UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.   20549

FORM SD

Specialized Disclosure Report

OWENS-ILLINOIS, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code:  (567) 336-5000

Mary Beth Wilkinson                 (567) 336-5000

(Name and telephone number, including area code, of the

person to contact in connection with this report.)

Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:

x Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2017.

Section 1 - Conflict Minerals Disclosure

Item 1.01 Conflict Minerals Disclosure and Report

A copy of the Conflict Minerals Report for Owens-Illinois, Inc. (the “Company”) is provided as Exhibit 1.01 hereto and is publicly available at www.o-i.com.

Item 1.02 Exhibit

See Item 2.01 below.

Section 2 - Exhibits

Item 2.01 Exhibits

Exhibit 1.01 — Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form.

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SIGNATURES

Pursuant to the requirements 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.

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Exhibit 1.01

CONFLICT MINERALS REPORT

This report for the reporting period from January 1, 2017 to December 31, 2017 (the “Reporting Period”) is presented to comply with Rule 13p-1 under the Securities Exchange Act of 1934 (the “Rule”) and pursuant to the Company’s Special Disclosure Report on Form SD (“Form SD”).

As permitted by the Rule and Form SD, and pursuant to the guidance regarding compliance with the Rule provided by the staff of the Securities and Exchange Commission (the “SEC”), this report does not include an independent private sector audit of the report.

COMPANY OVERVIEW:

Owens-Illinois, Inc. (the “Company”), through its subsidiaries, is the successor to a business established in 1903. The Company is the largest manufacturer of glass containers in the world with 78 glass manufacturing plants in 23 countries. It competes in the glass container segment of the rigid packaging market and is the leading glass container manufacturer in most of the countries where it has manufacturing facilities.

The Company produces glass containers for alcoholic beverages, including beer, flavored malt beverages, spirits and wine. The Company also produces glass packaging for a variety of food items, soft drinks, teas, juices and pharmaceuticals. The Company manufactures glass containers in a wide range of sizes, shapes and colors and is active in new product development and glass container innovation.  The sale of glass containers comprised approximately 99.5% of the Company’s revenues in 2017. The Company believes that there are no conflict minerals that are necessary to any product that the Company manufactures or contracts to manufacture as part of its glass container business.

The Company also manufactures or contracts to manufacture glass making machines, molds and other parts related thereto (hereinafter, “Machine”). The Machine business comprised approximately .5% of the Company’s revenues in 2017. The Company has determined that certain conflict minerals as defined in Form SD (meaning cassiterite, columbite-tantalite [also known as coltan], gold, wolframite, and their derivatives, which are limited to tin, tantalum, and tungsten) were necessary to the functionality or production of certain of the Machines that the Company manufactures or contracts to manufacture during the Reporting Period.  The Company refers in this report to any such conflict minerals as its “necessary conflict minerals” (other than any conflict minerals that are considered, under the Rule and pursuant to Form SD, to have been outside of the supply chain prior to January 31, 2013).

SUPPLY CHAIN:

The Company does not purchase conflict minerals directly for the manufacture of its products.  The Company purchases materials and products through an extensive supply chain and relies on its direct suppliers to provide information to the extent that conflict minerals are contained in components and materials supplied to the Company.  Based on the Company’s assessment of its Machine business, the Company believes that certain products manufactured or contracted to manufacture as part of the Machine business contain necessary conflict minerals.

CONFLICT MINERALS PROGRAM

The Company’s Conflict Minerals program includes the following:

A.            Management systems

The Company has a Conflict Minerals Policy which has been posted on the Company’s public website.  As stated in the Conflict Minerals Policy, the Company is committed to working with its global supply chain to comply with the Rule.

The Company has established a management system for conflict minerals including:

·                  Forming a cross-functional task force that includes representatives from the Company’s legal, finance, procurement and sales functions.  The task force focuses on the Company’s conflict minerals compliance initiative.

·                  Implementing a system of controls and transparency through the use of the Conflict Minerals Reporting Template (the “Template”) developed jointly by the Responsible Business Alliance (RBA), formerly the Electronic Industry Citizenship Coalition®, and The Global e-Sustainability Initiative (GeSI). The Template was developed to facilitate disclosure and communication of information regarding smelters that provide material to a company’s supply chain.

·                  Communicating to the Company’s targeted direct suppliers the importance of transparency in the Company’s supply chain as well as the Company’s expectation that the suppliers will complete the Template in order for the Company to comply with its reporting obligations to the SEC.

