (or for such shorter period that the registrant was required to file such reports), and (2) has been

subject to such filing requirements for the past 90 days. ☑ Yes ☐ No

Indicate by check mark whether the registrant submitted electronically every Interactive Data File required to be submitted pursuant to Rule

405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required

to submit such files). ☑ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting

company or emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company", and

"emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☑	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicated by check mark if the registrant has elected not to use the extended transition period for complying

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☑ No

The number of outstanding ordinary shares of the registrant on March 31, 2026, was 136,150,450 shares.

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Explanatory Note

Constellium SE (“Constellium SE” or “the Company”, and when referred to together with its subsidiaries, “the Group”

or “Constellium”), is a corporation organized under the laws of France. On June 30, 2025, the Company determined it no longer

qualified as a “foreign private issuer,” as determined by Rule 3b-4 under the Securities Exchange Act of 1934, as amended (the

“Exchange Act”). As from January 1, 2026, when its earlier submission to the US securities law requirements applicable to a

domestic issuer ceased to be voluntary, the Company will continue to file annual reports on Form 10-K, quarterly reports on

Form 10-Q, current reports on Form 8-K, and comply with all other obligations applicable to companies not qualifying as

“foreign private issuers” as set forth by the New York Stock Exchange and the Securities and Exchange Commission (“SEC”).

Constellium SE’s I.R.S. Employer Identification Number is: 98-0667516. The Group’s U.S. assets are held by

Constellium US Holdings I, LLC, a wholly owned subsidiary of Constellium SE. The I.R.S. Employer Identification Number of

Constellium US Holdings I, LLC is: 27-4126819.

Forward-Looking Statements

This report contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act

of 1995. You can identify certain forward-looking statements because they contain words such as, but not limited to,

“anticipates,” “believes,” “could,” ”estimates,” “expects,” “forecasts,” “intends,” “likely,” “may,” “plans,” “should,” “targets,”

“will,” or “would,” and similar expressions (or the negative of these terminologies or expressions). Forward-looking statements

do not relate strictly to historical or current facts and reflect management’s current assumptions, beliefs, expectations,

objectives, plans and projections about the future, including with respect to our business, results of operations and financial

condition. Accordingly, forward-looking statements are subject to uncertainties, risks and changes that are difficult to predict

and many of which are outside of our control. Such factors include, but are not limited to: market competition; global or

regional economic downturns or adverse changes in industry-specific conditions, including the impacts of tax and tariff

programs, inflation, foreign currency exchange, and industry consolidation; disruption to business operations; natural disasters,

including severe flooding and other weather-related events; geopolitical tensions and conflicts, including the ongoing conflict

between Russia and Ukraine and the ongoing conflict involving the United States, Israel and Iran; the inability to meet customer

demand and quality requirements; the loss of key customers, suppliers or other business relationships; supply disruptions;

excessive inflation; potential capacity constraints or lack of effectiveness of our hedging policy activities; the loss of key

employees; levels of indebtedness that could limit our operating flexibility and opportunities; as well as the risk factors set forth

in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. If underlying assumptions prove

inaccurate, or known or unknown risks or uncertainties materialize, actual results could vary materially from expectations

expressed or implied in the forward-looking statements. Investors are cautioned not to place undue reliance on any such

forward-looking statements, which speak only as of the date they are made. We undertake no obligation to update any forward-

looking statement, whether because of new information, future events or otherwise, except as required by law.

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TABLE OF CONTENTS

			Page
PART 1
Item 1.	Financial Statements		1
		Consolidated Income Statements (unaudited)	1
		Consolidated Statements of Comprehensive Income (unaudited)	2
		Consolidated Balance Sheets (unaudited)	3
		Consolidated Statements of Changes in Equity (unaudited)	4
		Consolidated Statements of Cash Flows (unaudited)	5
		Notes to the Unaudited Interim Condensed Consolidated Financial<br><br>Statements	6
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of<br><br>Operations		23
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		33
Item 4.	Controls and Procedures		33
PART II
Item 1.	Legal Proceedings		34
Item 1A.	Risk Factors		34
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		34
Item 3.	Defaults Upon Senior Securities		34
Item 4.	Mine Safety Disclosures		34
Item 5.	Other Information		35
Item 6.	Exhibits		35
SIGNATURES			36

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PART I

Item 1. Financial Statements

CONSOLIDATED INCOME STATEMENTS (unaudited)

		Three months ended March 31,
(in millions of U.S. dollars)	Notes	2026	2025
Revenue	2	2,461	1,979
Cost of sales (excluding depreciation and amortization)		(2,041)	(1,716)
Depreciation and amortization		(83)	(78)
Selling and administrative expenses		(97)	(78)
Research and development expenses		(13)	(13)
Other gains and losses – net	4	73	(5)
Finance costs – net	5	(28)	(27)
Income before tax		272	62
Income tax expense	6	(76)	(24)
Net income		196	38
Attributable to:
Equity holders of Constellium		199	37
Non-controlling interests		(3)	1
Net income		196	38		Earnings per share attributable to the equity holders of Constellium<br><br>(in U.S. dollars)	Notes
---	---	---	---
Basic	7	1.47	0.26
Diluted	7	1.42	0.26

The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (unaudited)

		Three months ended March 31,
(in millions of U.S. dollars)	Notes	2026	2025
Net income		196	38
Other comprehensive (loss) / income
Net change in post-employment benefit obligations		(5)	(3)
Income tax on net change in post-employment benefit obligations		1	1
Net change in cash flow hedges	12	(8)	12
Income tax on cash flow hedges		2	(3)
Currency translation adjustments		(5)	4
Other comprehensive (loss) / income		(15)	11
Total comprehensive income		181	49
Attributable to:
Equity holders of Constellium		184	48
Non-controlling interests		(3)	1
Total comprehensive income		181	49

The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.

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CONSOLIDATED BALANCE SHEETS (unaudited)

(in millions of U.S. dollars) except share data and as otherwise stated	At March 31,<br><br>2026	At December<br><br>31, 2025
Assets
Current assets
Cash and cash equivalents	143	120
Trade receivables and other, net	1,005	723
Inventories	1,671	1,407
Fair value of derivatives instruments and other financial assets	132	72
Total current assets	2,951	2,322
Non-current assets
Property, plant and equipment, net	2,524	2,585
Goodwill	47	47
Intangible assets, net	84	88
Deferred tax assets	202	270
Trade receivables and other, net	33	31
Fair value of derivatives instruments	4	11
Total non-current assets	2,894	3,032
Total assets	5,845	5,354
Liabilities
Current liabilities
Trade payables and other	1,973	1,674
Current portion of long-term debt	35	39
Fair value of derivatives instruments	37	18
Income tax payable	20	18
Pension and other benefit obligations	23	24
Provisions	30	25
Total current liabilities	2,118	1,798
Non-current liabilities
Trade payables and other	158	163
Long-term debt	1,938	1,905
Fair value of derivatives instruments	3	3
Pension and other benefit obligations	329	338
Provisions	101	106
Deferred tax liabilities	66	70
Total non-current liabilities	2,595	2,585
Total liabilities	4,713	4,383
Commitments and contingencies
Shareholders' equity
Ordinary shares, par value 0.02, 146,819,884 shares issued at March 31, 2026 and at December 31, 2025; 136,150,450 and 135,424,702 shares outstanding at March 31, 2026 and at December 31, 2025, respectively	4	4
Additional paid in capital	704	693
Accumulated other comprehensive income	39	54
Retained earnings	529	354
Treasury shares 10,669,434 at March 31, 2026 and 11,395,182 at December 31, 2025	(157)	(153)
Equity attributable to equity holders of Constellium	1,119	952
Non-controlling interests	13	19
Total equity	1,132	971
Total equity and liabilities	5,845	5,354

All values are in Euros.

The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.

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CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (unaudited)

in millions of U.S. dollars, except<br><br>share amounts	Ordinary shares<br><br>outstanding	Ordinary<br><br>shares	Treasury<br><br>shares	Accumulated<br><br>other<br><br>comprehensive<br><br>income / (loss)	Additional<br><br>paid in<br><br>capital	Retained<br><br>earnings	Non-<br><br>controlling<br><br>interests	Total equity
At January 1, 2026	135,424,702	4	(153)	54	693	354	19	971
Net income	—	—	—	—	—	199	(3)	196
Other comprehensive loss	—	—	—	(15)	—	—	—	(15)
Total comprehensive (loss) /<br><br>income	—	—	—	(15)	—	199	(3)	181
Share issuance	—	—	—	—	—	—	—	—
Share-based compensation	—	—	—	—	11	—	—	11
Repurchase of ordinary<br><br>shares	(1,152,075)	—	(28)	—	—	—	—	(28)
Allocation of treasury shares<br><br>to share-based compensation<br><br>plan vested	1,877,823	—	24	—	—	(24)	—	—
Transactions with non-<br><br>controlling interests	—	—	—	—	—	—	(3)	(3)
At March 31, 2026	136,150,450	4	(157)	39	704	529	13	1,132		in millions of U.S. dollars, except<br><br>share amounts	Ordinary shares<br><br>outstanding	Ordinary<br><br>shares	Treasury<br><br>shares	Accumulated<br><br>other<br><br>comprehensive<br><br>income / (loss)	Additional<br><br>paid in<br><br>capital	Retained<br><br>earnings	Non-<br><br>controlling<br><br>interests	Total equity
---	---	---	---	---	---	---	---	---
At January 1, 2025	143,523,308	4	(51)	(14)	674	93	21	727
Net income	—	—	—	—	—	37	1	38
Other comprehensive<br><br>income	—	—	—	11	—	—	—	11
Total comprehensive income	—	—	—	11	—	37	1	49
Share-based compensation	—	—	—	—	6	—	—	6
Repurchase of ordinary<br><br>shares	(1,421,058)	—	(15)	—	—	—	—	(15)
Allocation of treasury shares<br><br>to share-based compensation<br><br>plan vested	815,749	—	12	—	—	(12)	—	—
Other	—	—	—	2	—	(2)	—	—
Transactions with non-<br><br>controlling interests	—	—	—	—	—	—	(2)	(2)
At March 31, 2025	142,917,999	4	(54)	(1)	680	116	20	765

The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.

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CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

		Three months ended March 31,
(in millions of U.S. dollars)	Notes	2026	2025
Net income		196	38
Adjustments
Depreciation and amortization	3	83	78
Impairment of assets	3	4	—
Pension and other long-term benefits		2	2
Finance costs - net	5	28	27
Income tax expense		76	24
Unrealized (gains) /losses on derivatives - net and from remeasurement<br><br>of monetary assets and liabilities - net		(43)	11
Other - net		18	11
Changes in working capital
Inventories		(279)	(69)
Trade receivables		(249)	(273)
Trade payables		326	279
Other		(36)	(18)
Change in provisions		2	(1)
Pension and other long-term benefits paid		(14)	(13)
Interest paid		(29)	(29)
Income tax paid		(12)	(9)
Net cash flows from operating activities		73	58
Purchases of property, plant and equipment	3	(72)	(69)
Property, plant and equipment inflows	3	4	8
Collection of deferred purchase price receivable	8	—	2
Net cash flows used in investing activities		(68)	(59)
Repurchase of ordinary shares		(28)	(15)
Repayments of long-term debt		(1)	(1)
Net change in revolving credit facilities and short-term debt		50	5
Finance lease repayments		(2)	(2)
Transactions with non-controlling interests		(4)	(2)
Other financing activities		5	(11)
Net cash flows from / (used in) financing activities		20	(26)
Net increase / (decrease) in cash and cash equivalents		25	(27)
Cash and cash equivalents - beginning of year		120	141
Net increase / (decrease) in cash and cash equivalents		25	(27)
Effect of exchange rate changes on cash and cash equivalents		(2)	4
Cash and cash equivalents - end of period		143	118

The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.

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Notes to the Unaudited Interim Condensed Consolidated Financial Statements

NOTE 1 - BUSINESS AND SUMMARY OF ACCOUNTING POLICIES

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

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

general industrial end-markets. At March 31, 2026, the Group operated 24 manufacturing facilities, 3 R&D centers and 3

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

Unless the context indicates otherwise, when we refer to “we,” “our,” “us,” “Constellium,” the “Group” and the

“Company” in this document, we are referring to Constellium SE and its subsidiaries.

Basis of presentation and principles of consolidation

The accompanying unaudited interim condensed consolidated financial statements include the accounts of

Constellium SE and its controlled subsidiaries. All intercompany transactions and balances are eliminated.

