Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

At a meeting held on May 17, 2022, the Compensation and Benefits Committee of the Board of Directors (the "Committee") of Arconic Corporation (the "Company") amended several of the Company's compensation plans (collectively, the "Plans"), primarily to refine the definition of "Cause" used in such Plans in order to clarify the conduct that will constitute termination for "Cause" under the Plans, streamline the process around a Cause determination and harmonize the Cause provision and similar provisions across the Plans. The Plans include the Arconic Corporation Executive Severance Plan ("Executive Severance Plan"), the Arconic Corporation Change in Control Severance Plan ("Change in Control Severance Plan"), the Amended and Restated Arconic Corporation 2020 Annual Cash Incentive Plan, and the Arconic Corporation Amended and Restated 2020 Stock Incentive Plan ("Stock Incentive Plan") including the forms of award agreement thereunder. Under the Plans, a participant may be eligible for, respectively, severance benefits, an annual cash incentive, or equity award vesting acceleration upon a qualifying termination of employment, provided that such termination is not for Cause.

In addition, the Committee adopted certain other amendments to the Executive Severance Plan and the Change in Control Severance Plan to clarify that an executive receiving severance (including a target annual cash incentive) will not also be eligible for an annual cash incentive on an involuntary termination, as well as that severance payable to an executive may be reduced by debts owed by the executive to the Company and, in the case of the Executive Severance Plan, to provide that severance may be subject to compliance with post-termination restrictive covenants. Further, the Change in Control Severance Plan was amended to eliminate mandatory retirement age provisions that are not applicable.

The amendments to the Plans include other clarifying, conforming and administrative changes. The foregoing description of the principal amendments to the Plans is qualified in its entirety by reference to the full text of the Plans, which are filed herewith as Exhibits 10.1 through 10.4 and are incorporated herein by reference. The updated forms of award agreements to be used for restricted stock units (both time-based and performance-based) and special retention awards to employees and officers under the Stock Incentive Plan are also filed herewith as Exhibit 10.5 and Exhibit 10.6 and are incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 19, 2022, the Company held its annual meeting of shareholders (the "Annual Meeting"), at which the matters disclosed in the Company's definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 6, 2022 and distributed to the Company's shareholders commencing on or about April 6, 2022 (the "Proxy Statement") were presented to the shareholders. The Proxy Statement included a shareholder proposal requesting amendment of the Company's governing documents to lower the stock ownership threshold and eliminate the holding period to call a special meeting of shareholders, which was presented for consideration at the Annual Meeting.

At the Annual Meeting, the Company's shareholders voted a total of 94,648,034 shares, representing more than 89% of the Company's outstanding voting stock. Set forth below are the final voting results for the matters submitted to a vote of shareholders at the Annual Meeting.

Proposal 1 - Election of Directors

At the Annual Meeting, the Company's shareholders elected the persons listed below as directors for a one-year term expiring at the 2023 annual meeting or until their respective successors are duly elected and qualified.

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                        Votes For    Votes Against   Abstentions   Broker Non-Votes
Fredrick A. Henderson   84,946,125     1,554,023       769,796        7,378,090
William F. Austen       83,579,685     2,913,209       777,050        7,378,090
Christopher L. Ayers    85,677,701      557,526       1,034,717       7,378,090
Margaret S. Billson     83,935,311     2,562,951       771,682        7,378,090
Jacques Croisetiere     86,068,339      420,760        780,845        7,378,090
Elmer L. Doty           85,966,736      523,925        779,283        7,378,090
Carol S. Eicher         84,979,319     1,516,590       774,035        7,378,090
Timothy D. Myers        86,116,047      385,832        768,065        7,378,090
E. Stanley O'Neal       82,060,801     3,969,956      1,239,187       7,378,090
Jeffrey Stafeil         86,104,146      382,061        783,737        7,378,090

Proposal 2 - Advisory Vote on Executive Compensation

At the Annual Meeting, the Company's shareholders approved, in a non-binding advisory vote, the compensation paid to the Company's named executive officers as disclosed in the Proxy Statement.

Votes For Votes Against Abstentions Broker Non-Votes 69,610,067 17,440,263 219,614 7,378,090

Proposal 3 - Ratification of Auditors

At the Annual Meeting, the Company's shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022.

Votes For Votes Against Abstentions Broker Non-Votes 93,406,800 467,266 773,968

            0

Proposal 4 - Shareholder Proposal

At the Annual Meeting, the Company's shareholders did not approve the shareholder proposal included in the Proxy Statement requesting amendment of the Company's governing documents to lower the stock ownership threshold and eliminate the holding period to call a special meeting of shareholders.

Votes For Votes Against Abstentions Broker Non-Votes 15,422,162 71,584,907 262,875 7,378,090

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Item 9.01. Financial Statements and Exhibits.



(d) Exhibits.

Exhibit No.       Description of Exhibit

10.1                Arconic Corporation Amended and Restated Executive Severance
                  Plan

10.2                Arconic Corporation Amended and Restated Change in Control
                  Severance Plan

10.3                Amended and Restated Arconic Corporation 2020 Annual Cash
                  Incentive Plan

10.4                Arconic Corporation Amended and Restated 2020 Stock Incentive
                  Plan

10.5                Form of Restricted Share Unit Award Agreement pursuant to the
                  Arconic Corporation Amended and Restated 2020 Stock Incentive
                  Plan

10.6                Form of Special Retention Award Agreement pursuant to the
                  Arconic Corporation Amended and Restated 2020 Stock Incentive
                  Plan

104               Cover Page Interactive Data File (embedded within the Inline XBRL
                  document).

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