DOW 8-K Current Reports

DOW INC. - 93 current reports

Showing 1-50 of 93 filings
8-KEarnings & ResultsExhibits & Filings
Jul 23, 2026

DOW INC. 8-K Report, Financial Results (Jul 23, 2026)

Dow Inc. (DOW) has filed an 8-K report on July 23, 2026, to announce its financial and operational results for the second quarter of 2026. The report primarily incorporates a press release detailing these results, which provides investors with key performance indicators and strategic updates. Investors should note that the information furnished in this report is for informational purposes and is not deemed "filed" under Section 18 of the Securities Exchange Act of 1934, meaning it does not carry the same regulatory implications as a formally filed document.

8-KOther EventsExhibits & Filings
Jul 10, 2026

DOW INC. 8-K Report, Corporate Update (Jul 10, 2026)

Dow Inc. has filed a Current Report on Form 8-K on July 10, 2026, primarily to announce the registration of 5,410,000 shares of its common stock. These shares are being registered under the Company's existing Form S-3 registration statement. The purpose of this registration is to cover shares that may be issued upon the exercise, settlement, or vesting of certain awards granted under the Dow Inc. 2019 Stock Incentive Plan, specifically for awards not eligible for registration on a Form S-8. This filing is a procedural step to ensure these shares can be legally issued to employees or other award recipients.

8-K/ALeadership Changes
Jul 6, 2026

DOW INC. 8-K/A Report, Executive Changes (Jul 6, 2026)

Dow Inc. (DOW) has filed an amendment to its prior 8-K filing to disclose updated material changes to Karen S. Carter's compensation in her new role as Chief Executive Officer, effective July 1, 2026. The Board of Directors approved significant adjustments to her base salary, annual cash incentive target, and long-term incentive compensation. These changes reflect the increased responsibilities associated with the CEO position and align with the company's executive compensation structure. Investors should note the substantial increase in Ms. Carter's total compensation package, particularly in her long-term incentive awards and target annual cash incentive. The company has also detailed the proration of her 2026 annual cash incentive based on her Chief Operating Officer and CEO roles. A one-time long-term incentive award has been granted, structured with performance-based units, stock options, and restricted stock units, designed to incentivize long-term value creation and retention.

8-KEarnings & ResultsExhibits & Filings
Apr 23, 2026

DOW INC. 8-K Report, Financial Results (Apr 23, 2026)

Dow Inc. (DOW) has filed an 8-K report on April 23, 2026, to announce its financial results for the first quarter of 2026. While the filing itself is brief and primarily references an attached press release (Exhibit 99.1) for detailed financial performance, investors should focus on the information within that press release for insights into the company's operational and financial condition. This report serves as notification of the earnings release and the accompanying data. Investors should carefully review Exhibit 99.1, which contains the comprehensive first-quarter 2026 results. Key metrics to scrutinize will likely include revenue, profitability, earnings per share (EPS), segment performance, and any forward-looking guidance provided by the company. Understanding these figures will be crucial for assessing DOW's performance against analyst expectations and for making informed investment decisions.

8-KLeadership ChangesShareholder MattersRegulation FD+2
Apr 14, 2026

DOW INC. 8-K Report, Executive Changes (Apr 14, 2026)

Dow Inc. has announced a significant leadership transition with the appointment of Karen S. Carter as Chief Executive Officer, effective July 1, 2026. Ms. Carter, a seasoned executive with over three decades of experience at Dow, including her recent role as Chief Operating Officer, will succeed Jim Fitterling. Mr. Fitterling will transition to the role of Executive Chair of the Board, continuing to focus on long-term strategy and governance while remaining a director until the 2027 Annual Meeting of Stockholders. In addition to her CEO appointment, Ms. Carter has also been appointed to the Board of Directors, effective the same date. The company's stockholders overwhelmingly approved the amendment to the 2019 Stock Incentive Plan, increasing the shares available for issuance, and ratified the appointment of Deloitte & Touche LLP as the independent auditor. The leadership changes and stockholder approvals signal a strategic continuity and commitment to growth for Dow.

8-KOther EventsExhibits & Filings
Feb 2, 2026

DOW INC. 8-K Report, Corporate Update (Feb 2, 2026)

Dow Inc. (DOW) has filed a Current Report on Form 8-K on February 2, 2026, primarily for administrative purposes to attach an important document that will also be incorporated into their upcoming Annual Report on Form 10-K for the fiscal year ended December 31, 2025. This filing ensures that the required document is accessible without unnecessarily increasing the size of the 10-K itself. Investors should note that the core financial and operational details for the 2025 fiscal year will be found within the 10-K report, with this 8-K serving as a supplementary filing for an exhibit.