The accompanying unaudited interim condensed consolidated financial statements have been prepared by Constellium in

accordance with U.S. generally accepted accounting principles (“GAAP”) and the rules and regulations of the Securities and

Exchange Commission (“SEC”) applicable for interim periods and, therefore, do not include all information and footnotes

required by GAAP for complete financial statements. In management’s opinion, all adjustments (which include normal

recurring adjustments) considered necessary for a fair statement of its financial position at March 31, 2026, results of operations

and cash flows for the three-month period ended March 31, 2026 and 2025 have been included. The accompanying unaudited

interim condensed consolidated financial statements should be read in conjunction with the Group’s audited consolidated

financial statements and accompanying notes in its Annual Report on Form 10-K for the year ended December 31, 2025 (“the

2025 Annual Report”. The results of operations for our interim periods are not necessarily indicative of the results of operations

that may be achieved for the entire 2026 fiscal year.

Use of estimates and assumptions

The preparation of the Group’s consolidated financial statements in accordance with U.S. GAAP requires management to

make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and

the accompanying disclosures, and the disclosure of contingent liabilities. The principal areas of judgment relate to: (1)

impairment of assets; (2) actuarial assumptions related to pension and other postretirement benefit plans; (3) tax uncertainties

and valuation allowances; and (4) assessment of loss contingencies, including environmental and litigation liabilities. These

judgments, estimates and assumptions are based on management’s best knowledge of the relevant facts and circumstances,

giving consideration to previous experience. Future events and their effects cannot be predicted with certainty, and,

accordingly, our accounting estimates require the exercise of judgment. The accounting estimates used in the preparation of our

consolidated financial statements may change as new events occur, more experience is acquired, additional information is

obtained, and our operating environment changes. The Group continuously reviews its significant assumptions and estimates in

light of the uncertainty associated with the global geopolitical and macroeconomic conditions and their potential direct and

indirect impacts on its business and its financial statements. There can be no guarantee that our assumptions will materialize or

that actual results will not differ materially from estimates.

Recently adopted and recently issued accounting guidance

In December 2025, the Financial Accounting Standards Board (“FASB”) issued amendments to ASC 270 - Interim

Reporting: Narrow-Scope Improvements which create a comprehensive list of interim disclosures required under US GAAP

and incorporate a disclosure principle that requires disclosures at interim periods when an event or change that has a material

effect on an entity has occurred since the previous year end. The guidance does not change the fundamental nature or expand or

reduce the interim disclosure requirements. The amendments are effective for interim periods within fiscal years beginning after

December 15, 2027. The guidance may be applied prospectively or retrospectively. Early adoption is permitted.

The Group plans to adopt these and new standards, amendments and interpretations, as disclosed in our 2025 Annual

Report on Form 10-K, on their required effective dates and does not expect any material impact on its financial position, results

of operations and cash flows as a result of their adoption.

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NOTE 2 - REVENUE

In the following table, revenue is disaggregated by product line. See Note 3 - Segment information herein for additional

disclosures of revenue disaggregated by operating segments.

	Three months ended March 31,
(in millions of U.S. dollars)	2026	2025
Aerospace rolled products	329	267
Transportation, industry, defense and other rolled products	255	168
Packaging rolled products	1,046	868
Automotive rolled products	403	291
Specialty and other thin-rolled products	25	24
Automotive extruded products	262	234
Other extruded products	141	127
Total revenue	2,461	1,979

Revenue is recognized at a point in time, except for certain products with no alternative use for which we have a right to

payment, which represents less than 1% of total revenue.

NOTE 3 - SEGMENT INFORMATION

Constellium has three reportable business segments - Aerospace & Transportation ("A&T"), Packaging & Automotive

Rolled Products ("P&ARP") and Automotive Structures & Industry ("AS&I").

3.1 Revenue, Costs and Segment Adjusted EBITDA

	Three months ended March 31,
	2026				2025
(in millions of U.S. dollars)	A&T	P&ARP	AS&I	H&C<br><br>(B)	A&T	P&ARP	AS&I	H&C<br><br>(B)
Segment revenue	609	1,477	415	2	468	1,187	381	—
Inter-segment elimination	(26)	(3)	(13)	—	(33)	(3)	(21)	—
External revenue	583	1,474	402	2	435	1,184	360	—
Cost of metal	(280)	(1,039)	(236)	2	(185)	(859)	(214)	2
Production costs	(174)	(254)	(117)	(2)	(146)	(239)	(107)	(2)
Other segment expenses (A)	(27)	(30)	(25)	(17)	(22)	(26)	(23)	(11)
Segment Adjusted EBITDA	102	151	24	(15)	82	60	16	(11)

(A) Other segment expenses primarily include selling and general administrative expenses and research and development expenses.

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

3.2 Reconciliation of Segment Adjusted EBITDA to Net Income

Constellium’s chief operating decision-maker measures the profitability and financial performance of its operating

segments based on Segment Adjusted EBITDA. Segment Adjusted EBITDA is defined as income / (loss) from continuing

operations before income taxes, results from joint ventures, net finance costs, other expenses and depreciation, amortization as

adjusted to exclude restructuring costs, impairment charges, unrealized gains or losses on derivatives and on foreign exchange

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differences on transactions that do not qualify for hedge accounting, metal price lag, share-based compensation expense, non-

operating gains / (losses) on pension and other post-employment benefits, expenses on factoring arrangements, effects of certain

purchase accounting adjustments, start-up and development costs or acquisition, integration and separation costs, certain

incremental costs and other exceptional, unusual or generally non-recurring items.

		Three months ended March 31,
(in millions of U.S. dollars)	Notes	2026	2025
A&T		102	82
P&ARP		151	60
AS&I		24	16
H&C (A)		(15)	(11)
Segment Adjusted EBITDA		262	147
Metal price lag (B)		97	39
Depreciation and amortization		(83)	(78)
Impairment of assets		(4)	—
Share based compensation	16	(11)	(6)
Pension and other post-employment benefits - non - operating gains		3	3
Restructuring costs		(3)	(1)
Unrealized gains / (losses) on derivatives		42	(12)
Unrealized exchange gains / (losses) from the remeasurement of monetary assets<br><br>and liabilities – net		1	(1)
Other (C)		—	3
Expenses on factoring arrangements	8	(4)	(5)
Finance costs – net	5	(28)	(27)
Income before tax		272	62
Income tax expense	6	(76)	(24)
Net income		196	38

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

(B)Metal price lag represents the financial impact of the timing difference between when aluminum prices included within Constellium's

Revenue are established and when aluminum purchase prices included in Cost of sales are established, which is a non-cash financial

impact. The calculation of metal price lag adjustment is based on a standardized methodology applied at each of Constellium’s

manufacturing sites. Metal price lag is calculated as the average value of product purchased in the period, approximated at the market

price, less the value of product in inventory at the weighted average of metal purchased over time, multiplied by the quantity sold in the

period.

(C)For the three months ended March 31, 2025, Other mainly includes $7 million of insurance proceeds and $3 million of clean-up costs

related to the flooding of our facilities in Valais (Switzerland).

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3.3 Capital expenditures

	Three months ended March 31,
(in millions of U.S. dollars)	2026	2025
A&T	(10)	(13)
P&ARP	(48)	(34)
AS&I	(10)	(14)
Total capital expenditures (A)	(68)	(61)

(A)Purchase of property plant and equipment, net of grants received and insurance compensation related to property plant and equipment.

3.4 Depreciation, amortization and impairment

	Three months ended March 31,
(in millions of U.S. dollars)	2026	2025
A&T	(18)	(17)
P&ARP	(47)	(44)
AS&I	(20)	(16)
H&C (A)	(2)	(1)
Total depreciation, amortization and impairment expense	(87)	(78)

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

3.5 Assets

(in millions of U.S. dollars)	At March 31,<br><br>2026	At December<br><br>31, 2025
A&T	1,501	1,375
P&ARP	2,664	2,405
AS&I	731	711
H&C (A)	468	390
Deferred income tax assets	202	270
Cash and cash equivalents	143	120
Fair value of derivatives instruments and other financial assets	136	83
Total assets	5,845	5,354

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

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NOTE 4 - OTHER GAINS AND LOSSES - NET

		Three months ended March 31,
(in millions of U.S. dollars)	Notes	2026	2025
Operating income and expenses
Realized gains / (losses) on derivatives (A)		38	6
Unrealized gains / (losses) on derivatives at fair value through profit and loss - net<br><br>(A)	12	42	(12)
Unrealized exchange gains / (losses) from the remeasurement of monetary assets<br><br>and liabilities – net		1	(1)
Impairment of assets		(4)	—
Restructuring costs		(3)	(1)
Result from the flood in Valais	3	—	4
Non-operating income and expenses
Expenses on factoring arrangements	8	(4)	(5)
Pension and other post-employment benefits	13	3	3
Other		—	1
Total other gains and losses - net		73	(5)

(A)Realized and unrealized gains and losses are related to derivatives entered into with the purpose of mitigating exposure to volatility in

foreign currencies and commodity prices and that do not qualify for hedge accounting.

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NOTE 5 - FINANCE COSTS - NET

		Three months ended March 31,
(in millions of U.S. dollars)	Notes	2026	2025
Interest expense on borrowings (A)		(26)	(25)
Interest cost on pension and other long-term benefits	13	(2)	(2)
Realized and unrealized (losses) / gains on debt derivatives at fair value (B)	12	5	(9)
Realized and unrealized exchange (losses) / gains on financing activities - net (B)		(4)	10
Other finance expenses		(2)	(2)
Capitalized borrowing costs (C)		1	1
Finance expenses		(28)	(27)
Finance costs - net		(28)	(27)

(A)For the three months ended March 31, 2026, and 2025, interest expense on borrowings included $24 million and $22 million of interest

expenses related to Constellium SE Senior Notes including amortization of debt issuance costs, respectively.

(B) The Group hedges its currency exposure when using external funding sources in a currency other than the functional currency of the

entities being funded. Changes in the fair value of these hedging derivatives are recognized within Finance costs – net in the Interim

Consolidated Income Statement.

(C) Borrowing costs directly attributable to the construction of assets are capitalized. The capitalization rate was 5% for the three months

ended March 31, 2026, and 2025.

NOTE 6 - INCOME TAX

Income tax expense for interim periods is recognized based on the annualized effective tax rate expected for the full year

adjusted for the tax effect of certain items recognized in full in the interim period.

Our effective tax rate was 27.9% and 38.7% of our income before tax for the three months ended March 31, 2026 and

2025, respectively.

The difference between the statutory tax rate of 25.8% and the effective tax rate for the three months ended March 31,

2026 and 2025 includes an estimate of the temporary surtax in France, the Base Erosion Anti Abuse Tax in the United States,

the geographical mix of our pre-tax results and the effects of certain jurisdictions where a full valuation allowance is recorded.

-12-

NOTE 7 - EARNINGS PER SHARE

Basic earnings per share are computed using the weighted-average number of ordinary shares outstanding during the

period. Diluted earnings per share are computed using the weighted-average number of ordinary shares and ordinary share

equivalents outstanding during the period. Ordinary share equivalents represent the dilutive effect of outstanding equity-based

awards.

The reconciliation of the numerator and denominator of basic and diluted earnings per share was as follows:

	Three months ended March 31,
(in millions of U.S. dollars except share and per share amounts )	2026	2025
Numerator:
Net income attributable to equity holders of Constellium	199	37
Denominator:
Basic - weighted-average ordinary shares outstanding	135,394,675	142,495,499
Dilutive effect of non-vested restricted stock units and performance-based restricted stock<br><br>units	4,689,980	1,594,032
Diluted - weighted-average ordinary shares, of restricted stock units and performance-<br><br>based restricted stock units	140,084,655	144,089,531
Basic earnings per share	$1.47	$0.26
Diluted earnings per share	$1.42	$0.26

For the three months ended March 31, 2026, and 2025, no ordinary shares assuming exercise of equity-based awards were

excluded from the computation of diluted earnings per share because the effect of their exercise would be anti-dilutive.

-13-

NOTE 8 - TRADE RECEIVABLES AND OTHER

	At March 31,<br><br>2026	At December<br><br>31, 2025
(in millions of U.S. dollars)	Current	Current
Trade receivables - gross	856	614
Allowance for credit losses	(3)	(3)
Total trade receivables - net	853	611
Total other receivables	152	112
Total trade receivables and other	1,005	723

Factoring arrangements

The Group has entered into several accounts receivable factoring programs with selected financial institutions for certain

receivables of the Group. The programs are accounted for as sales of the receivables and had combined limits of approximately

$717 million and $729 million at March 31, 2026 and December 31, 2025, respectively.

Proceeds on receivables sold under our ongoing factoring programs were $964 million and $747 million for the three

months ended March 31, 2026 and 2025, respectively. At March 31, 2026 and December 31, 2025, the total amount of

receivables derecognized under the Group’s factoring arrangements was $430 million and $430 million, respectively.

Starting in fiscal year 2025, the proceeds from the sale of accounts receivables comprised of only cash. Prior to January

1, 2025, the proceeds from the sale of certain of these receivables comprised of a combination of cash and deferred purchase

price receivable. The deferred purchase price receivable was ultimately realized by the Group following the collection by the

financial institutions of the underlying receivables sold. For the three months ended March 31, 2025, the beginning deferred

purchase price balance was $2 million, of which $2 million were fully collected in cash. This resulted in an ending deferred

purchase price receivable balance of $0 million for the three months ended March 31, 2025, recorded in Fair value of

derivatives instruments and other financial assets in the consolidated balance sheets.

