Dupont De Nemours DD · USD

SEGMENTS AND GEOGRAPHIC REGIONSThe Company's segments are aligned with the market verticals they serve, while maintaining integration and innovation strengths within strategic value chains. DuPont is comprised of two operating segments: Healthcare & Water Technologies and Diversified Industrials. Major products by segment include: Healthcare & Water Technologies (specialty components for medical devices, TYVEK® medical packaging and garments, TYCHEM® protective suits, AMBERLITE™ ion exchange resins, FILMTEC™ reverse osmosis and nanofiltration elements and INGE™ and ITEGRATEC™ ultrafiltration modules); and Diversified Industrials (TYVEK® house wrap, STYROFOAM™ insulation, CORIAN® solid surface, Vespel® shapes and parts, MOLYKOTE® specialty lubricants, BETAFORCE™ and BETASEAL™ structural adhesives and Cyrel® flexographic printing plates). The Company operates globally in substantially all of its product lines. Transfers of products between operating segments are generally valued at cost, to the extent such transfers are applicable.The revenues and certain expenses of the M&M Divestitures, Aramids Business, and Electronics Business are classified as discontinued operations in the current and historical periods. Corporate includes DuPont's equity interest in Derby Holdings Group related to the Delrin® Divestiture.The costs of the M&M Businesses, Aramids Business, and Electronics Business that are classified as discontinued operations include only direct operating expenses incurred by the businesses. Indirect costs, such as those related to corporate and shared service functions previously allocated to the M&M Businesses, Aramids Business, and Electronics Business, do not meet the criteria for discontinued operations and are reported within continuing operations. A portion of these indirect costs include costs related to activities the Company will or continues to undertake post-closing of the M&M Divestitures, Aramids Divestiture, and Electronics Separation, and for which it is or will be reimbursed (“Future Reimbursable Indirect Costs”). Future Reimbursable Indirect Costs are reported within continuing operations in Corporate but are excluded from Operating EBITDA as defined below. The remaining portion of these indirect costs are not subject to future reimbursement (“Stranded Costs”). Stranded Costs are reported within continuing operations in Corporate and are included within Operating EBITDA.

REVENUERevenue RecognitionProductsSubstantially all of DuPont's revenue is derived from product sales. Product sales consist of sales of DuPont's products to supply manufacturers and distributors. DuPont considers purchase orders, which in some cases are governed by master supply agreements, to be a contract with a customer. Contracts with customers are considered to be short-term when the time between order confirmation and satisfaction of the performance obligations is equal to or less than one year. Revenue from product sales is recognized when the customer obtains control of the Company’s product, which occurs at a point in time, usually upon shipment, with payment terms typically in the range of 30 to 60 days after invoicing depending on business and geographic region. The Company elected the practical expedient to not adjust the amount of consideration for the effects of a significant financing component for all instances in which the period between payment and transfer of the goods will be one year or less. When the Company performs shipping and handling activities after the transfer of control to the customer (e.g., when control transfers prior to shipment), these are considered fulfillment activities, and accordingly, the costs are accrued when the related revenue is recognized. Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenues. The Company elected to use the practical expedient to expense cash and non-cash sales incentives as the amortization period for the costs to obtain the contract would have been one year or less. The transaction price includes estimates for reductions in revenue from customer rebates and rights of return on product sales. These amounts are estimated based upon the most likely amount of consideration to which the customer will be entitled. All estimates are based on historical experience, anticipated performance, and the Company’s best judgment at the time to the extent it is probable, that a significant reversal of revenue recognized will not occur. All estimates for variable consideration are reassessed periodically. For contracts with multiple performance obligations, the Company allocates the transaction price to each performance obligation based on the relative standalone selling price. The standalone selling price is the observable price which depicts the price as if sold to a similar customer in similar circumstances.

