EX-10.1





 Exhibit 10.1 

EXECUTION VERSION 

AMENDMENT NO. 3 dated as of June 24, 2020 (this “Agreement”) to the Revolving Credit Agreement dated as
of September 16, 2016, as amended as of October 26, 2016, as amended and restated as of November 14, 2017 and as amended and restated as of November 21, 2018, as amended as of August 16, 2019 and as amended as of
April 21, 2020 (as further amended, supplemented or otherwise modified prior to the date hereof, the “Existing Credit Agreement”), among ALCOA CORPORATION, a Delaware corporation (“Holdings”), ALCOA NEDERLAND
HOLDING B.V., a besloten vennootschap met beperkte aansprakelijkheid incorporated under the laws of the Netherlands (the “Borrower”), the several banks and other financial institutions or entities from time to time party as
Lenders and Issuers thereto and JPMorgan Chase Bank, N.A. (the “Administrative Agent”). Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Existing Credit Agreement, except as
otherwise expressly set forth herein. 
 WHEREAS, the Borrower has requested that the Existing Credit Agreement be amended as set forth
herein; 
 WHEREAS, the Lenders party hereto (which constitute the Required Lenders under the Existing Credit Agreement) and the
Administrative Agent are willing, subject to the terms and conditions set forth below, to amend the Existing Credit Agreement on the terms set forth herein (the Existing Credit Agreement, as so amended, is referred to as the “Amended Credit
Agreement”). 
 NOW, THEREFORE, in consideration of the mutual agreements herein contained and other good and valuable
consideration, the sufficiency and receipt of which are hereby acknowledged, and subject to the conditions set forth herein, the parties hereto hereby agree as follows: 

SECTION 1. Rules of Interpretation. The rules of interpretation set forth in Section 1.02(a) of the Existing Credit Agreement are
hereby incorporated by reference herein, mutatis mutandis. 
 SECTION 2. Amendment to the Existing Credit Agreement. On
the terms and subject to the conditions set forth herein, effective as of the Amendment No. 3 Effective Date, the Existing Credit Agreement is hereby amended as follows: 

(a) Section 1.01 of the Existing Credit Agreement is hereby amended by inserting the following defined terms in the appropriate
alphabetical order therein: 
 “Outstanding Notes” shall mean the series of senior unsecured notes set forth on Schedule
1.01(f). 













  
 2 

 

 “2020 Senior Notes” shall mean senior unsecured notes issued by the Borrower in
the fiscal year ending on December 31, 2020. 
 “Cash Netting Notice” shall mean a written noticed delivered by the
Borrower to the Administrative Agent (a) on or prior to January 1, 2021, in respect of the fiscal quarter ending on March 31, 2021, and (b) on or prior to April 1, 2021, in respect of the fiscal quarter ending on
June 30, 2021, in each case electing to utilize the netting provisions set forth in the definitions of “Consolidated Cash Interest Expense” and “Total Indebtedness” for such fiscal quarter. 

(b) Section 1.01 of the Existing Credit Agreement is hereby amended by adding at the end of the definition of “Available
Credit” before the period the following phrase: 
 minus (c) with respect to the fiscal quarters ending on March 31,
2021 and June 30, 2021, in each case, in respect of which a Cash Netting Notice has been timely delivered and not revoked in writing by the Borrower, an amount equal to one-third of the Net Proceeds
received by the Borrower from the issuance of the 2020 Senior Notes; provided that, for the avoidance of doubt, to the extent that the Revolving Credit Outstandings exceed the amount of Available Credit then permitted to be incurred after
giving effect to this clause (c) of this definition, the Borrower shall prepay, in accordance with Section 2.11 hereof, such portion of the Loans (or cash collateralize Letters of Credit in accordance with the last paragraph of Article
VII) as shall be necessary such that the aggregate principal amount of the Revolving Credit Outstandings shall not exceed the amount of Available Credit then permitted to be incurred. 

(c) Section 1.01 of the Existing Credit Agreement is hereby amended by revising the definition of “Consolidated Cash Interest
Expense” by deleting the “and” at the end of subclause (iii), inserting “and” after subclause (iv) and inserting a new subclause (v) at the end of subclause (b) thereof: 

(v) for the fiscal quarters ending on June 30, 2020, September 30, 2020, December 31, 2020, March 31, 2021 and
June 30, 2021 (in the case of each of the fiscal quarters ending on March 31, 2021 and June 30, 2021, so long as a Cash Netting Notice has been timely delivered in respect of such fiscal quarter and not revoked in writing by the
Borrower), any interest or other financing costs accrued during such period in respect of the 2020 Senior Notes. 