The Group has recorded $4 million and $5 million of expenses related to its factoring programs in the three months ended

March 31, 2026 and 2025, respectively. These amounts are presented in Other gains and losses – net in its Interim Consolidated

Income Statement.

NOTE 9 - INVENTORIES

(in millions of U.S. dollars)	At March 31,<br><br>2026	At December<br><br>31, 2025
Finished goods	336	324
Work in progress	789	625
Raw materials	445	356
Stores and supplies	101	102
Total inventories	1,671	1,407

-14-

NOTE 10 - TRADE PAYABLES AND OTHER

	At March 31,<br><br>2026	At December<br><br>31, 2025
(in millions of U.S. dollars)	Current	Current
Trade payables	1,529	1,222
Employees' entitlements	262	268
Other payables	182	184
Total other	444	452
Total trade payables and other	1,973	1,674

Contract liabilities and other liabilities to customers

Revenue related to contract liabilities and other liabilities to customers for the three months ended March 31, 2026 and

2025 are presented in the table below:

	Three months ended March 31,
(in millions of U.S. dollars)	2026	2025
Contract liabilities and other liabilities to customers at January 1,	113	98
Revenue deferred to contract liabilities	12	13
Revenue recognized from contract liabilities	(12)	(11)
Effect of changes in foreign currency rates and other changes	(3)	2
Contract liabilities and other liabilities to customers at March 31,	110	102

NOTE 11 - DEBT

-15-

11.1 Analysis by nature

	At March 31, 2026							At December<br><br>31, 2025
(in millions of U.S. dollars)	Nominal<br><br>Value in<br><br>Currency	Nominal<br><br>rate	Effective<br><br>rate	Face<br><br>Value	Debt<br><br>issuance<br><br>costs	Accrued<br><br>interest	Carrying<br><br>value	Carrying<br><br>value
Secured Pan-U.S. ABL (due 2029)	$50	Floating	4.96%	50	—	1	51	—
Senior Unsecured Notes
Issued June 2020 and due 2028	$325	5.625%	6.05%	325	(2)	5	328	323
Issued February 2021 and due 2029	$500	3.750%	4.05%	500	(3)	8	505	500
Issued June 2021 and due 2029	€300	3.125%	3.41%	345	(3)	3	345	355
Issued August 2024 and due 2032	$350	6.375%	6.77%	350	(5)	3	348	353
Issued August 2024 and due 2032	€300	5.375%	5.73%	345	(5)	2	342	354
Finance lease liabilities				30	—	—	30	32
Other loans				25	—	(1)	24	27
Total debt				1,970	(18)	21	1,973	1,944
Of which non-current							1,938	1,905
Of which current (A)							35	39

(A)Current portion of borrowings include mainly accrued interest and current portions of finance leases and other long-term loans relating

to the sale and leaseback of assets.

The fair values of Constellium SE Senior Notes issued in June 2020, February 2021, June 2021 and August 2024 were

99.7%, 95.5%, 96.7% and 101.3%, respectively, of the nominal value and amounted to $324 million, $478 million, $334

million and $704 million, respectively, at March 31, 2026, compared to $325 million, $483 million, $348 million, and $730

million, respectively, at December 31, 2025.

The €100 million French Inventory Facility remained undrawn at March 31, 2026.

The Group was in compliance with all applicable financial debt covenants at March 31, 2026 and December 31, 2025.

-16-

NOTE 12 - FINANCIAL INSTRUMENTS

12.1 Fair values of financial instruments

All derivatives are presented at fair value in the Interim Consolidated Balance Sheets:

	At March 31, 2026			At December 31, 2025
(in millions of U.S. dollars)	Non-<br><br>current	Current	Total	Non-<br><br>current	Current	Total
Derivatives that qualify for hedge accounting
Currency commercial derivatives	2	2	4	7	6	13
Derivatives that do not qualify for hedge accounting
Currency commercial derivatives	1	5	6	3	7	10
Currency net debt derivatives	—	1	1	—	—	—
Energy derivatives	1	1	2	1	1	2
Metal derivatives	—	123	123	—	58	58
Fair value of derivatives instruments - assets	4	132	136	11	72	83
Derivatives that do not qualify for hedge accounting
Currency commercial derivatives	1	10	11	1	4	5
Energy derivatives	2	3	5	1	2	3
Metal derivatives	—	24	24	1	12	13
Fair value of derivatives instruments - liabilities	3	37	40	3	18	21

The fair values of trade receivables, other financial assets and liabilities approximate their carrying values, as a result of

their liquidity or short maturity and the fair value of borrowings are disclosed in Note 11 - Debt.

12.2 Valuation hierarchy

The following table provides an analysis of financial instruments measured at fair value, grouped into levels based on the

degree to which the fair value is observable:

•Level 1 is based on a quoted price (unadjusted) in active markets for identical financial instruments. Level 1

includes aluminum, copper and zinc futures that are traded on the LME.

•Level 2 is based on inputs other than quoted prices included within Level 1 that are observable for the assets or

liabilities, either directly (i.e., prices), or indirectly (i.e., derived from prices). Level 2 includes foreign exchange

derivatives, natural gas derivatives, silver derivatives and aluminum premium derivatives. The present value of

future cash flows based on the forward or on the spot exchange rates at the balance sheet date is used to value

foreign exchange derivatives.

•Level 3 is based on inputs for the asset or liability that are not based on observable market data (unobservable

inputs). Trade receivables are classified as a Level 3 measurement under the fair value hierarchy.

	At March 31, 2026				At December 31, 2025
(in millions of U.S. dollars)	Level 1	Level 2	Level 3	Total	Level 1	Level 2	Level 3	Total
Fair value of derivatives<br><br>instruments - assets	69	67	—	136	32	51	—	83
Fair value of derivatives<br><br>instruments - liabilities	15	25	—	40	5	16	—	21

-17-

There was no material transfer of asset and liability categories into or out of Level 1, Level 2 or Level 3 during the three

months ended March 31, 2026, nor the year ended December 31, 2025.

12.3 Foreign exchange

Foreign exchange risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes

in foreign exchange rates.

Net assets, earnings and cash flows are influenced by multiple currencies due to the geographic diversity of sales and the

countries in which the Group operates.

Constellium has the following foreign exchange risk: i) transaction exposures, which include commercial transactions

related to forecasted sales and purchases and on-balance sheet receivables/payables resulting from such transactions and

financing transactions related to external and internal net debt, and ii) translation exposures, which relate to net investments in

foreign entities that are converted in U.S. dollar amounts in the Consolidated Financial Statements.

Foreign exchange impacts related to the translation of net investments in non-USD functional currency subsidiaries from

functional currency to U.S. dollars, and of the related revenue and expenses, are not hedged as the Group operates in these

various countries on a permanent basis except as described below.

i. Commercial transaction exposures

The Group policy is to hedge committed and highly probable forecasted foreign currency operational transactions. The

Group uses foreign exchange forwards and foreign exchange swaps for this purpose.

The following tables outline the nominal value (converted to millions of U.S. dollars at the closing rate) of forward

derivatives for Constellium’s most significant foreign exchange exposures at March 31, 2026.

Sold currencies	Maturity Year	Less than 1<br><br>year	Over 1 year
USD	2026-2031	522	273
CHF	2026-2029	57	10
CZK	2026	2	—
Other currencies	2026-2027	8	—		Purchased currencies
---	---	---	---
USD	2026-2027	118	11
CHF	2026-2028	148	19
CZK	2026-2027	83	11
Other currencies	2026	9	—

The Group has agreed to supply a major customer with fabricated metal products from an entity with Euro functional

currency, while invoicing in U.S. dollars. The Group has entered into significant foreign exchange derivatives that matched

related highly probable future conversion sales. The Group designates a substantial portion of these derivatives for hedge

accounting, with a total nominal amount of $263 million and $302 million at March 31, 2026 and December 31, 2025

respectively, with maturities ranging from 2026 to 2031. Changes in the fair value of cash flow hedges are reported by the

Group as a component of Accumulated other comprehensive income, net of tax and reclassified into earnings when the

forecasted transaction affects earnings.

The table below details the effect of foreign currency derivatives in the Interim Consolidated Income Statement, the

Interim Consolidated Statement of Cash Flows and the Interim Consolidated Statement of Comprehensive Income:

-18-

	Three months ended March 31,
(in millions of U.S. dollars)	2026	2025
Derivatives that do not qualify for hedge accounting
Included in Other gains and losses - net
Realized gains / (losses) on foreign currency derivatives - net (A)	1	(3)
Unrealized (losses) / gains on foreign currency derivatives - net (B)	(12)	15
Derivatives that qualify for hedge accounting
Included in Other comprehensive income
Unrealized (losses) / gains on foreign currency derivatives - net	(7)	11
(Losses) / gains reclassified from cash flow hedge reserve to the Consolidated Income<br><br>Statement	(1)	1
Included in Revenue (C)
Realized gains / (losses) on foreign currency derivatives - net (A)	2	(3)
Unrealized gains on foreign currency derivatives - net	—	2

(A)Commercial derivatives settled during the period are presented in net cash flows from operating activities in the Interim Consolidated

Statement of Cash Flows.

(B)Gains or losses on the hedging instruments are expected to offset losses or gains on the underlying hedged forecasted sales that will be

reflected in future years when these sales are recognized.

(C)Changes in fair value of derivatives that qualify for hedge accounting are included in revenue when the related customer invoices are

issued.

ii. Financing transaction exposures

When the Group enters into intercompany loans and deposits, the financing is generally provided in the functional

currency of the subsidiary. The foreign currency exposure of the Group’s external funding and liquid assets is systematically

hedged either naturally through intercompany foreign currency loans and deposits or through foreign currency derivatives.

At March 31, 2026, the net hedged position related to long-term and short-term loans and deposits in U.S. dollars

included a forward sale of $234 million versus the Euro using simple foreign exchange forward contracts.

	Three months ended March 31,
(in millions of U.S. dollars)	2026	2025
Derivatives that do not qualify for hedge accounting
Included in Finance costs - net
Realized gains / (losses) on foreign currency derivatives - net (A)	5	(9)
Unrealized gains / (losses) on foreign currency derivatives - net	—	—
Total	5	(9)

(A)Net debt derivatives settled during the period are presented in Other financing activities in the Interim Consolidated Statements of Cash

Flows.

Total realized and unrealized gains or losses on debt derivatives are expected to partially offset the total realized and

unrealized gains or losses on financing activities, both included in Finance costs – net.

12.4 Commodities

The Group is subject to the effects of market fluctuations in the price of aluminum, which is the Group’s primary metal

input and a significant component of its output. The Group is also exposed to fluctuations in aluminum regional premiums and

in the price of zinc, natural gas, silver and copper, and other alloying metals, to a lesser extent.

-19-

The Group policy is to minimize exposure to aluminum price volatility by passing through the aluminum price risk to

customers and using derivatives where necessary. For most of its aluminum price exposure, sales and purchases of aluminum

are converted to be on the same floating basis and then the same quantities are bought and sold at the same market price.

Temporary increases in inventory, to the extent material, are sold forward to the expected sales date to ensure the price

paid for the metal will be substantially recovered when it is sold.

The Group also enters into derivatives for aluminum regional premium, copper, silver and zinc to offset the commodity

price exposure inherent to certain sales and purchase contracts.

In addition, the Group purchases natural gas fixed price derivatives to lock in energy costs where a fixed price purchase

contract is not possible.

At March 31, 2026, the nominal amount of commodity derivatives is as follows:

(in millions of U.S. dollars)	Maturity Year	Less than 1<br><br>year	Over 1 year
Metal	2026-2028	417	(1)
Natural gas	2026-2028	27	27

The value of the contracts will fluctuate due to changes in market prices but our hedging strategy helps protect the

Group’s margin on future conversion and fabrication activities. At March 31, 2026, these contracts were directly entered into

with external counterparties.

The Group does not apply hedge accounting on commodity derivatives and therefore mark-to-market movements are

recognized in Other gains and losses – net.

	Three months ended March 31,
(in millions of U.S. dollar)	2026	2025
Derivatives that do not qualify for hedge accounting
Included in Other gains and losses - net
Realized gains / (losses) on commodities derivatives - net (A)	37	9
Unrealized gains / (losses) on commodities derivatives - net	54	(27)

(A)Commodity derivatives settled during the period are presented in net cash flows from operating activities in the Interim Consolidated

Statements of Cash Flows.