COMMITMENTS AND CONTINGENT LIABILITIESLitigation, Environmental Matters, and IndemnificationsThe Company and certain subsidiaries are involved in various lawsuits, claims and environmental actions that have arisen in the normal course of business with respect to product liability, patent infringement, government regulation, contract and commercial litigation, as well as possible obligations to investigate and mitigate the effects on the environment of the disposal or release of certain substances at various sites. In addition, in connection with divestitures and the related transactions, the Company from time to time has indemnified and has been indemnified by third parties against certain liabilities that may arise in connection with, among other things, business activities prior to the completion of the respective transactions. The term of these indemnifications, which typically pertain to environmental, tax and product liabilities, is generally indefinite. The Company records liabilities for ongoing and indemnification matters when the information available indicates that it is probable that a liability will be incurred and the amount of the loss can be reasonably estimated.As of December 31, 2025, the Company has recorded indemnification assets of $216 million within "Accounts and notes receivable - net" and $397 million within "Deferred charges and other assets" and indemnification liabilities of $323 million within "Accrued and other current liabilities" and $291 million within "Other noncurrent obligations" within the Consolidated Balance Sheets. As of December 31, 2024, the Company has recorded indemnification assets of $20 million within "Accounts and notes receivable – net" and $298 million within "Deferred charges and other assets" and indemnification liabilities of $167 million within "Accrued and other current liabilities" and $208 million within "Other noncurrent obligations" within the Consolidated Balance Sheets. The increase in indemnification assets primarily reflects the allocation of certain liabilities to Qnity based on Qnity's Applicable Percentage of 44 percent. See Note 4 for further information. The increase in indemnification liabilities is primarily driven by the NJ Settlement, discussed below, and the Company's obligation to indemnify Qnity for certain tax related liabilities in accordance with the Electronics Tax Matters Agreement between Qnity and DuPont. See Note 8 for further information.

INCOME TAXES Geographic Allocation of Income (Loss) and Provision for (Benefit from) Income Taxes 202520242023(In millions) For the years ended December 31,Income (loss) from continuing operations before income taxesDomestic$(217)$(398)$(579)Foreign417 515 300 Income (loss) from continuing operations before income taxes$200 $117 $(279)Current tax expense Federal$(23)$133 $6 State and local8 5 5 Foreign 104 167 80 Total current tax expense$89 $305 $91 Deferred tax expense (benefit)Federal $46 $(103)$20 State and local5 (25)(22)Foreign (38)36 (306)Total deferred tax expense (benefit)$13 $(92)$(308)Provision for (benefit from) income taxes on continuing operations102 213 (217)Net income (loss) from continuing operations$98 $(96)$(62)Reconciliation to U.S. Statutory Rate2025(In millions) For the year ended December 31, Amount PercentU.S Federal Statutory Tax Rate$42 21.0 %State and Local Income Taxes, Net of Federal Income Tax Effect 110 5.3 Foreign Tax EffectsChinaForeign Withholding Taxes17 8.4 Other Adjustments(3)(1.5)GermanyEnacted Changes in Tax Law or Rates6 3.2 Other Adjustments9 4.7 JapanStatutory Rate Difference7 3.5 Provision to Return(5)(2.5)Other Adjustments1 0.6 LuxembourgChanges in Valuation Allowance(59)(29.9)Other Adjustments2 1.1 NetherlandsChanges in Valuation Allowance7 3.5 Nontaxable Items(6)(3.0)Provision to Return(8)(3.9)Other Adjustments4 2.0 SwitzerlandStatutory Rate Difference(11)(5.6)Local Tax Effects6 3.1 Other Adjustments(2)(0.8)Other Foreign Jurisdictions20 10.1 Effect of Cross-Border Tax Laws 2Subpart F19 9.4 Branch Income8 4.0 Tax Credits(4)(2.0)Changes in Valuation Allowance(52)(26.6)Nontaxable or Nondeductible ItemsDisallowed Deductions7 3.4 Other Permanent Items18 9.0 Changes in Unrecognized Tax Benefits16 8.0 Other AdjustmentsDeferred Tax Liability on Future Branch Income73 36.9 Exchange Gains/(Losses) 326 13.0 Reversal of Deferred Tax Liabilities as a Result of Entity Classification Changes(29)(14.7)Goodwill Step-up(10)(4.8)Other Adjustments 4(7)(3.9)Effective Tax Rate$102 51.0 %1.State taxes in Michigan and Minnesota make up the majority (greater than 50 percent) of the tax effect in this category.2.Effect of Cross-Border Tax Laws are presented net of any related foreign tax credits.3.Principally reflects the impact of foreign exchange gains and losses on net monetary assets for which no corresponding tax impact is realized.4.Includes impacts of foreign exchange/translation adjustments.Reconciliation to U.S.