  
 3 

 

 (d) Section 1.01 of the Existing Credit Agreement is hereby amended by amending the
definition of “Consolidated EBITDA” by inserting a new subclause (xvi) at the end of subclause (a) thereof: 
 (xvi) non-cash expenses during such period in connection with non-service net periodic benefit costs in an amount not to exceed $125,000,000 with respect to any consecutive four
fiscal quarter period. 
 (e) Section 1.01 of the Existing Credit Agreement is hereby amended by amending and restating the definition
of “Total Indebtedness” in its entirety as set forth below: 
 “Total Indebtedness” shall mean, as of any date, an
amount equal to (a) the aggregate principal amount of Indebtedness of Holdings, the Borrower and the Restricted Subsidiaries outstanding as of such date of the type set forth in clauses (a), (b), (c) and (f) of the definition of
“Indebtedness”, other funded Indebtedness that would appear on a balance sheet prepared as of such date on a consolidated basis in accordance with GAAP and Indebtedness incurred pursuant to Permitted Receivables Facilities, minus
(b) for any date occurring on or before June 30, 2021 (provided that, in the case of such measurement with respect to each of the fiscal quarters ending March 31, 2021 and June 30, 2021, a Cash Netting Notice has been timely
delivered in respect of such fiscal quarter and not revoked in writing by the Borrower), an amount equal to the lesser of (a) unrestricted cash and cash equivalents that would appear on a balance sheet prepared as of such date on a consolidated
basis in accordance with GAAP and (b) the amount of (x) the Net Proceeds of the 2020 Senior Notes minus (y) the aggregate principal amount of Outstanding Notes that are redeemed, repurchased or repaid by or on behalf of the
Borrower after June 24, 2020 (which amount in this clause (b) shall not be negative) ; provided that, for the avoidance of doubt, “Total Indebtedness” shall not include any Indebtedness in respect of Hedging Agreements.

 (f) Section 6.01 of the Existing Credit Agreement is hereby amended by adding at the end of such section the following new clause
(d): 
 (d) Notwithstanding anything to the contrary in this Section 6.01, if and to the extent that any portion of the proceeds of the
2020 Senior Notes are applied to repay, repurchase or redeem Outstanding Notes, then, upon such repayment, repurchase or redemption, the incurrence of such portion of 2020 Senior Notes so applied (and including any bona fide fees, premium and
expenses relating to such portion of the 2020 Senior Notes) shall be deemed to have been incurred (and permitted under) clause (a)(ii) (in the case of repayment, repurchase or redemption of the senior unsecured notes due 2024 and 2026) or clause
(a)(xxiv) of this Section 6.01 (in the case of repayment, repurchase or redemption of the senior unsecured notes due 2028). 
 (g) The
Credit Agreement is hereby further amended and modified by inserting Schedule 1.01(f) attached to this Amendment. 













  
 4 

 

 SECTION 3. Effectiveness of this Agreement. This Agreement, the amendment of the Existing
Credit Agreement as set forth in Section 2 hereof shall become effective on the first date (the “Amendment No. 3 Effective Date”) on which each of the following conditions shall have been satisfied: 

(a) The Administrative Agent shall have received counterparts of this Agreement that, when taken together, bear the signatures of Holdings, the
Borrower, the Required Lenders (as such term is defined in the Existing Credit Agreement) and the Administrative Agent. 
 (b) The
representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) on and as of the
Amendment No. 3 Effective Date, except in the case of any such representation and warranty that expressly relates to a prior date, in which case such representation and warranty shall be true and correct in all material respects (or in all
respects, as applicable) as of such earlier date. 
 (c) The Administrative Agent shall have received, at least one Business Day prior to
the Amendment No. 3 Effective Date, all documentation and other information required by bank regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including, without limitation,
the USA PATRIOT Act and 31 C.F.R. § 1010.230 (the “Beneficial Ownership Regulation”), that has been requested at least ten Business Days prior to the Amendment No. 3 Effective Date. 