8-KFinancial EventsOther Events
Jan 29, 2026

DOW INC. 8-K Report, Exit or Disposal Costs (Jan 29, 2026)

Dow Inc. has announced "Transform to Outperform," a strategic initiative aimed at significantly enhancing its competitive position through simplification, cost reduction, and accelerated growth. This program targets at least a $2 billion improvement in near-term Operating EBITDA, with benefits expected to be accretive to 2025 earnings and build upon the existing $1 billion cost savings program. The initiative involves a comprehensive restructuring, including a global workforce reduction of approximately 4,500 roles, and is designed to leverage AI and automation for step-change improvements in productivity and customer service. The company anticipates incurring one-time costs between $1.1 billion and $1.5 billion to implement these changes, with severance and related benefit costs estimated at $600 million to $800 million, and other one-time costs ranging from $500 million to $700 million. These cash outlays are expected to occur primarily over the next two years, 2026 and 2027. Dow is committed to engaging local stakeholders and complying with all relevant consultation processes as it executes this transformation.

8-KEarnings & ResultsExhibits & Filings
Jan 29, 2026

DOW INC. 8-K Report, Financial Results (Jan 29, 2026)

Dow Inc. (DOW) has filed an 8-K report on January 29, 2026, to announce its financial results for the fourth quarter of 2025. The company has provided an update on its operational performance and financial condition, with key details expected to be found in the accompanying press release furnished as Exhibit 99.1. Investors should pay close attention to this exhibit for specific figures related to revenue, earnings, and any forward-looking statements that may impact future performance. This filing serves as a standard disclosure for material events, and while it is being furnished and not deemed "filed" for certain regulatory purposes, the information within is crucial for understanding Dow's recent performance and outlook. The report also lists exhibits, which are integral to a complete understanding of the announced results.

8-KLeadership Changes
Jan 5, 2026

DOW INC. 8-K Report, Executive Changes (Jan 5, 2026)

Dow Inc. (DOW) has announced a significant leadership transition within its executive ranks. A.N. Sreeram, the long-serving Senior Vice President and Chief Technology Officer, has announced his retirement effective June 30, 2026. This transition marks the end of an era for Dow's technological innovation under Dr. Sreeram's leadership. The company has appointed Andre Argenton as his successor, who will assume the role of Chief Technology and Sustainability Officer starting January 1, 2026. Mr. Argenton's extensive experience within Dow, particularly in R&D and his current role as Chief Sustainability Officer, positions him to lead the company's global research and development efforts while maintaining oversight of sustainability initiatives.

8-KEarnings & ResultsExhibits & Filings
Oct 23, 2025

DOW INC. 8-K Report, Financial Results (Oct 23, 2025)

Dow Inc. has filed an 8-K report on October 23, 2025, to announce its financial results for the third quarter of 2025. This filing primarily serves to incorporate by reference a press release detailing these operational and financial outcomes. Investors should refer to the attached Exhibit 99.1 for the specific figures and management's commentary on the quarter's performance. While the 8-K itself is brief, it signals the release of crucial earnings data that will shape investor perception of Dow's recent performance and future outlook. The information furnished in this report is for informational purposes and does not carry the same liability implications as a 'filed' document under Section 18 of the Securities Exchange Act of 1934. Investors are encouraged to review the accompanying press release for a comprehensive understanding of the company's third-quarter results, including revenue, profitability, segment performance, and any forward-looking statements provided by management.

8-KOther EventsExhibits & Filings
Sep 8, 2025

DOW INC. 8-K Report, Corporate Update (Sep 8, 2025)

Dow Inc. (DOW) has announced the completion of a significant debt offering, raising $1.4 billion through the issuance of new notes. This offering includes $750 million in 4.800% Notes due 2031 and $650 million in 5.650% Notes due 2036. The funds raised are expected to be used for general corporate purposes, aligning with the company's ongoing financial and operational strategies. This move indicates Dow's active management of its capital structure, potentially to refinance existing debt, fund strategic initiatives, or enhance its liquidity position. Investors should monitor how these new debt obligations are integrated into the company's balance sheet and their impact on key financial metrics such as leverage ratios and interest expense. The specifics of the Underwriting Agreement and the terms of the notes have been publicly filed with the SEC.

8-KRegulation FDExhibits & Filings
Sep 2, 2025

DOW INC. 8-K Report, Regulation FD Disclosure (Sep 2, 2025)

Dow Inc. has announced the successful completion of a significant transaction involving its infrastructure assets. The company has sold an additional 9% equity stake in Diamond Infrastructure Solutions, a specialized entity holding select U.S. Gulf Coast infrastructure assets, to a fund managed by Macquarie Asset Management. This sale was executed under a previously granted option by Macquarie. This transaction represents a further step in Dow's strategy to optimize its portfolio and potentially unlock value from its infrastructure holdings. Investors should monitor how this divestiture impacts Dow's future financial reporting, cash flows, and strategic focus. While the press release is furnished and not deemed filed, it signals ongoing portfolio management efforts by the company.