·                  Utilizing the Company’s membership in the Responsible Minerals Initiative (the “RMI”), formerly the Conflict-Free Sourcing Initiative, to gain access to the RMI’s due diligence on smelters and refiners; to keep apprised of industry insights and trends; and to build leverage over the supply chain.

·                  Providing reporting channels such as the Company’s Ethics and Compliance Helpline whereby employees and other persons can report violations of laws, regulations or Company policies.  The Company’s Ethics and Compliance Helpline is a reporting mechanism which allows for anonymous reporting if the reporter so chooses.

B.            Identify and assess risk in the supply chain

The Company has performed the following steps to identify and assess risks in its supply chain:

·                  Identify O-I products that may contain conflict minerals.

·                  With respect to such products, identify direct suppliers that supply materials or components to the Company that may contain conflict minerals.

·                  Request that the identified suppliers complete the Template and review O-I’s Conflict Minerals Policy. Follow up with those suppliers who do not respond.

·                  Evaluate the suppliers’ responses for completeness and accuracy and contact those suppliers whose responses we believed contained incomplete or potentially inaccurate information.

·                  Compile a list of smelters and refiners as provided in the responses.

·                  Compare the list of smelters and refiners identified in the responses against the list of facilities on the RMI’s published lists in connection with RMI’s Responsible

Minerals Assurance Process (RMAP), formerly known as the Conflict-Free Smelter Program.

C.            Design and implement a strategy to respond to risks

·                  Validate “conformant” smelters and confirm the status of other active smelters using the RMI’s published lists.

·                  Maintain a risk management plan to address various risks resulting from the Company’s due diligence.

·                  Develop specific risk mitigation plans as needed on a case-by-case basis.

D.            Carry out independent third party audit of supply chain due diligence at identified points in the supply chain

As a downstream product manufacturer, and in light of the supply chain for the Company’s necessary conflict minerals described above, the Company does not have a direct relationship with the smelters and refiners that produce the conflict minerals contained in components of its products. The Company supports independent third party audits of smelters and refiners by programs such as the RMI’s Responsible Minerals Assurance Process through our membership in the RMI.

E.             Report on supply chain due diligence

This Conflict Minerals Report provides information about the Company’s supply chain due diligence with respect to the SEC’s conflict minerals rule. This Report is an exhibit to the Company’s Form SD which has been filed with the SEC.

REASONABLE COUNTRY OF ORIGIN INQUIRY:

Because the Company determined that conflict minerals were necessary to the functionality or production of certain products manufactured or contracted to manufacture within the Company’s Machine business, as required under the Rule and pursuant to Form SD, the Company conducted, in good faith, a “reasonable country of origin inquiry” (“RCOI”) reasonably designed to determine whether any of the Company’s necessary conflict minerals originated in the Democratic Republic of the Congo (the “DRC”) or a country that shares an internationally recognized border with the DRC (each, a “Covered Country”) or were from recycled or scrap sources.

The Company reviewed the list of all suppliers to the Machine business during the Reporting Period. The Company identified 131 suppliers of products that could potentially contain conflict minerals (the “Suppliers”). The products supplied included equipment, electronics supplies and mechanical parts. The Company has continued to consolidate the number of suppliers to the Machine business through strategic relationships with contract manufacturers.

The Company sent a letter to the Suppliers requesting them to complete the Template. The letter explained the Company’s reporting requirements and included the Company’s Conflict Minerals Policy. Suppliers were also directed to the RBA’s resources and training documentation.

The Company tracked and monitored responses provided by the Suppliers. Follow-up letters were sent to Suppliers who did not respond to the initial letter. The Company received responses from Suppliers representing 83% of all expenditures by the Machine business with the targeted Suppliers during the Reporting Period.

The Company assessed responses received and identified incomplete and inconsistent responses. For the incomplete and inconsistent responses, the Company focused on the Suppliers with the highest amounts of expenditures and contacted them directly. This included ongoing discussions with persons managing conflict minerals programs for the two largest Suppliers to the Machine business. These two Suppliers comprised a majority of all of the expenditures that the Machine business had with the Suppliers that were surveyed.

The information provided by the Suppliers (and by their suppliers) to the Company included information regarding smelters and refiners at the company level for such Suppliers. This information was compiled into a list of smelters and refiners which was compared against the list of facilities that have met the requirements of the RMI’s assessment protocol. The Company’s two largest Suppliers of equipment to the Machine business indicated that their due diligence was continuing and that they had not been able to obtain information from all of the suppliers in their supply chain or to identify the products that may contain conflict minerals.

In addition, the Company conducted an internal analysis of certain products of the Machine business to determine whether such products contained conflict minerals. Based on this analysis, the Company concluded that certain products of the Machine business did not contain conflict minerals and as a result were out-of-scope.