(d) At the time of and immediately after giving effect to this Agreement, no Event of Default or Default shall have occurred and be
continuing. 
 (e) The Administrative Agent shall have received the fees set forth in Section 5 and all reasonable and documented out-of-pocket expenses in connection with this Agreement to the extent required under Section 9.05 of the Credit Agreement. 

SECTION 4. Representations and Warranties. The Borrower represents and warrants to the Administrative Agent and to each of the Lenders:

 (a) This Agreement has been duly authorized, executed and delivered by the Borrower, and each of this Agreement and the Amended Credit
Agreement constitutes a legal, valid and binding obligation of the Borrower enforceable in accordance with its terms, except as limited by bankruptcy, insolvency or other similar laws of general application affecting the enforcement of
creditors’ rights or by general principles of equity limiting the availability of equitable remedies. 
 (b) At the time of and
immediately after giving effect to this Agreement, no Event of Default or Default has occurred and is continuing. 













  
 5 

 

 SECTION 5. Fees. The Borrower agrees to pay to the Administrative Agent for the benefit of
each Lender who timely executes and delivers a counterpart to this Agreement an amount equal to 0.05% of the amount of such Lender’s Commitment under the Existing Credit Agreement immediately prior to the Amendment No. 3 Effective Date.

 SECTION 6. Counterparts; Amendments. (a) This Agreement may not be amended nor may any provision hereof be waived except
pursuant to a writing signed by each of the parties hereto. This Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which when taken together shall constitute a single contract. Delivery of
an executed counterpart of a signature page of this Agreement by facsimile or other electronic transmission shall be effective as delivery of an original executed counterpart of this Agreement. 

(b) The words “execution”, “signed”, “signature”, “delivery” and words of like import in or relating
to any document to be signed in connection with this Agreement and the transactions contemplated hereby shall be deemed to include Electronic Signatures, deliveries or the keeping of records in electronic form, each of which shall be of the same
legal effect, validity or enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal
Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act or any other similar State laws based on the Uniform Electronic Transactions Act. Each party hereto executing this Agreement through
electronic means hereby represents and warrants that it has the corporate capacity and authority to execute this Agreement through electronic means and that there are no restrictions for doing so in such party’s organizational documents. 

SECTION 7. Credit Agreement. (a) Except as expressly set forth herein, this Agreement (a) shall not by implication or
otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders, the Administrative Agent or the Borrower under the Existing Credit Agreement or any other Loan Document and (b) shall not alter, modify,
amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Existing Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full
force and effect. Nothing herein shall be deemed to entitle the Borrower to any future consent to, or waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Existing
Credit Agreement or any other Loan Document in similar or different circumstances. After the Amendment No. 3 Effective Date, any reference in the Loan Documents to the Credit Agreement shall mean the Credit Agreement as modified hereby. This
Agreement shall constitute a “Loan Document” for all purposes of the Amended Credit Agreement and the other Loan Documents. 
 (b)
For the avoidance of doubt, the parties hereto agree that, to the extent that any amendment made to the Existing Credit Agreement in accordance with Section 2 of this Agreement shall constitute a novation within the meaning of Article 1271 et
seq. of the Luxembourg Civil Code, then, notwithstanding any such novation, all the rights (including in relation to Liens) of the Secured Parties against the Loan Parties shall be maintained in accordance with Article 1278 of the Luxembourg Civil
Code. 













  
 6 

 

 SECTION 8. Applicable Law; Waiver of Jury Trial. (a) THIS AGREEMENT AND ANY
CLAIM, CONTROVERSY, DISPUTE OR CAUSE OF ACTION (WHETHER IN CONTRACT OR TORT OR OTHERWISE) BASED UPON, ARISING OUT OF OR RELATING TO THIS AGREEMENT AND THE TRANSACTIONS CONTEMPLATED HEREBY SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE
LAW OF THE STATE OF NEW YORK WITHOUT REGARD TO ANY CONFLICT OF LAWS PRINCIPLES THEREOF THAT WOULD CALL FOR THE APPLICATION OF THE LAWS OF ANY OTHER JURISDICTION. 