8-KEarnings & ResultsExhibits & Filings
Jul 24, 2025

DOW INC. 8-K Report, Financial Results (Jul 24, 2025)

Dow Inc. (DOW) has filed an 8-K to report its second quarter 2025 financial results, released on July 24, 2025. While the filing itself does not contain the detailed financial data, it references a press release (Exhibit 99.1) which contains the company's operational and financial performance for the period. Investors should refer to the attached press release for specific figures related to revenue, earnings, and other key financial metrics. The furnishing of this information under Item 2.02 signifies that the data is being provided to the SEC but is not considered 'filed' for certain liabilities under Section 18 of the Securities Exchange Act of 1934. This is standard practice for earnings releases. Investors should consult the full press release for a comprehensive understanding of Dow's performance, including any forward-looking statements or management commentary on market conditions and future outlook.

8-KFinancial EventsOther Events
Jul 7, 2025

DOW INC. 8-K Report, Exit or Disposal Costs (Jul 7, 2025)

Dow Inc. has announced significant restructuring actions, primarily focused on rationalizing its global asset footprint, particularly in Europe. These actions involve the shutdown of three upstream European assets: an ethylene facility in Böhlen, Germany; chlor-alkali and vinyl assets in Schkopau, Germany; and a basics siloxanes plant in Barry, United Kingdom. The company expects to incur charges totaling between $630 million and $790 million in the second quarter of 2025, encompassing asset write-downs, exit and disposal costs, and severance. These measures are intended to address structural challenges in the European market, reduce higher-cost and energy-intensive operations, and improve regional profitability and competitiveness over the economic cycle. While these restructuring actions will result in substantial charges in the near term, Dow anticipates an Operating EBITDA uplift beginning in 2026, ramping up to an approximate $200 million target by 2029. The company is also implementing additional corporate actions and expects to pay out approximately $300 million to $430 million in cash over the next four years for severance, contract termination, and other exit costs, with further implementation costs estimated between $260 million and $350 million. Approximately 800 roles will be impacted by these specific actions.

8-KOther EventsExhibits & Filings
Jun 11, 2025

DOW INC. 8-K Report, Corporate Update (Jun 11, 2025)

Dow Inc. has announced a significant legal victory in Canada, where the Court of King's Bench of Alberta has ordered NOVA Chemicals Corporation to pay Dow subsidiaries CAD $1.620 billion (approximately USD $1.2 billion). This judgment is in relation to damages incurred by Dow stemming from their jointly-owned ethylene asset located in Joffre, Alberta. The anticipated payment is expected in the fourth quarter of 2025, although the judgment is subject to appeal by NOVA Chemicals.

8-KRegulation FDExhibits & Filings
May 1, 2025

DOW INC. 8-K Report, Regulation FD Disclosure (May 1, 2025)

Dow Inc. (DOW) announced on May 1, 2025, the successful completion of the sale of a 40% equity stake in its dedicated infrastructure company, Diamond Infrastructure Solutions, to a fund managed by Macquarie Asset Management. This transaction involves select U.S. Gulf Coast infrastructure assets and represents a significant strategic move for Dow. While specific financial details of the transaction were not disclosed in the provided excerpt, the completion of this sale is a key event that investors should monitor. This divestiture likely aims to optimize Dow's capital structure, unlock value from non-core assets, and potentially provide capital for strategic investments or debt reduction. Investors should refer to any subsequent filings or communications from Dow for a more detailed understanding of the financial implications.

8-KEarnings & ResultsExhibits & Filings
Apr 24, 2025

DOW INC. 8-K Report, Financial Results (Apr 24, 2025)

Dow Inc. (DOW) has filed an 8-K report on April 24, 2025, to announce its first-quarter 2025 financial and operational results. This filing is primarily an update on the company's performance and does not appear to contain material new strategic initiatives or significant corporate events beyond the standard reporting of earnings. Investors should refer to the press release furnished as Exhibit 99.1 for detailed financial figures and management commentary. As this is an earnings release, the key focus for investors will be on the company's revenue, profitability, segment performance, and any forward-looking guidance provided. The furnished information should be reviewed to understand how DOW is navigating the current economic environment and its specific market dynamics within the chemical industry. It's important to note that the information is furnished and not deemed 'filed,' which has implications for legal liability under Section 18 of the Securities Exchange Act.

8-KShareholder MattersRegulation FDOther Events+1
Apr 15, 2025

DOW INC. 8-K Report, Shareholder Vote Results (Apr 15, 2025)

Dow Inc. (DOW) filed an 8-K on April 15, 2025, detailing the results of its 2025 Annual Meeting of Stockholders held on April 10, 2025. The meeting saw strong participation, with 83.15% of outstanding shares represented, indicating significant shareholder engagement. All key proposals presented to shareholders received overwhelming support, underscoring management's alignment with investor sentiment. The company's Board of Directors was re-elected with each of the thirteen nominees receiving between 93% and 98% of the votes cast in favor. Furthermore, shareholders approved the executive compensation plan on an advisory basis with 92% in favor, and ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for 2025 with 94% of the votes cast. The filing also announced leadership appointments to key Board committees, including Richard K. Davis as Lead Director and chairs for the Audit, Compensation and Leadership Development, Corporate Governance, and Environment, Health, Safety & Technology Committees.