-20-

NOTE 13 - PENSION AND OTHER POST-EMPLOYMENT BENEFIT OBLIGATIONS

	Three months ended March 31,
	2026		2025
(in millions of U.S. dollars)	Pension	OPEB and<br><br>Other Benefits	Pension	OPEB and<br><br>Other Benefits
Current service cost	(4)	(1)	(4)	(1)
Interest cost	(6)	(2)	(6)	(2)
Expected return on plan assets	6	—	6	—
Amortization of past service gain	—	3	—	3
Total net pension and other long-term benefit cost	(4)	—	(4)	—

NOTE 14 - PROVISIONS

	At March 31, 2026		At December 31, 2025
(in millions of U.S. dollars)	Current	Non-current	Current	Non-current
Close down and environmental remediation costs	14	82	13	85
Restructuring costs	2	1	1	—
Legal claims and other costs	14	18	11	21
Total provisions	30	101	25	106

Close down, environmental and remediation costs

Environmental remediation costs are accounted for based on the Group's best estimate of the costs of its environmental

clean-up obligations. The Group also records provisions for close down and restoration efforts based on the net present value of

estimated future costs of the dismantling and demolition of infrastructure and the removal of residual material of disturbed

areas. These provisions are expected to be settled over the next 40 years depending on the nature of the disturbance and the

technical remediation plans.

Contingencies

The Group is involved, and may become involved, in various lawsuits, claims and proceedings relating to customer

claims, product liability, employee and retiree benefit matters and other commercial matters. The Group records provisions for

pending litigation matters when it determines that it is probable that an outflow of resources will be required to settle the

obligation, and such amounts can be reasonably estimated. In some proceedings, the issues raised are or can be highly complex

and subject to significant uncertainties and amounts claimed are and can be substantial. As a result, the probability of loss and

an estimation of damages are and can be difficult to ascertain.

-21-

NOTE 15 - ACCUMULATED OTHER COMPREHENSIVE INCOME

The following tables summarize the change in the components of accumulated other comprehensive income / loss, excluding

non-controlling interests, for the periods presented:

	Three months ended March 31, 2026
(in millions of U.S. dollars)	Post-<br><br>employment<br><br>benefit plans	Cash flow<br><br>hedges	Currency<br><br>translation<br><br>adjustments	Accumulated<br><br>other<br><br>comprehensive<br><br>income / (loss)
At January 1, 2026	115	8	(69)	54
Other comprehensive income / (loss) before reclassification	(1)	(5)	(5)	(11)
Amounts reclassified from accumulated other<br><br>comprehensive income / (loss) to the income statement	(3)	(1)	—	(4)
At March 31, 2026	111	2	(74)	39			Three months ended March 31, 2025
---	---	---	---	---
(in millions of U.S. dollars)	Post-<br><br>employment<br><br>benefit plans	Cash flow<br><br>hedges	Currency<br><br>translation<br><br>adjustments	Accumulated<br><br>other<br><br>comprehensive<br><br>income / (loss)
At January 1, 2025	84	(14)	(84)	(14)
Other comprehensive income / (loss) before reclassification	—	8	4	12
Amounts reclassified from accumulated other<br><br>comprehensive income / (loss) to the income statement	(2)	1	—	(1)
Amounts reclassified from accumulated other<br><br>comprehensive income / (loss) to retained earnings	—	—	2	2
At March 31, 2025	82	(5)	(78)	(1)

NOTE 16 - SHARE-BASED COMPENSATION

Performance-Based Restricted Stock Units (equity-settled)

During the three months ended March 31, 2026, the Company granted 401,662 Performance-Based Restricted Stock

Units ("PSUs") to selected employees of the Group. The fair value of PSU awards with performance and service conditions is

estimated using the value of Constellium SE’s ordinary shares on the date of grant. The fair value of PSU awards with market

conditions is estimated using a Monte Carlo simulation model on the date of grant.

These units vest if the following conditions are met:

•A vesting condition under which the beneficiaries must be continuously at the service of the Company through the

end of a three-year vesting period; and

•A performance condition, contingent on the total shareholder return (“TSR”) performance of Constellium shares

over the vesting period compared to the TSR of specified indices. PSUs will ultimately vest based on a vesting

multiplier which ranges from 0% to 200%.

-22-

The following table lists the inputs to the valuation model used for the PSUs granted during the three months ended

March 31, 2026:

	2026 PSUs
Fair value at grant date (in dollars)	34.38
Share price at grant date (in dollars)	24.59
Dividend yield	—
Expected volatility (A)	46%
Risk-free interest rate (US government bond yield)	3.75%

(A)Volatility in the share prices of the Company and companies included in indices were estimated based on observed historical volatilities

over a period equal to the PSU vesting period.

Restricted Stock Units Award Agreements (equity-settled)

During the three months ended March 31, 2026, the Company granted 409,752 Restricted Stock Units (RSUs) to selected

employees of the Group subject to the beneficiaries remaining continuously employed by or at the service of the Group from

the grant date to the end of the three-year vesting period. The fair value of the RSUs awarded is $24.59, being the quoted

market price at grant date.

Expense recognized during the period

Total share-based compensation expense was $11 million and $6 million for the three months ended March 31, 2026 and

2025, respectively.

At March 31, 2026, unrecognized compensation expense related to the RSUs was $21 million, which will be recognized

over the remaining weighted average vesting period of 2.2 years, and unrecognized compensation expense related to the PSUs

was $32 million, which will be recognized over the remaining weighted average vesting period of 2.1 years.

Vested plan during the period

Fair values of vested RSUs and PSUs amounted to $26 million for the three months ended March 31, 2026. They are

excluded from the Statement of Cash flows as non-cash financing activities.

-23-

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

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

statements prepared under U.S. GAAP at March 31, 2026 and for the three months ended March 31, 2026 and 2025 and should

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

condensed consolidated financial statements at March 31, 2026 and for the three months ended March 31, 2026 and 2025

which are included in this Quarterly Report.

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

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

by our forward-looking statements.

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

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

Overview

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

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

general industrial end-markets. At March 31, 2026, the Group operated 24 manufacturing facilities, 3 R&D centers and 3

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

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

requirements. Our business is organized into three operating segments:

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

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

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

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

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

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

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

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

materials and battery foil products.

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

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

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

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

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

R&D and technical support services.

Management Review and Outlook

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

fronts. During the quarter we benefited from current market dynamics, including supply shortages of automotive rolled

products, improved aerospace and transportation, industry and defense (TID) environment, and favorable scrap and metal

dynamics in North America. During the quarter we returned $28 million to shareholders through the repurchase of 1.2 million

shares. While uncertainties persist on the macroeconomic and geopolitical fronts, we like our end market positioning and we are

optimistic about our prospects for the remainder of this year and beyond. Our focus remains on executing on our strategy,

driving operational performance, controlling costs, generating free cash flow and increasing shareholder value.

-24-

For the three months ended March 31, 2026, our segments represented the following percentages of total Revenue and

total Adjusted EBITDA:

	Three months ended March 31, 2026
(as a % of total)	Revenue		Segment<br><br>Adjusted EBITDA
A&T		25%		39%
P&ARP		60%		58%
AS&I		17%		9%
H&C (1)		—%		(6)%
Total		100%		100%

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

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

Economic, Geopolitical and General Market Conditions

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

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

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

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

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

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

During the first three months ended March 31, 2026, we continued to monitor geopolitical and economic instability,

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

and long-term impacts on the Company. In April 2026, further updates and clarifications were released by the U.S. government

surrounding tariff rates and assessment value on imported aluminum products, and the Company continues to monitor the

potential impacts to its business. Global and regional economies continue to be impacted by armed conflicts, sanctions, and

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

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

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

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

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

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

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

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

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

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

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

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

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

aluminum beverage cans as a packaging material of choice.

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

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

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

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

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

future.

Product Price and Margin

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

(iii) a conversion margin.

-25-

Aluminum Prices

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

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

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

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

neutrality.

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

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

primary aluminum for the three months ended March 31, 2026 and 2025 are presented below.

	Three months ended<br><br>March 31,		Percent<br><br>changes QTD
(U.S. dollars per ton)	2026	2025	2026 vs<br><br>2025
Average LME transaction price	3,199	2,627	22%
Average Midwest premium	2,296	712	222%
Average all-in aluminum price U.S.	5,495	3,339	65%
Average LME transaction price	3,199	2,627	22%
Average Rotterdam premium	392	290	35%
Average all-in aluminum price Europe	3,591	2,917	23%

Volumes

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

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

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

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

in volume variability.

Personnel Costs

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

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

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

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

inflation.

Energy

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

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

and geopolitical factors.

Currency

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

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

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

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

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

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

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

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

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

-26-

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

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

Results of Operations for the three months ended March 31, 2026 and 2025

	Three months ended March 31,
(in millions of U.S. dollars and as a % of revenue)	2026		2025
Revenue	2,461	100%	1,979	100%
Cost of sales (excluding depreciation and amortization)	(2,041)	83%	(1,716)	87%
Depreciation and amortization	(83)	3%	(78)	4%
Selling and administrative expenses	(97)	4%	(78)	4%
Research and development expenses	(13)	1%	(13)	1%
Other gains and losses – net	73	3%	(5)	—%
Finance costs – net	(28)	1%	(27)	1%
Income before tax	272	11%	62	3%
Income tax expense	(76)	3%	(24)	1%
Net income	196	8%	38	2%
Shipment volumes (in kt)	370	n/a	372	n/a

Revenue

For the three months ended March 31, 2026, Revenue increased 24% to $2,461 million from $1,979 million for the three

months ended March 31, 2025. This increase reflected higher revenue per ton, including higher metal prices, partially offset by

lower shipments.

For the three months ended March 31, 2026, sales volumes decreased 1% to 370 kt from 372 kt for the three months

ended March 31, 2025. This decrease reflected a 3% decrease in volumes for P&ARP and a 3% decrease in volumes for AS&I,

partially offset by a 18% increase in volumes for A&T.

Our revenue is discussed in more detail in the “Segment Results” section.

Cost of Sales

For the three months ended March 31, 2026, Cost of sales increased 19% to $2,041 million from $1,716 million for the

three months ended March 31, 2025. This increase in Cost of sales was primarily driven by an increase in raw materials and

consumables primarily as a result of higher metal prices.

Selling and Administrative Expenses

For the three months ended March 31, 2026, Selling and administrative expenses increased 24% to $97 million from $78

million for the three months ended March 31, 2025. The increase was primarily driven by an increase in labor costs.

Research and Development Expenses

For the three months ended March 31, 2026, Research and development expenses were stable at $13 million compared to

the three months ended March 31, 2025.

-27-

Other Gains and Losses, net

The following table provides an analysis of realized and unrealized gains and losses by nature of exposure:

	Three months ended March 31,
(in millions of U.S. dollars)	2026	2025
Realized gains / (losses) on foreign currency derivatives - net	1	(3)
Realized gains on commodities derivatives - net	37	9
Realized gains / (losses) on derivatives	38	6
Unrealized (losses) / gains on foreign currency derivatives - net	(12)	15
Unrealized gains / (losses) on commodities derivatives - net	54	(27)
Unrealized gains / (losses) on derivatives at fair value through profit and loss - net	42	(12)

Realized gains or losses relate to financial derivatives used by the Group to hedge underlying commercial and commodity

transactions. Realized gains and losses on these derivatives are recognized in Other Gains and Losses - net and are offset by the

commercial and commodity transactions accounted for in Revenue and Cost of sales.

Unrealized gains or losses relate to financial derivatives used by the Group to hedge forecasted and/or committed

commercial and commodity transactions for which hedge accounting is not applied. Unrealized gains or losses on these

derivatives are recognized in Other Gains and Losses - net and are intended to offset the change in the value of forecasted and/

or committed transactions which are not yet accounted for.

Changes in realized and unrealized gains / (losses) on derivatives for the three months ended March 31, 2026 as

compared to the three months ended March 31, 2025 primarily reflected the fluctuation in commodity and energy prices.

Other Gains and Losses, net are further discussed in Note 4 to the unaudited interim condensed consolidated financial

statements.

Finance Costs, net

For the three months ended March 31, 2026, Finance costs, net increased $1 million or 4% to $28 million from $27

million for the three months ended March 31, 2025 as a result of foreign exchange translation.

Income Tax

For the three months ended March 31,

2026

and

2025

, Income tax was an expense of $76 million and $24 million,

respectively. Our effective tax rate was 27.9% and 38.8% of income before tax for the three months ended March 31, 2026 and

2025, respectively.

The difference between the statutory tax rate of 25.8% and the effective tax rate for the three months ended March 31,

2026 and 2025 includes an estimate of the temporary surtax in France, the Base Erosion Anti Abuse Tax in the United States,

the geographical mix of the income before tax results and the effects of certain jurisdictions where a full valuation allowance is

recorded.

-28-

Segment Results

Segment Revenue

The following table sets forth the revenue for our three operating segments for the periods presented:

	Three months ended March 31,
(in millions of U.S. dollars and as a % of revenue)	2026		2025
A&T	609	25%	468	24%
P&ARP	1,477	60%	1,187	60%
AS&I	415	17%	381	19%
H&C (1)	2	—%	—	—%
Inter-segment eliminations	(42)	n.m	(57)	n.m
Total revenue	2,461	100%	1,979	100%

n.m. not meaningful

(1)Holdings and Corporate primarily reflects incidental revenues.