(b) EACH PARTY HERETO HEREBY AGREES AS SET FORTH IN SECTIONS 9.11 AND 9.15 OF THE EXISTING CREDIT AGREEMENT AS IF SUCH SECTION WERE SET
FORTH IN FULL HEREIN. 
 (c) Notwithstanding paragraph (a) of this Section, if any Dutch Loan Party is represented by an attorney
in connection with the signing and/or execution of this Agreement (including by way of accession to this Agreement), any other Loan Document, or any other agreement, deed or document referred to in, or made pursuant to, any Loan Document, it is
hereby expressly acknowledged and accepted by the other parties to this Agreement that the existence and extent of the attorney’s authority and the effects of the attorney’s exercise or purported exercise of his or her authority shall be
governed by the laws of the Netherlands. 
 SECTION 9. Notices. All notices hereunder shall be given in accordance with the
provisions of Section 9.01 of the Amended Credit Agreement. 
 SECTION 10. Headings. The Section headings used herein are for
convenience of reference only, are not part of this Agreement and are not to affect the construction of, or to be taken into consideration in interpreting, this Agreement. 

[Signature Pages Follow] 












 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by
their respective authorized officers as of the day and year first written above. 
  

			
	ALCOA CORPORATION
		
	By 	 	/s/ Renato C.A. Bacchi
		 	Name: Renato C.A. Bacchi
		 	Title: Senior Vice President and Treasurer


  

			
	ALCOA NEDERLAND HOLDING B.V.
		
	By 	 	/s/ Renato C.A. Bacchi
		 	Name: Renato C.A. Bacchi
		 	Title: Managing Director



  
 [Amendment No. 3
Signature Page] 













 
			
	 JPMORGAN CHASE BANK, N.A.,

individually as a Lender and as
 Administrative
Agent

		
	By 	 	/s/ James Shender
		 	Name: James Shender
		 	Title: Executive Director



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	SIGNATURE PAGE TO AMENDMENT NO. 3, AMONG ALCOA CORPORATION, ALCOA NEDERLAND HOLDING B.V., THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT
	
	Name of Institution:
	
	CITIBANK, N.A.
		
	By 	 	/s/ Sumeet Singal
		 	Name: Sumeet Singal
		 	Title: Vice President



  
 [Amendment No. 3
Signature Page] 














			
	LENDERS
	
	SIGNATURE PAGE TO AMENDMENT NO. 3, AMONG ALCOA CORPORATION, ALCOA NEDERLAND HOLDING B.V., THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT
	
	Name of Institution:
	
	CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH
		
	By 	 	/s/ Judith Smith
		 	Name: Judith Smith
		 	Title: Authorized Signatory
		
	By 	 	/s/ Bastien Dayer
		 	Name: Bastien Dayer
		 	Title: Authorized Signatory



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	SIGNATURE PAGE TO AMENDMENT NO. 3, AMONG ALCOA CORPORATION, ALCOA NEDERLAND HOLDING B.V., THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT
	
	Name of Institution:
	
	MORGAN STANLEY SENIOR FUNDING, INC.
		
	By 	 	/s/ Jake Dowden
		 	Name: Jake Dowden
		 	Title: Vice President



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	SIGNATURE PAGE TO AMENDMENT NO. 3, AMONG ALCOA CORPORATION, ALCOA NEDERLAND HOLDING B.V., THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT
	
	Name of Institution:
	
	ABN AMRO CAPITAL USA LLC
		
	By 	 	/s/ Jamie Matos
		 	Name: Jamie Matos
		 	Title: Director
		
	By 	 	/s/ Amit Wynalda
		 	Name: Amit Wynalda
		 	Title: Executive Director



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	SIGNATURE PAGE TO AMENDMENT NO. 3, AMONG ALCOA CORPORATION, ALCOA NEDERLAND HOLDING B.V., THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT
	
	Name of Institution:
	
	BANCO BRADESCO S.A., NEW YORK BRANCH
		
	By 	 	/s/ Fabiana G. Paes de Barros
		 	Name: Fabiana G. Paes de Barros
		 	Title: Manager
		
	By 	 	/s/ Sonia Bettencourt
		 	Name: Sonia Bettencourt
		 	Title: Coordinator



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	SIGNATURE PAGE TO AMENDMENT NO. 3,
AMONG ALCOA CORPORATION, ALCOA NEDERLAND HOLDING B.V., THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT
	
	Name of Institution:
	
	 BANCO BILBAO VIZCAYA

ARGENTARIA,S.A. NEW YORK BRANCH

		
	By 	 	/s/ Brian Crowley
		 	Name: Brian Crowley
		 	Title: Managing Director
		
	By 	 	/s/ Miriam Trautmann
		 	Name: Miriam Trautmann
		 	Title: Senior Vice President



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	 SIGNATURE PAGE TO AMENDMENT NO. 3,

AMONG ALCOA CORPORATION, ALCOA
 NEDERLAND HOLDING B.V., THE
LENDERS
 PARTY THERETO AND JPMORGAN CHASE
 BANK, N.A., AS
ADMINISTRATIVE AGENT

	
	Name of Institution:
	
	 BANK OF AMERICA, N.A.

