Archer-Daniels-Midland (ADM) Risk Factor Changes

The Company is involved in a number of legal proceedings that arise from time to time.

The Company has at times in the past been subject to negative publicity and may in the future face negative publicity.

Negative publicity has in the past and in the future may adversely affect the Company and the market price of its common stock.

The Company’s systems, processes, and sites are subject to cybersecurity and other incidents, which could expose the Company to operational and various regulatory risks.

The Company’s operations rely on certain key technology systems, some of which are dependent on services provided by third parties, to provide critical data connectivity, information, and services for internal and ext…

Information and operational technology systems are subject to interruptions or failures which may affect the Company’s ability to conduct its business.

The Company is currently upgrading its technology platforms, including certain ERP systems, with these upgrades expected to occur in phases over the next several years.

The Company’s inability to successfully upgrade its information and operational technology systems could have a material and adverse effect on the Company’s business, financial condition, and operational results.

The Company’s strategy involves expanding the volume and diversity of crops it merchandises and processes, expanding the global reach of its core model, expanding its value-added product portfolio, and expanding the s…

Agricultural production and trade flows are subject to government policies, mandates, regulations, and trade agreements, including taxes and tax credits, tariffs, duties, subsidies, incentives, foreign exchange rates,…

The Company has a Chief Risk Officer who oversees the Enterprise Risk Management (ERM) Program and regularly reports to the Board of Directors through the Audit Committee, which assists the Board in its oversight of t…

The Company faces significant competition in each of its businesses and has numerous competitors, who can be different depending upon each of the business segments in which it participates.

A significant downturn in the global economy could lead to reduced demand for agricultural commodities and food products, which could adversely affect the Company’s business and results of operations.

The Company is subject to risks relating to global and regional economic downturns, which could adversely affect the Company’s operating results.

commodity and non-agricultural commodity prices can place more pressures on short-term working capital funding.

The availability and prices of agricultural commodities are subject to wide fluctuations, including impacts from factors outside the Company’s control such as changes in market conditions, weather conditions, crop dis…

The Company is subject to geopolitical, economic and other risks of doing business globally.

Trade receivables may be at risk of higher defaults, and other third-party risks could affect ADM’s ability to obtain inputs if suppliers are unable to perform or face insolvency, as certain supplies may not be attain…

For example, ADM’s assets and operations located in the region affected by the conflict between Russia and Ukraine are at an increased risk of property damage, inventory loss, business disruption, and expropriation.

The Company faces risks related to international conflicts, acts of terrorism, war, other geopolitical events, such as the ongoing Russia-Ukraine conflict, maritime piracy, and other economic disruptions.

The Company has limited control over, may not realize the expected benefits of, and may be required to write down, its equity investments and joint ventures, and may not be able to monetize the investments at an attra…

The Company is also focused on organic and inorganic growth and its success in achieving growth could be adversely affected by a broad range of risks that could result in increased costs, decreased revenues, and delay…

The Company may fail to realize the benefits of or experience delays in the execution of its strategic priorities.

The Company’s operating costs and the selling prices of certain finished products are sensitive to changes in energy prices, inflationary pressures, and certain logistic constraints.

The Company is exposed to potential business disruption risks which could adversely affect the Company’s operating results and could result in increased expenses and liabilities.

The rapid pace of AI development requires specialized talent and resources to ensure the successful design, implementation, and maintenance of AI systems.

AI systems may fail to perform as expected under certain conditions or become vulnerable to adversarial attacks that manipulate the AI’s output.

AI technology is evolving rapidly with governments and regulatory bodies around the world beginning to introduce new requirements, guidelines, and frameworks to ensure the responsible use of AI.

AI systems rely heavily on vast amounts of data, which could include sensitive personal or proprietary information.

AI systems often rely on large datasets, which can inadvertently introduce bias if the data is not sufficiently diverse or representative leading to AI-driven decisions that may be unfair or discriminatory, potentiall…

The Company continues to advance in the development and integration of AI systems across its operations.

Generative AI advancements are progressing at an unprecedented pace, which brings risks that could subject the Company to loss through various technical, legal, and opportunistic-related risks.