The following table sets forth the shipments for our three operating segments for the periods presented:

	Three months ended March 31,
(in kt and as a % of shipments)	2026		2025
A&T	60	16%	51	14%
P&ARP	261	71%	269	72%
AS&I	51	14%	52	14%
Inter-segment eliminations	(2)	n.m	—	n.m
Total shipments	370	100%	372	100%

n.m. not meaningful

A&T

For the three months ended March 31, 2026, revenue in our A&T segment increased 30% to $609 million from $468

million for the three months ended March 31, 2025, reflecting higher shipments and higher revenue per ton, including higher

metal prices. A&T shipments were up 18%, or 9 kt, due to higher Aerospace and Transportation, Industry and Defense rolled

products shipments, which benefited from current supply shortages of automotive rolled products in North America.

P&ARP

For the three months ended March 31, 2026, revenue in our P&ARP segment increased 24% to $1,477 million from

$1,187 million for the three months ended March 31, 2025, reflecting higher revenue per ton, including higher metal prices,

partially offset by lower shipments. P&ARP shipments were down 3% or 8 kt, due to lower Packaging rolled products

shipments, partially offset by higher Automotive rolled products shipments, which benefited from current supply shortages in

North America.

AS&I

For the three months ended March 31, 2026, revenue in our AS&I segment increased 9% to $415 million from $381

million for the three months ended March 31, 2025, reflecting higher revenue per ton, including higher metal prices, partially

offset by lower shipments. AS&I shipments were down 3%, or 1 kt, due to lower Automotive and Other extruded products

shipments.

-29-

Segment Adjusted EBITDA

In considering the financial performance of the business, we analyze the primary financial performance measure of

Segment Adjusted EBITDA in all of our business segments. Our Chief Operating Decision Maker, as defined under Accounting

Standards Codification (ASC) Topic 280 - Segment reporting measures the profitability and financial performance of our

operating segments based on Segment Adjusted EBITDA.

Segment Adjusted EBITDA is defined as income from continuing operations before income taxes, results from joint

ventures, net finance costs, other expenses and depreciation and amortization as adjusted to exclude restructuring costs,

impairment charges, unrealized gains or losses on derivatives and on foreign exchange differences on transactions that do not

qualify for hedge accounting, metal price lag (as defined in footnote (B) to the table included in Note 3.2), share-based

compensation expense, non-operating gains / (losses) on pension and other post-employment benefits, factoring expenses,

effects of certain purchase accounting adjustments, start-up and development costs or acquisition, integration and separation

costs, certain incremental costs and other exceptional, unusual or generally non-recurring items.

The following table sets forth the Segment Adjusted EBITDA for our reportable segments for the periods presented:

	Three months ended March 31,
(in millions of U.S. dollars and as a % of revenue)	2026		2025
A&T	102	17%	82	18%
P&ARP	151	10%	60	5%
AS&I	24	6%	16	4%

The reconciliation of Segment Adjusted EBITDA is disclosed in Note 3 to the unaudited interim consolidated condensed

financial statements.

The following table presents the primary drivers for changes in Segment Adjusted EBITDA for each of our three

reportable segments:

(in millions of U.S. dollars)	A&T	P&ARP	AS&I
Segment Adjusted EBITDA for the three months ended March 31, 2025	82	60	16
Volume	32	(6)	(4)
Price and product mix	(2)	26	(2)
Costs	(16)	65	11
Foreign exchange and other	6	6	3
Segment Adjusted EBITDA for the three months ended March 31, 2026	102	151	24

A&T

For the three months ended March 31, 2026, Adjusted EBITDA in our A&T segment increased 24% to $102 million

from $82 million for the three months ended March 31, 2025, primarily as a result of higher volumes and favorable impact from

foreign exchange translation, partially offset by unfavorable price and mix and higher operating costs given higher activity

levels. In the three months ended March 31, 2025, Segment Adjusted EBITDA included a $4 million negative impact from the

flood in Valais (Switzerland). For the three months ended March 31, 2026, Adjusted EBITDA per ton increased 6% to $1,697

per ton from $1,606 per ton for the three months ended March 31, 2025.

P&ARP

For the three months ended March 31, 2026, Adjusted EBITDA in our P&ARP segment increased 152% to $151 million

from $60 million for the three months ended March 31, 2025, primarily as a result of  favorable price and mix, favorable metal

costs at Muscle Shoals and Neuf Brisach, and favorable impact from foreign exchange translation, partially offset by lower

volumes. For the three months ended March 31, 2026, Adjusted EBITDA per ton increased 159% to $578 per ton from $223

per ton for the three months ended March 31, 2025.

-30-

AS&I

For the three months ended March 31, 2026, Adjusted EBITDA in our AS&I segment increased by 50% to $24 million

from $16 million for the three months ended March 31, 2025, primarily as a result of lower operating costs and favorable

impact from foreign exchange translation, partially offset by lower volumes and unfavorable price and mix. In the three months

ended March 31, 2025, Segment Adjusted EBITDA included a $6 million negative impact from the flood in Valais

(Switzerland). For the three months ended March 31, 2026, Adjusted EBITDA per metric ton increased by 54% to $471 per ton

from $306 per ton for the three months ended March 31, 2025.

Liquidity and Capital Resources

Our primary requirements for liquidity and capital resources, besides our growth initiatives, are working capital, capital

expenditures, principal and interest payments on our outstanding debt, and other general corporate needs. Historically, these

cash requirements have been met through cash provided by operating activities and cash and cash equivalents, as well as

strategic financing arrangements. At March 31, 2026, the Company was not party to any off-balance sheet arrangements that

have had or are reasonably likely to have a current or future material effect on our financial condition, results of operations,

liquidity, capital expenditures, or capital resources. Our primary sources of cash flow have historically been cash flows from

operating activities and funding or borrowings from external parties.

Based on our current and anticipated levels of operations, and the conditions in our markets and industry, we believe that

our cash flows from operations, cash on hand, new debt issuances or refinancing of existing debt facilities, and availability

under our factoring and revolving credit facilities will enable us to meet our working capital, capital expenditures, debt service

and other funding requirements for the short-term and long-term.

It is our policy to hedge all highly probable or committed foreign currency operating cash flows. As we have significant

third party future receivables denominated in U.S. dollars, we generally enter into combinations of forward contracts with

financial institutions, selling forward U.S. dollars against euros.

When we are unable to align the price and quantity of physical aluminum purchases with that of physical aluminum sales,

it is also our policy to enter into derivative financial instruments to pass through the exposure to metal price fluctuations to

financial institutions.

As the U.S. dollar depreciates (appreciates) against the euro or the LME price for aluminum increases (decreases), the

derivative contracts related to transactional hedging entered into with financial institution counterparties will have a positive

(negative) mark-to-market.

In addition, we borrow in a combination of U.S. dollars and euros. When the external currency mix of our debt does not

match the mix of our assets, we use foreign currency derivatives to balance the risk.

Our financial institution counterparties may require margin calls should our negative mark-to-market exceed a pre-agreed

contractual limit. In order to protect the Group from the potential margin calls for significant market movements, we maintain

additional cash or availability under our various borrowing facilities, we enter into derivatives with a large number of financial

counterparties and we monitor potential margin requirements on a daily basis for adverse movements in the U.S. dollar against

the euro and in aluminum prices. There were no margin calls at March 31, 2026 and December 31, 2025.

At March 31, 2026, we had $904 million of total liquidity, comprised of $143 million in cash and cash equivalents,

$491 million of availability under our Pan-U.S. ABL facility, $155 million of availability under our factoring arrangements and

$115 million of availability under our committed asset-based facility for our French subsidiaries.

Factored receivables under non-recourse arrangements were $430 million and $430 million at March 31, 2026 and

December 31, 2025, respectively.

-31-

Cash Flows

The following table summarizes our cash flows from / (used in) operating, investing and financing activities for the three

months ended March 31, 2026 and 2025:

	Three months ended March 31,
(in millions of U.S. dollars)	2026	2025
Net Cash Flows from / (used in)
Operating activities	73	58
Investing activities	(68)	(59)
Financing activities	20	(26)
Net (decrease) / increase in cash and cash equivalents, excluding the effect of<br><br>exchange rate changes	25	(27)

Net Cash Flows from Operating Activities

For the three months ended March 31, 2026, net cash flows from operating activities were $73 million, a $15 million

increase from $58 million in the three months ended March 31, 2025. This change primarily reflects a $172 million increase in

cash flows from operating activities before working capital and a $157 million decrease in cash flows from working capital

usage.

For the three months ended March 31, 2026, changes in working capital were attributable to (i) an increase in inventory

of $279 million, primarily driven by higher ending metal prices and higher activity levels; (ii) an increase in trade receivables of

$249 million primarily driven by higher ending metal prices and higher activity levels; and (iii) an increase in trade payables of

$326 million, primarily driven by higher ending metal prices and higher metal purchases due to higher activity levels.

For the three months ended March 31, 2025, changes in working capital were attributable to (i) an increase in inventory

of $69 million, primarily driven higher ending metal prices; (ii) an increase in trade receivables of $273 million primarily

driven by higher activity levels and higher ending metal prices, partially offset by $2 million of deferred purchase price

receivables from factoring; and (iii) an increase in trade payables of $279 million, primarily driven by higher metal purchases

due to higher activity levels and higher ending metal prices.

Net Cash Flows used in Investing Activities

For the three months ended March 31, 2026 and 2025, net cash flows used in investing activities were $68 million and

$59 million, respectively. Capital expenditures, net of Property, Plant and Equipment inflows were $68 million and $61 million,

respectively, and related primarily to maintenance and investments in our manufacturing facilities as well as return-seeking and

growth projects such as investments in our recycling and casting capacities. In the three months ended March 31, 2025,

collection of deferred purchase price receivables under certain of our factoring agreements was $2 million.

Capital expenditures by segment are detailed in Note 3.3 of our Unaudited Interim Condensed Consolidated Financial

Statements.

Net Cash Flows used in Financing Activities

For the three months ended March 31, 2026, net cash flows from financing activities were $20 million, primarily

reflecting additional borrowings under the Pan-U.S. ABL facility, as well as realized foreign exchange gains on net debt

hedging instruments, partially offset by higher share repurchase levels. During the three months ended March 31, 2026,

Constellium repurchased 1.2 million ordinary shares of the Company for $28 million.

For the three months ended March 31, 2025, net cash flows used in financing activities were $26 million, primarily

reflecting share repurchases as well as realized foreign exchange losses on net debt hedging instruments, partially offset by

additional borrowings under the Pan-U.S. ABL facility. During the three months ended March 31, 2025, Constellium

repurchased 1.4 million ordinary shares of the Company for $15 million.

-32-

Contractual obligations

Except as otherwise disclosed in this Quarterly Report, there have been no changes in our material short-term and long-

term contractual cash obligations other than in the ordinary course of business since December 31, 2025. See Note 12,

Note 15.4, Note 20 and Note 17 to our audited consolidated financial statements in our Annual Report on Form 10-K for the

year ended December 31, 2025.

Principal Accounting Policies, Critical Accounting Estimates and Key Judgments

Our principal accounting policies are set out in Note 1 to our audited consolidated financial statements in our Annual

Report on Form 10-K for the year ended December 31, 2025. New standards and interpretations not yet adopted are set out in

Note 1 to the unaudited Consolidated Financial Statements, which appear elsewhere in this Quarterly Report.

The preparation of our consolidated financial statements requires management to make judgments, estimates and

assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures,

and the disclosure of contingent liabilities. These judgments, estimates and assumptions are based on management’s best

knowledge of the relevant facts and circumstances, giving consideration to previous experience. However, actual results may

differ from the amounts included in the Consolidated Financial Statements. Key sources of estimation uncertainty that have a

significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year

include the items presented in Part II, Item 7. “Management's Discussion and Analysis of Financial Condition and Results of

Operations - Principal Accounting Policies, Critical Accounting Estimates and Key Judgments” of our Annual Report on

Form 10-K for the year ended December 31, 2025. The Company continuously reviews its significant assumptions and

estimates in light of the uncertainty associated with the global geopolitical and macroeconomic conditions and their potential

direct and indirect impacts on its business and its financial statements. There can be no guarantee that our assumptions will

materialize or that actual results will not differ materially from estimates. There have been no material changes in our critical

accounting estimates since December 31, 2025.

Recently Issued Accounting Standards

See Note 1- Basis of Presentation and Recent Accounting Pronouncements to our accompanying unaudited interim

Consolidated Financial Statements for a full description of recent accounting pronouncements, if applicable, including the

respective expected dates of adoption and expected effects on results of operations and financial condition.

Non-GAAP measures

Adjusted EBITDA is not a measure defined by GAAP. We believe the most directly comparable GAAP measure to

Adjusted EBITDA is our net income or loss for the relevant period.