8-KOther EventsExhibits & Filings
Mar 11, 2025

DOW INC. 8-K Report, Corporate Update (Mar 11, 2025)

Dow Inc. (DOW) announced the successful completion of a $1.0 billion note offering on March 11, 2025. The offering comprised two tranches: $400 million in 5.350% Notes due 2035 and $600 million in 5.950% Notes due 2055. This transaction was conducted under the company's existing shelf registration statement filed in June 2022. This debt issuance provides Dow with significant capital, likely intended for general corporate purposes, including potential investments, debt refinancing, or working capital needs. Investors will want to monitor how these new funds are deployed and their impact on the company's leverage ratios and overall financial flexibility. The offering was executed with BofA Securities, Inc., Mizuho Securities USA LLC, and SMBC Nikko Securities America, Inc. acting as underwriters.

8-KRegulation FDExhibits & Filings
Feb 25, 2025

DOW INC. 8-K Report, Regulation FD Disclosure (Feb 25, 2025)

Dow Inc. (DOW) has announced a cash tender offer to purchase up to $1.0 billion in aggregate principal amount of its own debt securities, as well as debt securities issued by its wholly-owned subsidiaries Rohm and Haas Company and Union Carbide Corporation. This initiative signals a proactive approach by the company to manage its capital structure and potentially reduce its outstanding debt obligations. The tender offer is subject to a financing condition, meaning Dow must secure the necessary funds before it is obligated to proceed. Investors should note the specific terms and conditions outlined in the Offer to Purchase, including the Expiration Date of March 25, 2025, and the option for an Early Participation Date of March 10, 2025. The pricing mechanism involves a fixed spread plus a specified Treasury or swap rate, with settlement dates set for March 13, 2025 (early) or March 28, 2025 (final). This debt tender offer suggests Dow is strategically optimizing its balance sheet, which could lead to improved financial flexibility and potentially enhanced shareholder value through reduced interest expense.

8-KOther EventsExhibits & Filings
Feb 3, 2025

DOW INC. 8-K Report, Corporate Update (Feb 3, 2025)

Dow Inc. (DOW) filed an 8-K on February 3, 2025, primarily for administrative purposes. The report's main function is to file certain documents as exhibits, which are required for the upcoming Annual Report on Form 10-K for the fiscal year ended December 31, 2024. These documents will be incorporated by reference into the 10-K, rather than being physically included to manage the size of the annual filing.

8-KFinancial EventsOther Events
Jan 30, 2025

DOW INC. 8-K Report, Exit or Disposal Costs (Jan 30, 2025)

Dow Inc. has announced significant cost reduction initiatives aimed at achieving $1 billion in annual savings, responding to ongoing macroeconomic uncertainty and slower-than-expected global economic recovery. These actions include a global workforce reduction of approximately 1,500 roles, which is part of a broader strategy to reduce direct costs by an estimated $500 million to $700 million, primarily through decreased reliance on purchased services and third-party contract labor. In the first quarter of 2025, Dow expects to incur charges between $250 million and $325 million related to severance and benefit costs for the workforce reduction, with additional implementation costs of $20 million to $30 million. These measures are intended to reinforce the company's financial foundation, supplement near-term cash flow, and support long-term growth objectives by aligning spending with current economic realities. Management will continue to evaluate options to enhance competitiveness.

8-KEarnings & ResultsExhibits & Filings
Jan 30, 2025

DOW INC. 8-K Report, Financial Results (Jan 30, 2025)

Dow Inc. has filed an 8-K report on January 30, 2025, to announce its fourth quarter and full-year 2024 financial results. While the 8-K itself is brief and primarily incorporates by reference a press release (Exhibit 99.1) containing the detailed financial performance, investors should focus on the information within that press release for key metrics. The filing signals the conclusion of Dow's 2024 fiscal year and provides insights into its operational and financial standing as it moves into 2025. Investors will be looking for commentary on revenue, profitability, segment performance, and management's outlook for the upcoming year.

8-KOther EventsExhibits & Filings
Dec 9, 2024

DOW INC. 8-K Report, Corporate Update (Dec 9, 2024)

Dow Inc. (DOW) announced on December 9, 2024, a significant strategic transaction where its wholly owned subsidiary, The Dow Chemical Company (TDCC), will sell at least 40% of its infrastructure-focused subsidiary, Dow InfraCo, LLC (InfraCo), to Macquarie Asset Management's InfraPark Holdings, LLC. This initial sale is expected to generate approximately $2.4 billion in cash proceeds. The agreement also includes an option for Macquarie InfraPark to acquire an additional 9% stake within six months post-closing, potentially bringing in up to $0.6 billion more, for a total of up to 49% ownership by Macquarie. This transaction is a key move for Dow to monetize non-core infrastructure assets and strengthen its balance sheet.