STOCK-BASED COMPENSATIONEffective with the DWDP Merger, on August 31, 2017, DowDuPont assumed all TDCC and EIDP equity incentive compensation awards outstanding immediately prior to the DWDP Merger. The TDCC and EIDP stock-based compensation plans were assumed by DowDuPont and remained in place with the ability to grant and issue DowDuPont common stock until the DWDP Distributions. Immediately following the Corteva Distribution, DuPont adopted the DuPont Omnibus Incentive Plan ("DuPont OIP") which provides for equity-based and cash incentive awards to certain employees, directors, independent contractors and consultants. Upon adoption of the DuPont OIP, the TDCC and EIDP plans were rolled into the DuPont OIP as separate subplans and no longer granted new awards. All previously granted equity awards under these subplans have the same terms and conditions that were applicable to the awards under the TDCC and EIDP plans immediately prior to the DWDP Distributions. Due to reaching the plan term of the DuPont OIP, no further awards will be granted from the plan. Awards that are outstanding under the DuPont OIP remain outstanding in accordance with their terms.During the second quarter of 2020, the stockholders of DuPont approved the DuPont 2020 Equity and Incentive Plan (the "2020 EIP"), which allows the Company to grant options, share appreciation rights, restricted shares, restricted stock units ("RSUs"), share bonuses, other share-based awards, cash awards, each as defined in the 2020 EIP, or any combination of the foregoing. Under the 2020 EIP, a maximum of 14 million shares of common stock are available for award as of December 31, 2025. The approval of the 2020 Plan had no effect on the Company’s ability to make future grants under the DuPont OIP in accordance with its terms, and awards that are outstanding under the DuPont OIP remain outstanding in accordance with their terms. A description of the Company's stock-based compensation is discussed below followed by a description of TDCC and EIDP stock-based compensation.At the time of the M&M Divestiture, outstanding, unvested share-based compensation awards granted in 2022 and held by Employees transferred to Celanese were terminated and reissued as equity awards under the Celanese stock plan. Pre-2022 awards held by M&M Employees were settled by DuPont based on vesting conditions noted in respective grant agreements.

LEASES The Company has operating leases for real estate, an airplane, railcars, fleet, certain machinery and equipment, and information technology assets. The Company’s leases have remaining lease terms of approximately 1 year to 25 years. For purposes of calculating operating lease liabilities, lease terms may be deemed to include options to extend the lease when it is reasonably certain that the Company will exercise that option. Some leasing arrangements require variable payments that are dependent on usage, output, or may vary for other reasons, such as insurance and tax payments. The variable lease payments are not presented as part of the initial ROU asset or lease liability. Certain of the Company's leases include residual value guarantees. These residual value guarantees are based on a percentage of the lessor's asset acquisition price and the amount of such guarantee declines over the course of the lease term. The portion of residual value guarantees that are probable of payment is included in the related lease liability in the Consolidated Balance Sheets. At December 31, 2025, the Company has future maximum payments for residual value guarantees in operating leases of $13 million with final expirations through 2034. The Company's lease agreements do not contain any material restrictive covenants. The components of lease cost for operating leases for the years ended December 31, 2025, 2024 and 2023 were as follows: In millions202520242023Operating lease cost$91 $78 $76 Short-term lease cost3 5 4 Variable lease cost 117 14 16 Less: Sublease income 25 4 4 Total lease cost$106 $93 $92 1.Variable lease cost excludes costs that have been capitalized into inventory of approximately $60 million in each year presented.2.Reflects income associated with subleases, not inclusive of all lessor arrangements disclosed below. Operating cash flows from operating leases related to continuing operations were $93 million, $77 million, and $73 million for the year ended December 31, 2025, 2024 and 2023, respectively. New operating lease assets and liabilities entered into during the year ended December 31, 2025, 2024 and 2023 were $19 million, $33 million and $79 million, respectively.

