Item 8.01 Other Events.

On March 6, 2023, the Company entered into an underwriting agreement with BofA Securities, Inc., Citigroup Global Markets Inc., Mizuho Securities USA LLC, HSBC Securities (USA) Inc. and SMBC Nikko Securities America, Inc. and the other underwriters named in Schedule 2 therein, with respect to a registered public offering (the "Offering") of $400 million aggregate principal amount of the Company's 5.750% Senior Notes due 2033 (the "Notes"). The Company intends to use the net proceeds of the Offering to repay existing indebtedness under its commercial paper programs, to repay the $250 million aggregate principal amount of its 3.35% senior notes due 2023 when they mature on April 15, 2023 and for general corporate purposes.

The Notes were registered under the Company's Registration Statement on Form S-3 (File No. 333-2264452) and are being offered by means of the Company's prospectus dated April 22, 2022, as supplemented by the prospectus supplement dated March 6, 2023.

The closing of the issuance of the Notes is expected to occur on March 15, 2023, subject to customary closing conditions. The Notes will be issued pursuant to an indenture, dated as of November 20, 2007, between the Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, to be supplemented by a ninth supplemental indenture, to be dated as of March 15, 2023, which will be filed with the Securities and Exchange Commission on a subsequent Current Report on Form 8-K. The foregoing description of the underwriting agreement is qualified in its entirety by the underwriting agreement included as Exhibit 1.1 hereto, which is incorporated by reference.

Item 9.01 Financial Statements and Exhibits.



Exhibit
Number                                   Exhibit Title

1.1            Underwriting Agreement, dated March 6, 2023, between Avery Dennison
             Corporation and the underwriters named therein.

104          Cover Page Interactive Data File (formatted as Inline XBRL and
             contained in Exhibit 101).

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