8-KLeadership ChangesExhibits & Filings
Dec 3, 2024

DOW INC. 8-K Report, Executive Changes (Dec 3, 2024)

Dow Inc. (DOW) announced a significant leadership change via an 8-K filing on December 3, 2024. The company has appointed Karen S. Carter to the newly created position of Chief Operating Officer (COO), effective December 3, 2024. Ms. Carter, a long-tenured Dow employee with extensive experience across various business and functional areas, will report directly to CEO Jim Fitterling and will be responsible for driving operational performance, enhancing customer relationships, accelerating innovation, and improving company reliability. This appointment signals a strategic focus on operational excellence and commercial execution. Ms. Carter's new role will encompass strategic oversight of business segments and functional organizations. Her compensation package includes a base salary of $975,000, an annual cash incentive target of 120% of her base salary, and eligibility for long-term equity awards with a target value of $5.2 million. Investors should note that this is an internal promotion, with no new material arrangements or relationships disclosed.

8-KEarnings & ResultsExhibits & Filings
Oct 24, 2024

DOW INC. 8-K Report, Financial Results (Oct 24, 2024)

Dow Inc. announced its third quarter 2024 results on October 24, 2024, via a press release filed as part of this 8-K. While the filing itself is brief and primarily serves to incorporate the press release by reference, the crucial information for investors lies within that attached document. Investors should carefully review the press release for details on revenue, profitability, segment performance, and any forward-looking statements provided by the company regarding its outlook for the remainder of the year and beyond. This filing signals the company's regular reporting cycle, and the attached press release will contain the quantitative and qualitative disclosures necessary for investors to assess Dow's operational and financial performance during the third quarter. Key areas of focus will likely include the performance of its various business segments, any impacts from macroeconomic trends, and management's commentary on strategic initiatives and capital allocation.

8-KRegulation FDExhibits & Filings
Sep 12, 2024

DOW INC. 8-K Report, Regulation FD Disclosure (Sep 12, 2024)

Dow Inc. (DOW) filed an 8-K on September 12, 2024, to announce its participation in the 12th Annual Morgan Stanley Laguna Conference. During this conference, the company is scheduled to provide an update on the current macroeconomic environment, industry dynamics, and importantly, its earnings guidance for the third quarter of 2024. This filing includes a press release and presentation that will be made available, offering investors insights into Dow's forward-looking statements and the factors that could influence its future performance. Investors should pay close attention to the updates provided regarding Q3 2024 earnings guidance, as this will offer a near-term outlook on the company's financial performance and operational expectations. The accompanying materials will detail current industry trends and macroeconomic factors impacting Dow, alongside a comprehensive discussion of risks and uncertainties, which are crucial for assessing potential investment outcomes. The company emphasizes that forward-looking statements are subject to various risks and uncertainties that could cause actual results to differ materially.

8-KEarnings & ResultsExhibits & Filings
Jul 25, 2024

DOW INC. 8-K Report, Financial Results (Jul 25, 2024)

Dow Inc. (DOW) has filed an 8-K on July 25, 2024, to report its second-quarter 2024 financial results. The key takeaway for investors is the company's performance during the quarter, as detailed in the attached press release. While the filing itself is procedural, it signals the release of important operational and financial data that will inform investor decisions regarding DOW's stock and future prospects. Investors should refer to Exhibit 99.1 for the comprehensive details of the company's performance, including any specific metrics, guidance, or management commentary provided. This report serves as the official notification of the Q2 2024 earnings release. Investors should pay close attention to the disclosed revenue, earnings per share (EPS), and any segment-specific performance. Furthermore, any forward-looking statements or revised outlook provided by Dow Inc. in the press release will be crucial for assessing the company's trajectory and potential challenges or opportunities in the coming periods. The information is furnished and not deemed "filed," which is standard for earnings releases.

8-KRegulation FDExhibits & Filings
May 16, 2024

DOW INC. 8-K Report, Regulation FD Disclosure (May 16, 2024)

Dow Inc. (DOW) filed an 8-K on May 16, 2024, to announce its upcoming Investor Day event. The company will host a webcast starting at 10:00 a.m. ET on the same day to discuss its strategic initiatives, market-led growth drivers, financial priorities, and its "Decarbonize & Grow" and "Transform the Waste" strategies. Investors can access presentations and related press releases, also filed on May 16, 2024, which will provide further details on these topics. The company has also included a standard disclaimer regarding forward-looking statements and the inherent risks and uncertainties associated with them, referencing its 10-K and 10-Q filings for a more comprehensive discussion of these factors.

8-KEarnings & ResultsExhibits & Filings
Apr 25, 2024

DOW INC. 8-K Report, Financial Results (Apr 25, 2024)

Dow Inc. reported its first quarter 2024 results on April 25, 2024, via an 8-K filing. This report primarily serves to furnish the company's earnings press release, which contains the detailed financial performance for the quarter. Investors should refer to the attached Exhibit 99.1 for the specific operational and financial condition data. While the 8-K itself is brief, it directs readers to the press release for the core financial information. This includes key metrics such as revenue, earnings per share (EPS), profitability by segment, and any forward-looking statements or management commentary regarding the company's outlook. Investors will want to scrutinize these details to assess Dow's performance against expectations and its strategic positioning in the current economic environment.