		
	By 	 	/s/ Brandon Weiss
		 	Name: Brandon Weiss
		 	Title: Vice President



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	 SIGNATURE PAGE TO AMENDMENT NO. 3,

AMONG ALCOA CORPORATION, ALCOA
 NEDERLAND HOLDING B.V., THE
LENDERS
 PARTY THERETO AND JPMORGAN CHASE
 BANK, N.A., AS
ADMINISTRATIVE AGENT

	
	Name of Institution:
	
	 BNP PARIBAS

		
	By 	 	/s/ Nicolas Anberree
		 	Name: Nicolas Anberree
		 	Title: Director
		
	By 	 	/s/ Claudia Zarate
		 	Name: Claudia Zarate
		 	Title: Managing Director



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	 SIGNATURE PAGE TO AMENDMENT NO. 3,

AMONG ALCOA CORPORATION, ALCOA
 NEDERLAND HOLDING B.V., THE
LENDERS
 PARTY THERETO AND JPMORGAN CHASE
 BANK, N.A., AS
ADMINISTRATIVE AGENT

	
	Name of Institution:
	
	 DEUTSCHE BANK AG NEW YORK BRANCH

		
	By 	 	/s/ Yumi Okabe
		 	Name: Yumi Okabe
		 	Title: Vice President
		
	By 	 	/s/ Jennifer Culbert
		 	Name: Jennifer Culbert
		 	Title: Vice President



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	 SIGNATURE PAGE TO AMENDMENT NO. 3,

AMONG ALCOA CORPORATION, ALCOA
 NEDERLAND HOLDING B.V., THE
LENDERS
 PARTY THERETO AND JPMORGAN CHASE
 BANK, N.A., AS
ADMINISTRATIVE AGENT

	
	Name of Institution:
	
	GOLDMAN SACHS BANK USA
		
	By 	 	/s/ Jamie Minieri
		 	Name: Jamie Minieri
		 	Title: Authorized Signatory



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	 SIGNATURE PAGE TO AMENDMENT NO. 3,

AMONG ALCOA CORPORATION, ALCOA
 NEDERLAND HOLDING B.V., THE
LENDERS
 PARTY THERETO AND JPMORGAN CHASE
 BANK, N.A., AS
ADMINISTRATIVE AGENT

	
	Name of Institution:
	
	MUFG BANK, LTD.
		
	By 	 	/s/ Liwei Liu
		 	Name: Liwei Liu
		 	Title: Vice President



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	 SIGNATURE PAGE TO AMENDMENT NO. 3,

AMONG ALCOA CORPORATION, ALCOA
 NEDERLAND HOLDING B.V., THE
LENDERS
 PARTY THERETO AND JPMORGAN CHASE
 BANK, N.A., AS
ADMINISTRATIVE AGENT

	
	Name of Institution:
	
	SUMITOMO MITSUI BANKING CORPORATION
		
	By 	 	/s/ Jun Ashley
		 	Name: Jun Ashley
		 	Title: Director



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	 SIGNATURE PAGE TO AMENDMENT NO. 3,

AMONG ALCOA CORPORATION, ALCOA
 NEDERLAND HOLDING B.V., THE
LENDERS
 PARTY THERETO AND JPMORGAN CHASE
 BANK, N.A., AS
ADMINISTRATIVE AGENT

	
	Name of Institution:
	
	TRUIST BANK
		
	By 	 	/s/ Matthew J. Davis
		 	Name: Matthew J. Davis
		 	Title: Senior Vice President



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	 SIGNATURE PAGE TO AMENDMENT NO. 3,

AMONG ALCOA CORPORATION, ALCOA
 NEDERLAND HOLDING B.V., THE
LENDERS
 PARTY THERETO AND JPMORGAN CHASE
 BANK, N.A., AS
ADMINISTRATIVE AGENT

	
	Name of Institution:
	
	AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED
		
	By 	 	/s/ Robert Grillo
		 	Name: Robert Grillo
		 	Title: Director



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	 SIGNATURE PAGE TO AMENDMENT NO. 3,

AMONG ALCOA CORPORATION, ALCOA
 NEDERLAND HOLDING B.V., THE
LENDERS
 PARTY THERETO AND JPMORGAN CHASE
 BANK, N.A., AS
ADMINISTRATIVE AGENT

	
	Name of Institution:
	
	THE BANK OF NEW YORK MELLON
		
	By 	 	/s/ William M. Feathers
		 	Name: William M. Feathers
		 	Title: Director



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	 SIGNATURE PAGE TO AMENDMENT NO. 3,

AMONG ALCOA CORPORATION, ALCOA
 NEDERLAND HOLDING B.V., THE
LENDERS
 PARTY THERETO AND JPMORGAN CHASE
 BANK, N.A., AS
ADMINISTRATIVE AGENT

	
	Name of Institution:
	
	ING BANK N.V., DUBLIN BRANCH
		
	By 	 	/s/ Pádraig Matthews
		 	Name: Pádraig Matthews
		 	Title: Director
		
	By 	 	/s/ Sean Hassett
		 	Name: Sean Hassett
		 	Title: Director



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	SIGNATURE PAGE TO AMENDMENT NO. 3,
AMONG ALCOA CORPORATION, ALCOA NEDERLAND HOLDING B.V., THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT
	
	Name of Institution:
	
	PNC BANK, NATIONAL ASSOCIATION
		
	By 	 	/s/ Joseph McElhinny
		 	Name: Joseph McElhinny
		 	Title: Vice President



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	SIGNATURE PAGE TO AMENDMENT NO. 3,
AMONG ALCOA CORPORATION, ALCOA NEDERLAND HOLDING B.V., THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT
	
	Name of Institution:
	
	WESTPAC BANKING CORPORATION
		
	By 	 	/s/ Stuart Brown
		 	Name: Stuart Brown
		 	Title: Tier Two Attorney



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	SIGNATURE PAGE TO AMENDMENT NO. 3,
AMONG ALCOA CORPORATION, ALCOA NEDERLAND HOLDING B.V., THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT
	
	Name of Institution:
	
	 BANK OF MONTREAL EUROPE

		
	By 	 	/s/ Jim Barry
		 	Name: Jim Barry
		 	Title: Managing Director, Corporate Banking
		
	By 	 	/s/ John Murphy
		 	Name: John Murphy
		 	Title: Head of Regulatory Reporting



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	SIGNATURE PAGE TO AMENDMENT NO. 3,
AMONG ALCOA CORPORATION, ALCOA NEDERLAND HOLDING B.V., THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT
	
	Name of Institution:
	
	 THE BANK OF NOVA SCOTIA

		
	By 	 	/s/ Ian Stephenson
		 	Name: Ian Stephenson
		 	Title: Managing Director
		
	By 	 	/s/ Priya Francis
		 	Name: Priya Francis
		 	Title: Associate



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	SIGNATURE PAGE TO AMENDMENT NO. 3,
AMONG ALCOA CORPORATION, ALCOA NEDERLAND HOLDING B.V., THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT
	
	Name of Institution:
	
	 RIYAD BANK, HOUSTON AGENCY

		
	By 	 	/s/ Michael Meiss
		 	Name: Michael Meiss
		 	Title: General Manager
		
	By 	 	/s/ Roxanne Crawford
		 	Name: Roxanne Crawford
		 	Title: Vice President, Administrative Officer



  
 [Amendment No. 3
Signature Page] 













 
			
	LENDERS
	
	SIGNATURE PAGE TO AMENDMENT NO. 3,
AMONG ALCOA CORPORATION, ALCOA NEDERLAND HOLDING B.V., THE LENDERS PARTY THERETO AND JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT
	
	Name of Institution:
	
	 ROYAL BANK OF CANADA

		
	By 	 	/s/ Jennifer Flann
		 	Name: Jennifer Flann
		 	Title: Director, Corporate Client Group



  
 [Amendment No. 3
Signature Page] 













 Schedule 1.01(f) 

Outstanding Debt 
 1. Senior unsecured
notes due 2024 
 2. Senior unsecured notes due 2026 
 3.
Senior unsecured notes due 2028