Adjusted EBITDA is defined as income/(loss) from continuing operations before income taxes, results from joint

ventures, net finance costs, other expenses and depreciation and amortization as adjusted to exclude restructuring costs,

impairment charges, unrealized gains or losses on derivatives and on foreign exchange differences on transactions that do not

qualify for hedge accounting, share-based compensation expense, non-operating gains / (losses) on pension and other post-

employment benefits, factoring expenses, effects of certain purchase accounting adjustments, start-up and development costs or

acquisition, integration and separation costs, certain incremental costs and other exceptional, unusual or generally non-recurring

items.

We believe Adjusted EBITDA, as defined above, is useful to investors as it illustrates the underlying performance of

continuing operations by excluding certain non-recurring and non-operating items. Similar concepts of adjusted EBITDA are

frequently used by securities analysts, investors and other interested parties in their evaluation of our company and in

comparison, to other companies, many of which present an adjusted EBITDA-related performance measure when reporting

their results.

Adjusted EBITDA has limitations as an analytical tool. It is not a measure defined by GAAP and therefore does not

purport to be an alternative to operating profit or net income as a measure of operating performance or to cash flows from

operating activities as a measure of liquidity. Adjusted EBITDA is not necessarily comparable to similarly titled measures used

by other companies. As a result, you should not consider Adjusted EBITDA in isolation from, or as a substitute analysis for, our

results prepared in accordance with GAAP.

-33-

The following table reconciles our net income to our Adjusted EBITDA:

	Three months ended March 31,
(in millions of U.S. dollars)	2026	2025
Net income	196	38
Income tax expense	76	24
Finance costs – net	28	27
Expenses on factoring arrangements	4	5
Depreciation and amortization	83	78
Restructuring costs	3	1
Unrealized gains on derivatives	(42)	12
Unrealized exchange gains from the remeasurement of monetary assets and liabilities –<br><br>net	(1)	1
Pension and other post-employment benefits - non - operating gains	(3)	(3)
Share based compensation	11	6
Gains / (losses) on disposal	—	—
Other (A)	—	(3)
Adjusted EBITDA1	359	186
of which Metal price lag (B)	97	39

1Adjusted EBITDA includes the non-cash impact of metal price lag

_______________

(A)For the three months ended March 31, 2025, Other mainly includes $7 million of insurance proceeds and $3 million of clean-up

costs related to the flooding of our facilities in Valais (Switzerland).

(B)Metal price lag represents the financial impact of the timing difference between when aluminum prices included within

Constellium's Revenue are established and when aluminum purchase prices included in Cost of sales are established, which is a non-cash

financial impact. The calculation of metal price lag adjustment is based on a standardized methodology applied at each of Constellium’s

manufacturing sites. Metal price lag is calculated as the average value of product purchased in the period, approximated at the market

price, less the value of product in inventory at the weighted average of metal purchased over time, multiplied by the quantity sold in the

period.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

In addition to the risks inherent in our operations, we are exposed to a variety market risks (including foreign currency

exchange, interest rate and commodity price risk). Our exposure to market risk has not changed materially since December 31,

2025. Further information can be found in Item 7A. and Note 16 to our audited consolidated financial statements in our Annual

Report on Form 10-K for the year ended December 31, 2025.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company's Chief Executive Officer and Chief Financial Officer have evaluated the Company’s disclosure controls

and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended, at the end of

the period covered by this Quarterly Report, and they have concluded that these controls and procedures are effective.

Changes in Internal Control Over Financial Reporting

There have been no changes in internal control over financial reporting during the first quarter of 2026 that have

materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

-34-

PART II

Item 1. Legal Proceedings

Reference is made to Part I, Item 3. “Legal Proceedings” included in our Annual Report on Form 10-K for the year ended

December 31, 2025, for information concerning material legal proceedings with respect to the Company. There have been no

material developments since December 31, 2025.

Item 1A. Risk Factors

There have been no material changes to the risk factors disclosed in Item 1A. of our Annual Report on Form 10-K for the

fiscal year ended December 31, 2025.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On February 21, 2024, the Company announced that the Board of Directors authorized a three-year share repurchase

program of up to $300 million of the Company’s outstanding shares of ordinary shares, expiring on December 31, 2026.

At March 31, 2026, approximately $79 million was remaining under the Company’s share repurchase program. Since the

inception of the share repurchase program up to March 31, 2026, approximately 14.7 million shares have been repurchased

under the plan for approximately $221 million. In the first quarter of 2026, approximately 1.2 million shares were repurchased

under the plan for approximately $28 million. More information about our share repurchase program is available in Part II, Item

5. “Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities - Purchases

of Equity Securities by the Issuer and Affiliated Purchasers” of our Annual Report on Form 10-K for the year ended December

31, 2025.

On March 12, 2026, the Company announced that the Board of Directors authorized a new share repurchase program of

up to $300 million of the Company’s outstanding ordinary shares, which will be effective following receipt of the necessary

shareholder approvals at the Company’s 2026 Annual General Meeting of Shareholders to be held on May 21, 2026, and which

will expire on December 31, 2028. The new share repurchase program will replace the current share repurchase program

authorized by the Board of Directors on February 21, 2024.

The following table provides certain information with respect to our share purchases during the quarter ended March 31,

2026.

Period	Total number of<br><br>shares purchased	Average price<br><br>paid per share<br><br>(in U.S. dollars)	Total number of<br><br>shares purchased<br><br>as part of publicly<br><br>announced plans<br><br>or programs	Maximum<br><br>approximate<br><br>dollar value of<br><br>shares that may<br><br>yet be purchased<br><br>under the<br><br>program
January 1 - January 31, 2026	354,931	20.48	354,931	98,851,993
February 1 - February 28, 2026	509	21.99	509	98,840,801
March 1 - March 31, 2026	796,635	25.10	796,635	78,841,643
Total	1,152,075		1,152,075	78,841,643

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not Applicable.

-35-

Item 5. Other Information

Insider Trading Arrangements

During the three months ended March 31, 2026, none of our directors or officers (as defined in Rule 16a-1(f) under the

Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each

term is defined in Item 408(a) of Regulation S-K.

Item 6. Exhibits

Exhibit	Description
10.1	2026 Long Term Incentive Award Agreement, effective as from March 12, 2026**
10.2	Form of 2026 Long Term Incentive Award Letter for a grant of Restricted Stock Units**
10.3	Form of 2026 Long Term Incentive Award Letter for a grant of Restricted Stock Units and Performance<br><br>Share Units**
31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002**
31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002**
32.1	Certification by Chief Executive Officer of Constellium SE, as required pursuant to Section 906 of thea2603_ex321ceo906certifica.htm<br><br>Sarbanes-Oxley Act of 2002*
32.2	Certification by Chief Financial Officer of Constellium SE, as required pursuant to Section 906 of thea2603_ex322cfo906certifica.htm<br><br>Sarbanes-Oxley Act of 2002*
101.INS	Inline XBRL Instance Document**
101.SCH	Inline XBRL Taxonomy Extension Schema Document**
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document**
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document**
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document**
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document**
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)**

________________________

* Furnished herewith.

** Filed herewith.

† Indicates a management contract or compensatory plan.

-36-

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly

caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		Constellium SE
Date:	April 29, 2026	By:	/s/ Ingrid Joerg
			Name: Ingrid Joerg
			Title: Chief Executive Officer and Director		Date:	April 29, 2026	By:	/s/ Jack Guo
---	---	---	---
			Name: Jack Guo
			Title: Executive Vice President & Chief Financial Officer

a2603_ex101x2026ltipawar

2026 Long Term Incentive Award Agreement Terms and Conditions Effective as from March 12, 2026

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2026 Award Agreement 2 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 terms and conditions of the Plan, this Award Agreement and the Award Letter. This Award Agreement has been prepared by the Board of Directors of the Company or a delegate of its authority. 2. DEFINITIONS The terms and conditions set forth in the Plan are incorporated by reference. Terms used herein shall have the meaning ascribed thereto in the Plan unless otherwise defined herein. Section references in this Award Agreement are to the respective section herein unless otherwise noted. Award Agreement: This Long Term Incentive Award Agreement of the Company, as amended and restated from time to time. Award Letter: A letter provided by the Company to the Participant in respect of each Grant, specifying the number of RSUs and/or PSUs granted, the Grant Date, the Index or Indices (if applicable), the Vesting Period and/or Performance Period (if applicable), the Vesting Date and any other terms and conditions applicable. Award Letters will be subject to modifications and additional provisions decided by the Board or a delegate of its authority, in its discretion. Base Amount: One Share for each Unit, unless otherwise specified in the Award Letter. Board: The Board of Directors of the Company or, if delegated by the Board, the Human Resources Committee of the Board, any successor committee thereto, or any other committee or body appointed from time to time by the Board to administer awards under this Award Agreement. Change in Control: Change in Control has the meaning defined in Section 10(b) of the Plan, except that for purposes of this Award Agreement to the extent permitted by applicable law: (a) the 50% threshold in Section 10(b)(i) of the Plan shall be replaced by 35%, (b) the 50% threshold in Section 10(b)(iii)(A) of the Plan shall be replaced by 65%, (c) the 50% threshold in Section 10(b)(iii)(B) of the Plan shall be replaced by 35%, (d) the majority threshold in Section 10(b)(iii)(C) of the Plan shall be replaced by 65%, and (e) and a new Section 10(b)(v) of the Plan shall be added: (v) any Person with beneficial ownership of 5% or more of either the Outstanding Company Shares or Outstanding Company Voting Securities shall have nominated for election by the Company’s stockholders directors representing 35% or more of the Board and such persons shall have been elected, without the approval of at least a majority of the Incumbent Board. Company: Constellium SE or any successor thereto.

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2026 Award Agreement 3 Constellium Group: The Company together with the companies in which the Company holds directly or indirectly more the 50% of the outstanding shares and which are included in the consolidated financial statements of the Company. References to the Constellium Group shall be to all such companies or any one or group of them, as the context requires. Continued Service Condition: The condition referred to in Section 5. Converted RSUs: Has the meaning set forth in Section 13. Converted PSUs: Has the meaning set forth in Section 13. Converted Units: Has the meaning set forth in Section 13. Delivery Date: A day that is both a trading day on the New York Stock Exchange and a banking day in the city in which the Company has its headquarters, falling as soon as practicable after the Vesting Date, as determined by the Company, unless otherwise specified in this Award Agreement or the Award Letter. Grant: The award of Units to a Participant in accordance with this Award Agreement. Grant Date: The date on which a Grant of Units is made by the relevant corporate body of Constellium. The Grant Date applicable to each Unit will be specified in the Award Letter. Index or Indices: The Index or Indices will be specified in the Award Letter. Participant: An officer or employee of the Constellium Group who has received a Grant of Units under this Award Agreement. Performance Condition: Such performance condition or conditions as shall be specified in the Award Letter. Performance Period: The period over which the Performance Condition shall be measured. For each PSU, this period will be specified in the Award Letter. The period will be of three years, unless otherwise specified in the Award Letter. The Performance Period is subject to earlier termination in the event of a Change in Control or the Participant’s Disaffiliation. Performance Share Unit or PSU: Each PSU shall be a “Performance Share Unit” within the meaning of Section 8 of the Plan and represents a conditional right to receive a certain number of Shares or, in the Company’s discretion, their cash equivalent upon settlement, subject to the fulfillment of the Performance Condition, the Continued Service Condition and the other terms and conditions of this Award Agreement. Permanent Disability: (i) For Participants covered by the long term disability plan of the Constellium Group, disability as defined in such plan, (ii) for French-resident Participants, a disability falling within the second and third categories of article L. 341-4 of the French Social Security Code and, (iii) for all other Participants, a physical or mental condition of the Participant resulting from bodily injury, disease or mental disorder which renders the Participant incapable of continuing the Participant’s usual or customary employment with the Participant’s employer for a period of not less than six consecutive months, as determined by the Board in its discretion. Notwithstanding the foregoing, for U.S. taxpayers, such occurrence must also constitute a disability within the meaning of Section 409A of the Internal Revenue Code (“Section 409A”). Plan: Has the meaning set forth in Section 1. Restricted Stock Unit or RSU: Each RSU shall be a “Restricted Stock Unit” within the meaning of Section 7 of the Plan and represents a conditional right to receive a certain number