Based on the RCOI, the Company determined that it had reason to believe that its necessary conflict minerals may have originated from a Covered Country and may not be from recycled or scrap sources.

DUE DILIGENCE

The Company performed the following due diligence measures in accordance with the design described below:

A.            DESIGN OF DUE DILIGENCE:

The Company’s due diligence measures have been designed to conform, in all material respects, with the due diligence-related steps of the OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High Risk Areas including the related supplements for gold and for tin, tantalum and tungsten (the “OECD Guidance”).

B.            DUE DILIGENCE PERFORMED:

The Company conducted a conflict minerals survey by reaching out to the 131 Suppliers asking them to complete the Template. A majority of the responding Suppliers confirmed that their supply to the Company did not contain conflict minerals originating from the DRC or a Covered Country. The Company did, however, receive some incomplete responses from those surveyed. Some Suppliers were unable to determine if they had provided conflict minerals originating from the DRC or a Covered Country, and other Suppliers did not respond.

Appendix A lists the 298 smelters and refiners provided by Suppliers (and their suppliers) on the Template. Because the information provided by the responding Suppliers is at the company level and not specific to the products they sell to O-I, it cannot be verified that all of the smelters identified contributed to parts that ended up in the Company’s products. We compared the information provided by the Suppliers to the information in the RMI’s database. The facilities listed on Appendix A and marked with an asterisk indicate those smelters and refiners that have been certified as conformant with the RMI’s assessment protocol.

Of the 298 smelters and refiners provided by the Suppliers, 249 smelters or refiners have received conformant status, meaning audited and found conformant with the relevant RMAP standard or are a TI-CMC Member Company. Eight (8) smelters or refiners have received active status, meaning they are engaged in the RMAP but not yet conformant. Four (4) smelters or refiners are facilities that have not met the threshold for RMI’s due diligence vetting process after a period of six months. However, their status may change if additional information is submitted. Three (3) smelters or refiners are not eligible for the RMAP. One (1) smelter or refiner does not meet RMI’s requirements for participation according to the due diligence vetting process. Five (5) smelters or refiners are not yet active but in communication with the RMAP and/or a member company. Twenty-Eight (28) smelters or refiners require outreach to contact the entity and encourage them to participate in the RMAP audit.

Additionally, we determined that of the 249 smelters or refiners which have received conformant status or are a TI-CMC Member Company, none of the smelters or refiners source conflict minerals from the DRC or a Covered Country.

The information provided by the Suppliers was not at a product-level specific to the materials and components we use. As such, the Company does not have sufficient information to determine all smelters or refiners in the supply chain for the Machine business, as well as the Country of Origin of the conflict minerals in the products manufactured or contracted to manufacture as part of O-I’s Machine business.

For the 249 smelters or refiners mentioned above as being conformant with the RMI assessment protocol, we used the RMI RCOI report available to RMI members to identify the Countries of Origin. The Countries of Origin for the conflict minerals purchased by the identified smelters or refiners are listed in Appendix B.

STEPS TO BE TAKEN TO MITIGATE RISK:

The Company intends to take the following steps during future compliance periods to mitigate the risk that its necessary conflict minerals could benefit armed groups in the DRC or the Covered Countries and to improve the Company’s due diligence:

a. Continue to work with those suppliers that provided information at the overall company level to provide more specific information relating to the products they sell to O-I that contain conflict minerals.

b. Continue to utilize the Company’s membership in the Responsible Minerals Initiative and trade associations, such as the National Association of Manufacturers, to define and

improve best practices and build leverage over the supply chain in accordance with the OECD Guidance.

c. Work with suppliers to promote their understanding of and the Company’s expectations regarding compliance with the SEC’s conflict minerals rule and direct them to training resources to attempt to improve the content of the supplier survey responses including the completeness and accuracy of the responses.

d. Continue to build awareness within the Company regarding the global procurement conflict minerals procedure.

APPENDIX A

The table below lists all of the smelters/refiners provided by the Suppliers to the Company’s Machine business. The information includes the minerals, the smelter/refiner names and the country locations as reported by the Responsible Minerals Initiative as of May 30, 2018. The information provided by the Suppliers was at the company-level and not at a product-level specific to the materials and components the Company uses.

*Indicates that the smelter or refiner is conformant with the RMI’s relevant RMAP standard.

APPENDIX B

The information in this Appendix B is an aggregation of data provided by the Company’s Suppliers to its Machine business together with the RMI’s RCOI Report which is available to RMI Members.