8-KShareholder MattersRegulation FDOther Events+1
Apr 15, 2024

DOW INC. 8-K Report, Shareholder Vote Results (Apr 15, 2024)

Dow Inc. held its 2024 Annual Meeting of Stockholders on April 11, 2024, with a strong turnout of 82% of outstanding shares. The meeting primarily focused on voting outcomes for director elections, executive compensation, and auditor ratification, all of which received substantial stockholder support. The Board of Directors and the company's auditor were overwhelmingly approved, indicating investor confidence in current leadership and financial oversight. Conversely, two significant stockholder proposals regarding the right to act by written consent and a report on single-use plastics were voted down. This suggests that the majority of shareholders align with management's current approach on these governance and environmental matters, or do not see the proposed changes as beneficial at this time. The company also announced the election of Richard K. Davis as Lead Director.

8-KCorporate ChangesExhibits & Filings
Feb 20, 2024

DOW INC. 8-K Report, Bylaw Amendment (Feb 20, 2024)

Dow Inc. filed an 8-K on February 20, 2024, detailing amendments to its Bylaws, effective immediately upon board approval on February 15, 2024. These changes primarily focus on updating procedural requirements for director nominations and stockholder proxy solicitations. Key among these is the mandatory compliance with Rule 14a-19 of the Securities Exchange Act of 1934, which governs universal proxy access, requiring stockholders to represent their intent to solicit proxies from a significant portion of voting power and to update information as necessary.

8-KOther EventsExhibits & Filings
Feb 9, 2024

DOW INC. 8-K Report, Corporate Update (Feb 9, 2024)

Dow Inc. (DOW) announced on February 7, 2024, that it entered into an Underwriting Agreement to issue and sell $1.25 billion in aggregate principal amount of notes. This offering consists of two tranches: $600 million of 5.150% Notes due 2034 and $650 million of 5.600% Notes due 2054. The offering was made pursuant to the company's existing registration statement filed in June 2022. The company successfully completed this note offering on February 9, 2024. These notes were issued under an Indenture dated July 26, 2019, with The Bank of New York Mellon Trust Company, N.A. serving as trustee. This move indicates Dow's strategy to manage its capital structure and potentially fund ongoing operations or strategic initiatives through debt financing.

8-KOther EventsExhibits & Filings
Jan 30, 2024

DOW INC. 8-K Report, Corporate Update (Jan 30, 2024)

Dow Inc. (DOW) filed an 8-K on January 30, 2024, primarily for administrative purposes related to its upcoming Annual Report on Form 10-K for the year ended December 31, 2023. This filing does not contain new financial results or significant operational updates. Instead, it serves to incorporate by reference certain documents that are required as exhibits to the 10-K, including those listed under Section 9 - Financial Statements and Exhibits. The purpose of this 8-K is to avoid increasing the size of the official 10-K filing. Investors should refer to the forthcoming Form 10-K for the comprehensive financial statements, management's discussion and analysis, and other material information for the fiscal year 2023.

8-KEarnings & ResultsExhibits & Filings
Jan 25, 2024

DOW INC. 8-K Report, Financial Results (Jan 25, 2024)

Dow Inc. (DOW) has filed an 8-K report on January 25, 2024, announcing its fourth quarter and full-year 2023 results. The report primarily incorporates a press release detailing the company's financial performance. Investors should note that this information is furnished and not deemed "filed" under Section 18 of the Securities Exchange Act, meaning it does not carry the same legal liabilities. The focus of this filing is to provide timely updates on the company's operational and financial condition as of the end of 2023.

8-KLeadership ChangesExhibits & Filings
Dec 18, 2023

DOW INC. 8-K Report, Executive Changes (Dec 18, 2023)

Dow Inc. (DOW) announced a key leadership transition in its finance department, filing an 8-K on December 18, 2023, to disclose the election of Andrea Dominowski as Controller and Vice President of Controllers, effective February 1, 2024. This appointment follows the planned retirement of current Controller Ronald C. Edmonds, who will step down in July 2024 after providing his retirement notice on December 14, 2023. Ms. Dominowski brings extensive experience within Dow, having joined in 1996 and held various senior finance, reporting, and management positions, including her most recent role as Global Business Director for Silicone Feedstocks, Basics & Intermediates.

8-KLeadership ChangesExhibits & Filings
Oct 25, 2023

DOW INC. 8-K Report, Executive Changes (Oct 25, 2023)

Dow Inc. (DOW) announced a significant leadership change in its finance department via an 8-K filing on October 25, 2023. Effective November 1, 2023, Jeffrey L. Tate has been appointed as the new Chief Financial Officer (CFO), succeeding Howard Ungerleider, who is retiring in January 2024 after providing his notice of retirement on October 20, 2023. This transition marks the return of Mr. Tate to Dow, where he previously held various senior finance and operational roles before his most recent tenure as CFO at Leggett & Platt. The appointment of Mr. Tate, a seasoned executive with extensive experience within Dow and other public companies, is a key development. Investors should note the comprehensive compensation package offered to Mr. Tate, including a substantial base salary, annual cash incentive, and significant long-term equity awards, underscoring the company's commitment to attracting and retaining strong financial leadership. While Mr. Ungerleider's retirement marks the end of an era, the smooth handover to an internally familiar, yet externally experienced, executive is designed to ensure continuity in financial strategy and operations.