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2026 Award Agreement 4 of Shares or, in the Company’s discretion, their cash equivalent upon settlement, subject to the fulfillment of the Continued Service Condition and the other terms and conditions of this Award Agreement. Retirement: Defined by the Participant’s employer in accordance with applicable local law or, in the absence of such law, under the conditions provided for in the employer’s retirement or early retirement plan, or in the absence of such a plan, at the minimum age of 62 (to the extent permitted by law). Termination: A “Termination of Employment” as defined in the Plan which, for the avoidance of doubt, shall include any voluntary or involuntary ending of services (including garden leave or other periods of non-work / interruption of employment as defined in the discretion of the Company) with the Company or a Subsidiary. Total Shareholder Return or TSR: With respect to any share or Index, the variation in stock price of such share or the value of such Index, as the case may be, measured by comparing the price or value at the beginning of the relevant Performance Period with the price or value at the end of such period plus, in the case of a share, dividends and distributions paid, declared or made in respect of such share during the Performance Period, which shall be deemed to have been reinvested, expressed as a percentage return, in each case expressed as a percentage of the beginning point. TSR will be measured as of the first and last day of the relevant Performance Period, in each case by reference to an average of the closing price of the relevant share or index on each of the 20 trading days immediately preceding, as applicable, the first day of the relevant Performance Period (the Grant Date unless otherwise provided in the Award Letter) and the last day of the relevant Performance Period (the Vesting Date unless otherwise provided in the Award Letter, or, if earlier, the occurrence of a Change in Control or the Participant’s Disaffiliation). Units: Performance Share Units and Restricted Stock Units. Vesting Date: The Vesting Date of each Unit will be the third anniversary of the Grant Date, unless otherwise specified in this Award Agreement or in the Award Letter, subject to the satisfaction of the Continued Service Condition and, in respect of the PSUs, the Performance Condition. On the Vesting Date, Participants become entitled to the delivery of Shares (or a cash payment) with respect to such Units. Vesting Period: The period from the Grant Date through and including the Vesting Date. The period will be of three years, unless otherwise specified in this Award Agreement or in the Award Letter. Voluntary Termination for Good Reason: Has the meaning set forth in Section 13. 3. GRANT OF UNITS Grants of Units will be made by decision of the Board or, to the extent permitted by applicable law, by its delegate acting under the authority granted to it under Section 2 of the Plan. An Award Letter will be entered into with each Participant setting forth the specific terms and conditions of the Participant’s Grant. As a precondition for a valid Grant, the Participant must be employed by a company of the Constellium Group on the Grant Date. The Participant will be required to accept the terms and conditions of the Grant and to provide such information as may be required by the Company and its service providers for the administration of the Grant.

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2026 Award Agreement 5 4. VESTING OF UNITS The level of vesting of the Units and the resulting Share entitlement shall be determined as soon as practicable after the Vesting Date subject to the achievement of the Continued Service Condition as set forth under Section 5 and, in respect of the PSUs, based on the level of achievement of the Performance Condition as set forth under Section 6. To the extent that vesting is achieved under these conditions, the Participant will be entitled to receive Shares in the numbers determined according to such conditions. Any Units that do not vest will be cancelled without further notice, entitlement or right of indemnity. Prior to the Delivery Date, the Participant does not have any legal ownership or any other rights relating to the Shares. The Participant shall not be entitled to any dividend or have any voting rights or any other rights as a shareholder to the Shares until and unless the Shares have been transferred to the Participant or, in certain limited cases, upon vesting of the Units. If at any time any Participant forfeits any or all of such Participant’s Units, due to the Continued Service Condition or the Performance Condition not being met or otherwise, all of such Participant’s rights and interests in such Units and in Shares issuable thereunder shall terminate upon forfeiture without payment of any indemnity or consideration. 5. CONTINUED SERVICE CONDITION As a condition to the vesting of the Units, the Participant must remain an active officer or employee of the Constellium Group from the Grant Date through the Vesting Date, without Termination, unless one of the exceptions listed below shall apply. A Termination that does not result from such an exception shall result in the immediate cancellation and forfeiture of any Units of such Participant that have not previously vested, without further notice, entitlement or right of indemnity. The Continued Service Condition shall not be deemed to be breached if the Participant’s termination of office or employment within the Constellium Group results from one of the following exceptional events: (a) Permanent Disability, in which case the Participant retains the right to settlement and the original Vesting Date and conditions will continue to apply; (b) Death of the Participant, in which case outstanding Units will be settled with the Participant’s heirs or representatives (for PSUs, at the Base Amount) as soon as practicable after the date of death, constituting full and final settlement of such Units; or (c) Retirement, in which case the Participant retains the right to settlement and the original Vesting Date and conditions will continue to apply, and the number of Shares to be delivered will be prorated by multiplying (i) the number of Shares the Participant would otherwise have received for the Vesting Period by (ii) a fraction, the numerator of which is the number of full months in the period that begins with the month that contains the Grant Date and ends with (and includes) the month in which the Participant’s employment with the Constellium Group terminates due to the Participant’s Retirement, and the denominator of which is the total number of full months in the period that begins with the month that contains the Grant Date and ends with the month that contains the Vesting Date.

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2026 Award Agreement 6 If the Participant’s last day of office or employment with the Constellium Group occurs before the last day of the Vesting Period for any reason other than those mentioned above, then, unless the Board or Committee determines otherwise in its sole discretion, any Units of such Participant that have not previously vested shall be immediately cancelled and forfeited without further notice, entitlement or right of indemnity. 6. PERFORMANCE CONDITION The vesting of the PSUs and the delivery of the related Shares shall be subject to the level of achievement of the Performance Condition in respect of the relevant Performance Period, as specified in the Award Letter. 7. MEASUREMENT AND CALCULATION OF ACHIEVEMENT The measurement of the achievement of the Performance Condition shall be made as soon as practicable after the end of the relevant Performance Period. The number of PSUs to be settled in Shares or the equivalent amount of cash, in case applicable, shall be calculated by the Company based on this measurement. The Company shall carry out the measurement and calculation in its discretion. The Board may in its discretion decide to amend the targets initially set and/or the composition of the list of companies referred to if it reasonably believes that changes in the business of the Company and/or any of the listed companies have had an adverse effect on their comparability for purposes of measuring the Company’s relative performance. Such changes may include a change in accounting method, a change in scope of consolidation following a merger, sale, acquisition, or the creation of a material new business entity or the discontinuation of an existing material business entity, or any other changes in circumstances that it shall deem material and pertinent. The calculation of the number of Shares to be settled shall not result in fractional Shares. The number of Shares shall be rounded to the nearest whole Share. 8. SETTLEMENT Following the Vesting Date, the Company will complete the settlement by transferring the applicable number of Shares or, in its discretion, their cash equivalent to the Participant’s brokerage or other bank account, as applicable, on the Delivery Date. Completion of settlement is dependent on the Participant’s compliance with the terms and conditions of the Plan, this Award Agreement and the relevant Award Letter and providing all necessary instructions and actions to enable the Company to facilitate the settlement. If the Participant has not performed all necessary actions to enable the Company to complete the settlement, the Company may, in its sole discretion, sell the Shares on behalf of the Participant and remit the proceeds to the Participant. The Company may, in its sole discretion, use one or more of the following instruments to settle Units: newly issued Shares, treasury Shares held by the Company, Shares purchased from the open market, or, in lieu of Shares, cash (without adjustment for change in tax or social treatment). On each Delivery Date, the Company shall pay to the Participant a cash amount equal to the product of (x) any cash dividends or other distributions (other than cash dividends or other distributions pursuant to which the Units were adjusted pursuant to Section 3(c) of the Plan or Section 13(a)), if any, paid on a Share from the Grant Date to such Delivery Date and (y) the number of Shares delivered to the Participant on such Delivery Date (including for this purpose

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2026 Award Agreement 7 any Shares that would have been delivered on such Delivery Date but for being withheld to satisfy tax withholding obligations). 9. NO EFFECT ON TERMS OF EMPLOYMENT The Grant or settlement of Units and/or Shares does not constitute a term or a condition of the Participant’s office or employment with any company of the Constellium Group under applicable local laws and the rights and obligations arising from a Participant’s office or employment with the Group are separate from, and are not affected by, the Participant’s participation in this Award Agreement. The Units, the Shares or their cash equivalent do not form a part of the Participant’s salary or benefit of any kind. Nothing in this Award Agreement, any Award Letter or the Plan shall interfere with or limit in any way the right of the Company, its Subsidiaries or its Affiliates to terminate a Participant’s office or employment or service at any time, nor confer upon any Participant the right to continue in the office or employment of the Company, its Subsidiaries or its Affiliates. The Grant or settlement of Units and/or Shares does not create any right for that Participant to be offered participation in the Plan in the future or to be granted any additional Units or Shares on any particular terms or in any particular amounts. By participating in the Plan, a Participant waives all rights to compensation for any loss in relation to and in accordance with such participation, including: (a) any loss or reduction of any rights or expectations under this Award Agreement and the Award Letter in any circumstances or for any reason; (b) any exercise of a discretion or a decision taken in relation to any Units or Shares, and/or to this Award Agreement or the Award Letter, or any failure to exercise a discretion or take a decision; and (c) the operation, suspension, termination or amendment of the Plan, this Award Agreement or the Award Letter. 10. TAXES AND OTHER OBLIGATIONS The Participant is responsible for paying all personal taxes and personal social security charges associated with the Units and the Shares related thereto. This includes responsibility for any and all personal tax and personal social security charge liabilities in multiple countries, if the Participant has resided in more than one country during any period in which tax liabilities arise with respect to this Grant. Participants are advised to consult their own financial and tax advisers (at their own expense) before accepting the Grant in order to verify their tax position. Units and Shares before delivery must not be used as security for any liability, be transferred or otherwise disposed of (except in the event of the Participant’s death, to the Participant’s personal representatives) and will lapse immediately on any attempt to do so. Pursuant to applicable laws, the Constellium Group is or may be required or may deem it appropriate to withhold taxes, social security charges or fulfill employment related and other obligations upon Grant, vesting or settlement of Shares, or payment of any cash-equivalent, or when the Shares are disposed of by a Participant. The Constellium Group shall have the right to determine how such collection, withholding or other measures will be arranged or carried out, including but not limited to salary withholding, a settlement of a net amount remaining after the completion of such measures or a sale of the Shares on behalf of a Participant for the completion of such measures.

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2026 Award Agreement 8 11. BREACH OF THESE TERMS AND CONDITIONS The Participant shall comply with the terms and conditions set forth in this Award Agreement and in the Award Letter, as well as any administrative instructions given by the Company regarding the same from time to time. If the Participant breaches the terms and conditions set forth in the Plan, this Award Agreement and/or in the Award Letter and/or any administrative instructions given by the Company, the Company may in its discretion, at any time prior to the Delivery Date, cancel the Grant of Units. 12. AMENDMENTS Amendments of this Award Agreement and of any Grant made hereunder shall be governed by Section 12 of the Plan. 13. RIGHTS OF PARTICIPANTS IN CORPORATE EVENTS (a) The Board may in its discretion choose to adjust the number of Shares underlying each Unit in accordance with applicable law in the event that it shall deem such adjustment to be necessary and equitable to protect the interests of the Participants following certain corporate transactions affecting the share capital of the Company. These events may include, and are not limited to, (i) capital reduction, (ii) modification of the means of sharing of profits, (iii) grants of free shares to all existing holders, (iv) a capital increase by incorporation of reserves, profits or issuance premiums, (v) distribution of reserves and (vi) any issuance of capital securities or financial instruments that give a right to the allocation of capital securities with preferential subscription rights reserved to shareholders. For the avoidance of doubt, the Company’s decision to cancel existing shares held by the Company, to grant stock or stock options to officers or employees or to issue shares to selected investors prior to the settlement of the Units will not give rise to such adjustments. (b) Subject to Section 13(d) and Section 409A, should the Company, during the Vesting Period, resolve to merge with another existing company or merge with a company to be formed, or should the Company resolve to be demerged, the Board may determine, in its sole discretion, whether the Units may be settled prior to the merger or demerger. Any settlement will be within such period as resolved by the Board. The Board may determine, in its sole discretion, whether the Units should be converted into similar equity rights issued by the other company. In such circumstances, the Board shall determine the terms and the period applicable to the vesting of such new rights. (c) This Award Agreement and the Grants made hereunder shall not in any way infringe or limit the ability of the Company to register in or transfer to another member state in the European Economic Area or to register a transfer of its domicile into another member state. Such registration or transfer shall not have any impact on the rights and obligations of the Participants under this Award Agreement and in respect of any Grant, except to the extent resulting from a change in applicable law and/or as decided by the Board in its sole discretion. (d) In the event of a Change in Control occurring before the Vesting Date, in accordance with the provisions of Section 10(b) of the Plan, as well as the definition of Change in Control under Section 2: (i) any RSUs that have not previously vested or lapsed will be converted into a cash-denominated right equal in value to (A) the number of Shares underlying such RSU immediately prior to such Change in Control multiplied by (B) the