Increased IT security and social engineering threats and more sophisticated computer crime, including advanced persistent threats, pose a potential risk to the security of the Company’s IT systems, networks, and servi…

Regulations specifically affecting the agricultural sector and related industries; regulatory policies or matters that affect a variety of businesses; and taxation polices could adversely affect the Company’s operatin…

Any failure to comply with applicable laws and regulations or appropriately resolve these challenges could subject the Company to administrative, civil, and criminal remedies, including fines, penalties, disgorgement,…

The Company is subject to the EU Network and Information Security (NIS2) directive, which aims to enhance cybersecurity across the EU by establishing more stringent requirements for a broader range of sectors and enti…

On January 20, 2025, President Trump issued executive orders that the OECD Global Tax Deal has no force and effect in the U.S., and to investigate foreign countries’ compliance with tax treaties and to prepare a list…

In particular, the OECD’s Pillar Two initiative introduces a 15% global minimum tax applied on a country-by-country basis.

The Company does business globally, connecting crops and markets in over 180 countries, and is required to comply with laws and regulations administered by the United States federal government as well as state, local,…

The Company is subject to industry-specific risks which include but are not limited to: launch of new products by other industries that can replace the functionalities of the Company’s production; shifting consumer pr…

The Company’s carbon capture and sequestration operations are also subject to potential risks and uncertainties, including complying with complex and evolving regulations, obtaining and maintaining permits and regulat…

The Company has programs and policies in place (e.g., Corporate Sustainability Program; Commitment to Protecting Forests, Biodiversity and Communities; Environmental Policy; Strive 35 environmental goals; etc.) to exp…

The Company’s sustainable practices require oversight and robust monitoring requirements.

The Company is subject to federal, state, and local regulations on manufacturing or labeling; socially acceptable and sustainable farming practices; environmental, health, and safety regulations; and customer product…

Food or feed risks derived from quality issues or off label product usage, occupational health and safety issues, and ineffective diversification programs may expose the Company to certain regulatory or reputational r…

The Company is committed to avoid sourcing from deforested areas.

The EU deforestation-free regulation's original effective date of December 2024 was formally postponed for one year.

Operations could be impacted by deforestation regulations, including the European Union (EU) deforestation-free regulation as part of the EU Green Deal, and by Brazil's Amazon soy moratorium.

The production of the Company’s products uses materials that can create emissions of certain regulated substances, including GHG emissions.

The Company may be impacted by carbon emission regulations in multiple regions throughout the globe.

The material weakness, if not fully addressed, could result in additional accounting errors, such as those resulting in the restatement of certain segment-specific historical financial information as described in the…

While the Company has implemented a remediation plan, the Company will not be able to conclude whether the steps the Company has taken will remediate the material weakness until a sustained period of time has passed t…

During the fourth quarter of 2023, in connection with the Investigation, the Company identified a material weakness in its internal control over financial reporting related to the Company's accounting practices and pr…

The Company identified a material weakness in the Company’s internal control over financial reporting, which could impact the Company’s ability to report its results of operations and financial condition accurately an…

As previously disclosed, and as described more fully in Part II.

The Company is subject to ongoing government investigations, and the timing for their resolution and outcome cannot be predicted.

In addition, although the Company has taken certain actions in response to the findings of the Investigation, the Company could take new or different actions in addition to those taken to date if it determines those a…

The risks described above have had and may in the future have a material adverse effect on the Company’s business, results of operations, financial condition and liquidity.

–the three major credit rating agencies have maintained the Company’s credit ratings at investment grade levels with a negative outlook; however, if the ratings are downgraded, the Company’s access to the credit marke…

–the Company could discover additional material or immaterial errors in its financial statements; and

–the Company is facing securities litigation and could face additional litigation under federal and state securities laws or other claims arising from the Investigation, such litigation can be costly to defend, and if…

–the price of the Company’s common stock has declined significantly, has been subject to fluctuations and could continue to fluctuate upon further announcements or actions;

–the Company’s Board of Directors and senior management have been required to devote significant time to the Investigation, the correction of certain segment-specific historical financial information and related matte…

As a result of the Investigation, correction of identified errors and related events, the Company has experienced, and may continue to experience, a number of adverse impacts and risks, including, but not limited to:

The Company had historically disclosed in the footnotes to its financial statements that intersegment sales have been recorded at amounts approximating market.