8-KEarnings & ResultsExhibits & Filings
Oct 24, 2023

DOW INC. 8-K Report, Financial Results (Oct 24, 2023)

Dow Inc. (DOW) filed an 8-K on October 24, 2023, to report its third quarter 2023 financial results. The key takeaway for investors is the announcement of the company's performance during the period, which is detailed in an attached press release. While the 8-K itself is brief, it serves as the official notification and gateway to the comprehensive financial data and management commentary provided in the incorporated exhibit. Investors should carefully review the press release (Exhibit 99.1) for specific details regarding revenue, earnings, segment performance, and any forward-looking guidance. This filing is crucial for understanding the company's operational execution, market conditions affecting its various business segments, and its overall financial health as it navigates the current economic landscape. The information furnished under Item 2.02 is furnished and not deemed 'filed', a standard disclosure for such reports.

8-KEarnings & ResultsExhibits & Filings
Jul 25, 2023

DOW INC. 8-K Report, Financial Results (Jul 25, 2023)

Dow Inc. (DOW) filed an 8-K on July 25, 2023, to report its second quarter 2023 financial results. The press release, incorporated by reference, details the company's performance during the period. Investors should note that the information furnished in this report is not considered "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, meaning it does not carry the same liability as formally filed information. This distinction is important for understanding the legal implications of the disclosed data.

8-KEarnings & ResultsExhibits & Filings
Apr 25, 2023

DOW INC. 8-K Report, Financial Results (Apr 25, 2023)

Dow Inc. (DOW) filed an 8-K on April 25, 2023, to report its first-quarter 2023 financial results. The core of the filing is the press release (Exhibit 99.1) detailing the company's performance during the quarter. Investors should note that this information is furnished and not deemed 'filed' for purposes of Section 18 of the Securities Exchange Act of 1934, meaning it doesn't carry the same legal liabilities as filed information, nor is it automatically incorporated into future SEC filings like registration statements.

8-KShareholder MattersRegulation FDOther Events+1
Apr 18, 2023

DOW INC. 8-K Report, Shareholder Vote Results (Apr 18, 2023)

Dow Inc. held its 2023 Annual Meeting of Stockholders on April 13, 2023, with a strong turnout of 82.4% of outstanding shares. The meeting's primary focus was on voting matters, including the election of directors, executive compensation, and the ratification of the independent auditor. All management-proposed items, including the election of all twelve director nominees and the advisory approval of executive compensation, received overwhelming support from shareholders. Similarly, the ratification of Deloitte & Touche LLP as the company's independent registered public accounting firm for 2023 was also overwhelmingly approved. In contrast, both stockholder proposals presented at the meeting were voted down by a significant margin. These proposals concerned the separation of the Chairman and CEO roles and a report on single-use plastics. The results indicate strong shareholder confidence in Dow's current leadership and strategic direction, while also signaling a preference against the specific shareholder-initiated changes presented.

8-KOther EventsExhibits & Filings
Jan 31, 2023

DOW INC. 8-K Report, Corporate Update (Jan 31, 2023)

Dow Inc. (DOW) filed an 8-K on January 31, 2023, primarily for administrative purposes. The report's main purpose is to provide exhibits that will be incorporated by reference into their upcoming Annual Report on Form 10-K for the fiscal year ended December 31, 2022. This filing is not intended to disclose new material events or financial results but rather to consolidate necessary documentation for the 10-K in a more convenient format, thereby avoiding an excessively large annual report.

8-K/AEarnings & ResultsExhibits & Filings
Jan 26, 2023

DOW INC. 8-K/A Report, Financial Results (Jan 26, 2023)

Dow Inc. (DOW) filed an amendment to its January 26, 2023, 8-K filing primarily to correct an inadvertent error in its previously issued press release regarding financial results. The amendment specifically corrects a typo in the Financial Highlights section, changing the reported Free Cash Flow from "$1.5 million" to the intended figure of "$1.5 billion" for the period. This correction is significant for investors as it rectifies a material misstatement regarding the company's cash generation capabilities. While the rest of the filing remains unchanged, this adjustment provides a more accurate picture of Dow's financial performance and its ability to generate free cash flow, which is a key metric for assessing financial health and shareholder returns.

8-KFinancial EventsOther Events
Jan 26, 2023

DOW INC. 8-K Report, Exit or Disposal Costs (Jan 26, 2023)

Dow Inc. announced significant restructuring actions on January 26, 2023, stemming from its Board of Directors' approval on January 25, 2023. These measures are designed to enhance the company's agility and long-term competitiveness amidst a challenging global economic environment, characterized by recessionary pressures and significant energy market volatility, particularly in Europe. The company aims to achieve substantial cost savings through a multi-pronged approach, including workforce reductions, optimized spending, and manufacturing asset rationalization. These restructuring efforts are expected to result in a significant one-time charge in the first quarter of 2023, estimated between $550 million and $725 million. This charge encompasses severance costs for approximately 2,000 roles, exit and disposal activities, and asset write-downs. Furthermore, Dow anticipates future cash outflows of $450 million to $550 million over the next two years related to these restructuring actions. The company has also outlined additional efficiency actions with an estimated cost of $400 million to $450 million over the program's life. These proactive measures are central to Dow's strategy to deliver $1 billion in cost savings for 2023, reinforcing its commitment to its Decarbonize and Grow strategy and long-term value creation.