ACQUISITIONSSinochem Acquisition On October 10, 2025, DuPont completed the acquisition of Sinochem (Ningbo) RO Memtech Co., Ltd. ("Sinochem") for a net purchase price of $56 million (the “Sinochem Acquisition”). Sinochem is a reverse osmosis manufacturer in China and the Asia Pacific region. A $56 million prepayment, paid with existing cash balances, was executed in September 2025 and control of the business was transferred to the Company upon completion of the acquisition. Sinochem is a part of the Healthcare & Water Technologies segment.The purchase accounting and purchase price allocation for Sinochem are complete. The Company has finalized the fair values allocated to the assets acquired and liabilities assumed and the purchase allocation is considered final. The fair values allocated to the assets acquired and liabilities assumed on October 10, 2025 include total identifiable assets of $51 million and total liabilities of $2 million. Following the allocation of fair value to identifiable assets and liabilities, goodwill of $7 million was recorded. The fair value of total assets acquired primarily includes $40 million of property plant and equipment. The remaining assets acquired primarily include cash and cash equivalents.The Company evaluated the disclosure requirements under ASC 805, Business Combinations and determined Sinochem was not considered a material business combination for purposes of disclosing either the earnings of Sinochem since the date of acquisition or supplemental pro forma information.Donatelle AcquisitionOn July 28, 2024, DuPont completed the acquisition of Donatelle Plastics, LLC and certain related real estate (together, "Donatelle"), for a net purchase price of $365 million (the "Donatelle Acquisition"). The net purchase price included the estimated fair value, at the acquisition date, for a contingent earn-out liability of $40 million, further discussed below. Donatelle is part of the Healthcare & Water Technologies segment.The purchase accounting and purchase price allocation for Donatelle are complete. The Company has finalized the fair values allocated to the assets acquired and liabilities assumed and the purchase allocation is considered final. The fair values allocated to the assets acquired and liabilities assumed on July 28, 2024 include total identifiable assets of $268 million and total liabilities of $17 million.

DuPont has implemented processes for assessing, identifying and managing material risks from cybersecurity threats, which are integrated into the Company’s overall risk management systems and processes. DuPont’s cybersecurity risk management program leverages the National Institute of Standards and Technology (NIST) framework. The Company regularly assesses the threat landscape and takes a holistic view of cybersecurity risks, with a layered cybersecurity strategy based on prevention, detection and containment. The Company has other policies and procedures which directly or indirectly relate to cybersecurity, including those related to remote access monitoring, encryption standards, antivirus protection, multifactor authentication, confidential information and the use of the internet, social media, email and wireless devices. The Company also engages third parties in connection with the assessment of its cybersecurity risk management processes against the NIST framework. DuPont has dedicated Information Technology security professionals that form the DuPont Cyber Incident Response Team (“DCIRT”). The DCIRT is led by our Chief Information Security Officer (“CISO”) and is responsible for the detection and initial assessment of cybersecurity threats and incidents (collectively, “cyber incidents”), whether internal or experienced by significant third-party service providers, using, among other means, third-party software. The DCIRT classifies detected cyber incidents into one of four categories based on potential impact to the functionality of the affected systems, possible or known information involved and recoverability effort. The classification of a cyber incident is designed to allow rapid prioritization, response and escalation. The CISO and the Chief Information Officer (“CIO”) are alerted as to any detected cyber incident that is potentially significant. Incidents are documented for regular internal reporting processes including notations and considerations of related attacks. The CIO and CISO are required to engage the Cybersecurity Incident Review Committee (“CIRC”), a subcommittee of the DuPont Disclosure Committee, if a cyber incident has materially affected, or is reasonably likely to materially affect, the Company, including its business strategy, results of operations or financial condition.