As previously disclosed, following a voluntary document request from the SEC relating to intersegment sales between the Company’s Nutrition reporting segment and the Company’s Ag Services and Oilseeds and Carbohydrate…

The Investigation and related events have had and may continue to have a material adverse impact on the Company.

Political instability and changes in trade policies could negatively impact the Company’s financial results.

The assets and operations of the Company could be subject to unplanned downtime or extensive property damage and business disruption from various events which include, but are not limited to, equipment failure, raw ma…

For more information regarding pending legal proceedings, please see Part I, Item 3, Legal Proceedings and Part II, Item 8, Note 20, Legal Proceedings.

The Company is involved in a number of legal proceedings that may result in adverse outcomes.

Further, the Company’s investments in AI may not achieve expected returns, may take longer than anticipated to generate value, if at all, or may become obsolete due to rapid technological change.

AI systems may fail to perform as expected under certain conditions or become vulnerable to adversarial attacks that manipulate the AI’s output.

AI systems rely heavily on vast amounts of data, so they require significant investments in data infrastructure, high‑quality data inputs, skilled personnel, cybersecurity safeguards, and ongoing monitoring.

The Company continues to focus on leveraging digital technologies, including artificial intelligence (“AI”) and advanced analytics across its operations.

The Company is subject to various technical, legal, and opportunistic-related risks relating to use of artificial intelligence and other emerging digital technologies.

collection, storage, handling, use, disclosure, transfer, and security of personal data.

Like other large multi-national corporations, the Company and third parties with which the Company conducts business are subject to a wide range of cybersecurity risks relating to their systems and data.

Further, legislatures and taxing authorities in many jurisdictions in which ADM operates may enact changes to their tax rules.

The Company is subject to income taxes as well as non-income taxes in various jurisdictions throughout the world.

Changes in tax laws or exposure to additional tax liabilities could have a material impact on the Company’s financial condition and results of operations.

The Company is also subject to certain additional financial and commodities market and insurance-related regulations due to its futures commission merchant business, agricultural commodity risk management practices, a…

operational challenges, and 45Z tax credit process and compliance risks, and could have an adverse effect on its reputation, business, and results of operations.

Risks relating to regulations specifically affecting the agricultural sector and related industries, as well as those that affect the Company’s other business and practices, could adversely affect the Company’s busine…

The Company does business globally, connecting crops and markets in over 180 countries, and is required to comply with laws and regulations administered by the United States federal government as well as state, local,…

The Company competes for the acquisition of inputs such as raw materials, transportation services, and other materials and supplies, as well as for workforce and talent.

In addition, the competitive dynamics of the Company’s markets are subject to geopolitical and related risks, including the governments of countries and regions working with ADM's competitors to address trade flow res…

Reduced supply of agricultural commodities and rising costs of non-agricultural commodity raw materials could adversely affect the Company’s profitability by increasing the cost of raw materials and/or limiting the Co…

The Company has established and publicly announced certain goals and strategies related to sustainable practices and other ESG-related issues, which may be refined in the future.

The Company’s goals and stakeholder expectations relating to ESG-related matters and sustainable practices may expose the Company to increased costs, reputational harm and other risks.

The Company’s carbon capture and storage (CCS) operations, through which ADM is able to capture and store CO2, are also subject to potential risks and uncertainties, including complying with complex and evolving regul…

ADM may not be able to achieve the goals and objectives, and ADM may not realize, on a timely basis or at all, the anticipated benefits of these investments and actions, any of which could adversely impact the Company…

The Company has programs and policies in place that are aimed at expanding responsible practices while reducing its environmental footprint.

The Company is subject to various evolving, and sometimes inconsistent, United States federal, state, local and non-U.S.

The Company is subject to various evolving regulations related to ESG matters which impacts the Company’s business and strategies, and could adversely affect its reputation, business and results of operations.

The Company also is subject to extensive U.S.

The Company’s business depends on the quality and safety of the agricultural commodities, ingredients, food, feed, nutritional products, and other products it sources, manufactures, processes, stores, transports, and…

The Company is subject to a wide range of food safety and quality, manufacturing and labeling, occupational health and safety, environmental, and other regulatory requirements which may expose the Company to certain r…

The Company has historically benefited from the free flow of agricultural and food and feed ingredient products from the U.S.

Geopolitical risks could disrupt global markets and negatively impact the Company’s business and financial results.