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2026 Award Agreement 9 closing price of a Share on the date immediately preceding the date of such Change in Control (“Converted RSUs”); (ii) any PSUs that have not previously vested or lapsed will be converted into a cash-denominated right equal in value to (A) the higher of (I) the Base Amount and (II) the number of Shares determined on the basis of the actual TSR, measured for such purposes as of the date immediately preceding the date of such Change in Control, which, for such purposes, will become the last day of the Performance Period multiplied by (B) the closing price of a Share on the date immediately preceding the date of such Change in Control (“Converted PSUs” and together with the Converted RSUs, the “Converted Units”); and (iii) the Converted Units will vest subject to the terms of, and at the same time as, the RSUs or PSUs from which the Converted Unit originated, provided that upon a Termination without Cause or Voluntary Termination for Good Reason of a Participant occurring upon such Change in Control or during any period thereafter that is prior to the last Vesting Date under this Award Agreement: 1. the date of such Termination will become the Vesting Date of any then outstanding Converted Units held by such Participant, and all outstanding Converted Units held by such Participant will fully vest and settle upon such Termination 2. to the extent permitted by applicable law, the Delivery Date of the Converted Units that have vested in accordance with the foregoing will be accelerated to occur on or as soon as practicable after the occurrence of the Termination, provided that (A) for Grants that are subject to Article L. 225-197-1 of the French Commercial Code, if the Termination occurs (x) before the first anniversary of the Grant Date, the Board may defer the Delivery Date until such first anniversary and thereafter impose a mandatory holding period until the second anniversary of the Grant Date and (y) after the first anniversary of the Grant Date but before the second anniversary of the Grant Date, the Board may impose a mandatory holding period from the Delivery Date until the second anniversary of the Grant Date and (B) for Participants who are U.S. taxpayers, the originally scheduled Delivery Date will be maintained unless (x) a Change in Control occurs at the 50% threshold originally provided in Section 10(b) of the Plan or (y) the Board determines that the acceleration of the Delivery Date provided for above would be permissible under Section 409A and would not result in the imposition of any additional tax, penalty or surcharge on Participants under such Section 409A For the avoidance of doubt, any limitation on the acceleration of delivery resulting from the foregoing clauses (A) or (B) shall have no effect on the acceleration of vesting provided for under clauses (i), (ii) and (iii) above, and 3. for purposes of the foregoing, “Voluntary Termination for Good Reason” shall mean a termination of the Participant’s employment at the Participant’s initiative following the occurrence, without prior written consent, of one or more of the following events: i. a material reduction in the Participant’s base salary and/or the Participant’s target bonus or long-term

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2026 Award Agreement 10 incentive target from that in place immediately prior to the Change in Control (but not including any diminution related to an across-the-board reduction that is not related to a particular officer or employee occurring prior to such Change in Control); ii. a material reduction in the Participant’s duties or responsibilities or the assignment to the Participant of duties or responsibilities inconsistent with the Participant’s position, in each case as in effect immediately prior to the Change in Control; iii. a material adverse change in the Participant’s titles or positions or the reporting structure applicable to the Participant from those in effect immediately prior to the Change in Control; iv. the relocation of the Participant’s office location as assigned to the Participant by the Company or its successor, to a location more than 75 kilometers from the location immediately prior to the Change in Control; or v. the failure of the Company to obtain the assumption in writing of the Company’s obligations to the Participant under this Agreement by any successor prior to or at the time of the merger, consolidation, disposition of all or substantially all of the assets of the Company or similar transaction, unless such assumption in writing was not legally required to maintain the effectiveness of such obligation. For the avoidance of doubt, the Change in Control provisions described above shall apply only to Grants that are subject to this Award Agreement and shall not apply to any grants or awards made under earlier award agreements. (e) In the event of a Disaffiliation (as defined in Section 1 of the Plan) of a Subsidiary occurring before the Vesting Date, with respect to the Participants who are officers or employees of the disaffiliated Subsidiary at the time of such occurrence: (i) the date of such occurrence will become the Vesting Date of any then outstanding Units, (ii) any RSUs that have not previously vested or lapsed will fully vest upon such occurrence, (iii) any PSUs that have not previously vested or lapsed will vest (A) if such Disaffiliation is on or after a Change in Control, at the level determined in accordance with Section 13(d)(ii), or (B) if such Disaffiliation is before a Change in Control, at the higher of (I) the Base Amount and (II) the amount determined on the basis of the actual TSR, measured for such purposes as of the date of occurrence of such Disaffiliation which, for such purposes, will become the last day of the Performance Period, and (iv) to the extent permitted by applicable law, including Section 409A, the Delivery Date of the Units that have vested in accordance with the foregoing will be accelerated to occur on or as soon as practicable after the occurrence of the Disaffiliation, provided that if such Disaffiliation occurs before the second

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2026 Award Agreement 11 anniversary of the Grant Date, the Board shall convert the affected Units to cash settlement in the manner described in Sections 13(d)(i) and (ii) above, on the basis of the closing price of a Share and actual TSR measured on the date immediately preceding the date of such Disaffiliation. (f) In any situation described above providing for the delivery of Shares, the Board may in its discretion choose to cause Shares from other sources to be delivered or shall cause the Company to pay an equivalent value in cash (without adjustment for change in tax or social treatment). The amount to be paid out would be determined based on the number of Shares to be delivered to Participants concerned, valued on a given date or according to an average of share prices calculated over the course of a period preceding the payment date retained by the Board. 14. GOVERNING LAW AND INTERPRETATION With respect to each Unit granted, the Plan, this Award Agreement and the Award Letter are governed by the corporate laws applicable to the Company on the Grant Date of such Unit. To the extent that any discretionary action or interpretation of the Plan, this Award Agreement and the Award Letter is taken or made by the Company or the Board, such action or interpretation shall be taken or made in good faith after consideration of the best interests of the affected Participants. For Participants who are U.S. taxpayers, it is intended that the Grant meets the requirements of Section 409A and shall be interpreted accordingly. The Participants recognize that it may be necessary to modify the Plan and/or this Award Agreement to reflect guidance under Section 409A issued by the Internal Revenue Service. The Participant agrees that the Company shall have sole discretion in determining (i) whether any such modification is desirable or appropriate and (ii) the terms of any such modification. For Participants who are French taxpayers, it is intended that the Grant meets the requirements of Article L. 225-197-1 et seq. of the French Commercial Code and related tax and social regulations and shall be interpreted accordingly. The Participants recognize that it may be necessary to modify the Plan and/or this Award Agreement to reflect guidance under such provision issued by the French tax and social administration. The Participant agrees that the Company shall have sole discretion in determining (i) whether any such modification is desirable or appropriate and (ii) the terms of any such modification. In this regard, the Participant recognizes that the Company may choose to disregard provisions in this Plan relating to cash settlement with respect to French taxpayers if the Company believes that the existence of such provisions could have an adverse effect on the application of French tax and social regulations. 15. COLLECTING, PROCESSING AND TRANSFERRING OF PERSONAL DATA Personal data required for the administration of Plan, this Award Agreement, the Award Letter and the settlement of the Units shall be collected, processed and transferred by the Constellium Group or its authorized agent(s) fairly and in accordance with the governing applicable data protection principles and conditions. The Participant is entitled to request access, rectification and objection of the personal data concerning the Participant as per applicable laws, statutes or regulation. In order to exercise this right, the Participant must contact the local data privacy/human resources contact in the Participant’s location.

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a2603_ex102xformof2026lt

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. These Units entitle you to receive Constellium Shares, subject to the terms and conditions set forth in this Award Letter, in the Constellium 2026 Long Term Incentive Award Agreement (the “2026 Award Agreement”) and the Constellium SE 2013 Equity Incentive Plan, as may be amended from time to time (the “Plan”). Capitalized Terms used in this Award Letter, unless so defined herein, shall have the meanings found in the 2026 Award Agreement or the Plan. Grant Date March 12, 2026 Grant Date Award Value $XX,XXX Restricted Stock Units (RSUs) Y,YYY Vesting Date March 12, 2029 Vesting Period From the Grant Date through the Vesting Date Please note that, except as otherwise set forth in the 2026 Award Agreement, the vesting of the RSUs and the delivery of Shares (or a cash equivalent in respect of such RSUs) is subject to the satisfaction of the Continued Service Condition. By electronic acceptance of this award, you acknowledge that you have received a copy of, or have online access to, the 2026 Award Agreement and the Plan, and hereby accept the Units granted, subject to all the terms and provisions of this Award Letter, the 2026 Award Agreement and the Plan. The Board or its delegate shall determine whether an event has occurred resulting in the forfeiture of your Units and any Shares issuable thereunder and all such determinations shall be final and conclusive. You also acknowledge that this award and similar awards are made on a selective basis and are, therefore, to be kept confidential. Very truly yours Ryan Jurkovic Senior Vice President Chief Human Resources Officer

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a2603_ex103xformof2026lt

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. These Units entitle you to receive Constellium Shares, subject to the terms and conditions set forth in this Award Letter, in the Constellium 2026 Long Term Incentive Award Agreement (the “2026 Award Agreement”) and the Constellium SE 2013 Equity Incentive Plan, as may be amended from time to time (the “Plan”). Capitalized Terms used in this Award Letter, unless so defined herein, shall have the meanings found in the 2026 Award Agreement or the Plan. Grant Date March 12, 2026 Grant Date Award Value $X,XXX,XXX Total Units Granted TOTAL (= YYY,YYY + ZZZ,ZZZ) Restricted Stock Units (RSUs) YYY,YYY Performance Share Units (PSUs) – Base Amount ZZZ,ZZZ Indices/Comparator Group S&P MidCap 400 Materials Index; S&P SmallCap 600 Materials Index Initial price on the Grant Date CSTM share price: $25.26 (20-day average) Vesting Date March 12, 2029 Vesting Period / Performance Period From the Grant Date through the Vesting Date Please note that, except as otherwise set forth in the 2026 Award Agreement, the vesting of the RSUs and PSUs and the delivery of Shares (or a cash equivalent in respect of such RSUs and PSUs) is subject to the satisfaction of the Continued Service Condition. The vesting of the PSUs is, in addition, subject to the satisfaction of the Performance Condition. The level of achievement of the Performance Condition shall be determined by comparing the Constellium TSR to the average of the TSRs of the two Indices (i.e., the Comparator Group) at the end of the relevant Performance Period as follows: Performance Condition Achievement Level Number of Shares underlying PSUs Constellium TSR is below the average of the two 25th percentile TSRs of the Comparator Group PSU Base Amount x 0% Constellium TSR is at the average of the two 25th percentile TSRs of the Comparator Group PSU Base Amount x 25% Constellium TSR is between the average of the two 25th percentile TSRs & the average of the two median TSRs of the Comparator Group PSU Base Amount x (linear interpolation between 25% and 100%) Constellium TSR is at the average of the two median TSRs of the Comparator Group PSU Base Amount x 100% Constellium TSR is between the average of the two median TSRs & the average of the two 75th percentile TSRs of the Comparator Group PSU Base Amount x (linear interpolation between 100% and 200%) Constellium TSR is at or above the average of the two 75th percentile TSRs of the Comparator Group PSU Base Amount x 200%

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2026 LTIP Award Letter Last Name, First Name Notwithstanding the foregoing, if the Constellium TSR is negative, the number of Shares (or a cash equivalent) eligible to be delivered in respect of the PSUs shall be capped at 100% of the Base Amount. By electronic acceptance of this award, you acknowledge that you have received a copy of, or have online access to, the 2026 Award Agreement and the Plan, and hereby accept the Units granted, subject to all the terms and provisions of this Award Letter, the 2026 Award Agreement and the Plan. The Board or its delegate shall determine whether an event has occurred resulting in the forfeiture of your Units and any Shares issuable thereunder and all such determinations shall be final and conclusive. You also acknowledge that this award and similar awards are made on a selective basis and are, therefore, to be kept confidential. Very truly yours, Ryan Jurkovic Senior Vice President Chief Human Resources Officer

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Document

Exhibit 31.1

Certification by the Chief Executive Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Ingrid Joerg, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Constellium SE;

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, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	April 29, 2026	By:	/s/ Ingrid Joerg
			Name: Ingrid Joerg
			Title: Chief Executive Officer

Document

Exhibit 31.2

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 quarterly report on Form 10-Q of Constellium SE;

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, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	April 29, 2026	By:	/s/ Jack Guo
			Name: Jack Guo
			Title: Executive Vice President and Chief Financial Officer

Document

Exhibit 32.1

Certification by the Chief Executive Officer

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the quarterly report of Constellium SE (the “Company”) on Form 10-Q for the period ended March 31, 2026, as filed with the Securities and Exchange Commission on the date hereof (the “Quarterly Report”), I, Ingrid Joerg, Chief Executive Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

(1)The Quarterly Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	April 29, 2026	By:	/s/ Ingrid Joerg
			Name: Ingrid Joerg
			Title: Chief Executive Officer

Document

Exhibit 32.2

Certification of the Chief Financial Officer

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the quarterly report of Constellium SE (the “Company”) on Form 10-Q for the period ended March 31, 2026, as filed with the Securities and Exchange Commission on the date hereof (the “Quarterly Report”), I, Jack Guo, Chief Financial Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

(1)The Quarterly Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	April 29, 2026	By:	/s/ Jack Guo
			Name: Jack Guo
			Title: Executive Vice President and Chief Financial Officer