8-KEarnings & ResultsExhibits & Filings
Jan 26, 2023

DOW INC. 8-K Report, Financial Results (Jan 26, 2023)

Dow Inc. has filed an 8-K to report its fourth-quarter 2022 financial results, as announced in their press release dated January 26, 2023. While the filing itself is brief, primarily referencing the press release as Exhibit 99.1 for detailed financial performance, investors should note that this information is being furnished and not considered 'filed' under Section 18 of the Securities Exchange Act of 1934. This means it doesn't carry the same regulatory weight regarding liability for misstatements or omissions.

8-KOther EventsExhibits & Filings
Oct 26, 2022

DOW INC. 8-K Report, Corporate Update (Oct 26, 2022)

Dow Inc. (DOW) announced in an 8-K filing on October 26, 2022, the completion of a significant debt offering. The company successfully issued and sold $1.5 billion in aggregate principal amount of senior notes. This offering consisted of two tranches: $600 million of 6.300% Notes due 2033 and $900 million of 6.900% Notes due 2053. The issuance of these notes, facilitated by an Underwriting Agreement with several underwriters including Citigroup Global Markets Inc., BofA Securities, Inc., HSBC Securities (USA) Inc., and Mizuho Securities USA LLC, was made under the company's existing shelf registration statement filed in June 2022. The proceeds from this offering are intended for general corporate purposes. This move indicates Dow's strategy to manage its capital structure and fund its ongoing operations and strategic initiatives.

8-KEarnings & ResultsExhibits & Filings
Oct 20, 2022

DOW INC. 8-K Report, Financial Results (Oct 20, 2022)

Dow Inc. (DOW) filed an 8-K on October 20, 2022, to announce its third quarter 2022 financial results. The filing primarily incorporates by reference a press release detailing these results. Investors should refer to the attached press release (Exhibit 99.1) for specific financial performance, operational achievements, and forward-looking statements related to the quarter. While this 8-K itself does not contain extensive detail, it serves as the official notification of the release of DOW's Q3 2022 earnings. The furnished information is considered non-public until its public dissemination through the press release, and it is important to note that this information is furnished and not deemed "filed" for certain regulatory purposes. Therefore, for a comprehensive understanding of DOW's performance and outlook, a thorough review of the accompanying press release is essential.

8-KEarnings & ResultsExhibits & Filings
Jul 21, 2022

DOW INC. 8-K Report, Financial Results (Jul 21, 2022)

Dow Inc. (DOW) filed an 8-K on July 21, 2022, to report its second-quarter 2022 financial results. The filing primarily incorporates a press release detailing the company's performance, with a focus on its operational and financial condition during the period. Investors should note that this information is furnished and not deemed 'filed' for Section 18 purposes, meaning it does not carry the same legal implications as a fully filed report. This distinction is important for understanding the regulatory context of the disclosed information. The press release within the 8-K provides the core data for investors to assess Dow's recent performance. While the specific financial figures are not detailed within the 8-K text itself, the filing directs readers to the attached Exhibit 99.1 for a comprehensive overview of the second quarter's results. This would typically include key metrics such as revenue, earnings per share, segment performance, and any forward-looking statements or management commentary on market conditions and outlook.

8-KEarnings & ResultsExhibits & Filings
Apr 21, 2022

DOW INC. 8-K Report, Financial Results (Apr 21, 2022)

Dow Inc. reported its first-quarter 2022 financial results on April 21, 2022, via an 8-K filing. The report primarily references a press release detailing these results, highlighting the company's performance during the period. Investors should note that this information is furnished and not deemed 'filed' under Section 18 of the Securities Exchange Act of 1934, meaning it does not carry the same legal implications regarding liability for misstatements or omissions.

8-KLeadership ChangesShareholder MattersRegulation FD+2
Apr 18, 2022

DOW INC. 8-K Report, Executive Changes (Apr 18, 2022)

Dow Inc. filed an 8-K report on April 18, 2022, detailing outcomes from its 2022 Annual Meeting of Stockholders held on April 14, 2022. The primary focus of this filing is the election of directors and the composition of key board committees. All twelve director nominees presented were elected by stockholders to serve until the 2023 Annual Meeting. The report also confirms the independence of most elected directors, as per NYSE standards. Additionally, the filing provides the voting results for several other matters presented to shareholders, including the advisory approval of executive compensation, the ratification of Deloitte & Touche LLP as the independent auditor, and the rejection of a stockholder proposal for an independent board chairman. Richard K. Davis was appointed as the Lead Director, effective immediately.

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