Corteva sets boards ahead of Vylor seed spin-off

Corteva Inc. is advancing its planned separation into two standalone public companies and reshaping its boards accordingly.

Rhea-AI Filing Summary

Corteva Inc. is advancing its planned separation into two standalone public companies and reshaping its boards accordingly. In connection with the anticipated spin-off of its seed business into Vylor Inc., directors Karen Grimes, Marcos Lutz, Charles (Chuck) Magro and Kerry Preete have agreed to resign from Corteva’s board immediately before the transaction closes, with no disagreements over operations or policies cited.

These directors are expected to join the board of Vylor, which has filed its initial Form 10 registration statement with the SEC describing its business, strategy and historical financial results. Corteva also announced the future boards: Greg Page will chair the nine-member post-separation Corteva board, while Karen Grimes will serve as independent chair of Vylor’s board, initially consisting of seven directors, with the separation targeted for the fourth quarter of 2026.

Insights

Equity spin-off and governance analyst

Corteva formalizes governance plans for its crop protection and seed spin-off.

Corteva outlines board transitions tied to separating its crop protection and seed businesses into two independent public companies, Corteva and Vylor. Four current directors will leave Corteva’s board at closing and are expected to join Vylor’s board, aligning governance with each focused business.

The filing also notes Vylor’s initial Form 10 registration statement, which provides business, strategic and historical financial information for the seed and genetics company. Both Corteva and Vylor aim to complete the separation in the fourth quarter of 2026, though forward-looking statements highlight risks around timing, transaction structure, costs and potential business disruption.

Future disclosures, including updates to the Form 10 and additional governance announcements, will further clarify the final board compositions, transaction mechanics and any conditions that must be satisfied before the planned spin-off is consummated.

8-K Event Classification

3 items: 5.02, 7.01, 9.01

3 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Separation timing target: Fourth quarter 2026 Post-separation Corteva board size: Nine directors Initial Vylor board size: Seven directors +1 more

4 metrics

Separation timing target Fourth quarter 2026 Planned timing for Corteva–Vylor separation

Post-separation Corteva board size Nine directors Future Corteva board chaired by Greg Page

Initial Vylor board size Seven directors Future Vylor board chaired by Karen Grimes

Form 10 filed Form 10 registration statement First public filing for Vylor with SEC

Key Terms

spin-off, Form 10 registration statement, Regulation FD Disclosure, forward-looking statements, +1 more

5 terms

spin-off financial

"in connection with the anticipated spin-off of the Company’s seed business into an independent, publicly traded company, Vylor, Inc."

A spin-off happens when a company creates a new, independent business by separating part of itself, like splitting off a division into its own company. This often happens so the new company can focus better on its own goals or attract different investors. It matters because it can lead to more growth opportunities and clearer focus for both companies.

Form 10 registration statement regulatory

"filed its first public filing of its Form 10 registration statement (“Form 10”) with the U.S. Securities and Exchange Commission"

A Form 10 registration statement is a legal document companies file with the government to register their stock for trading by the public. It provides important information about the company's business, finances, and risks, helping investors make informed decisions about buying or selling its shares. Think of it as a detailed report card that reveals the company's health and prospects before it goes on the stock market.

Regulation FD Disclosure regulatory

"The Company is furnishing the information under this item, including Exhibits 99.1 and 99.2, pursuant to Item 7.01, “Regulation FD Disclosure”."

Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.

forward-looking statements regulatory

"This report contains certain forward-looking statements. Words such as “intend,” “will,” “may,” and “expect,”"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

independent, publicly traded company financial

"spin-off of the Company’s seed business into an independent, publicly traded company, Vylor, Inc."

FAQ

What corporate action is Corteva (CTVA) preparing involving Vylor Inc.?

Corteva is preparing a spin-off of its seed business into Vylor Inc., an independent publicly traded advanced seed and genetics company. The separation is planned to occur in the fourth quarter of 2026, creating two focused agriculture businesses with distinct boards and strategies.

Which Corteva (CTVA) directors are resigning from the board due to the Vylor spin-off?

Karen Grimes, Marcos Lutz, Charles (Chuck) Magro and Kerry Preete will resign from Corteva’s board immediately before the planned spin-off closes. Their departures are tied to expectations they will join Vylor’s board and are not due to any disagreement over Corteva’s operations or policies.

Who will chair the post-separation boards of Corteva and Vylor?

Greg Page will serve as independent chair of the nine-person post-separation Corteva board. Karen Grimes will be independent chair of Vylor’s board, which will initially have seven directors, with a search under way for at least one additional board member at Vylor.

What is Vylor’s Form 10 registration statement and where can investors find it?

Vylor has filed its first Form 10 registration statement with the SEC, providing detailed information on its business, strategy and historical financial results. It is available on the SEC’s website at www.sec.gov under “Vylor Inc.” as part of the planned separation process.

When is the Corteva–Vylor separation expected to be completed?

Both Corteva and Vylor indicate the separation remains on track for the fourth quarter of 2026. However, the companies caution that timing, structure and completion of the spin-off are subject to risks, uncertainties and potential changes described in their forward-looking statements and SEC filings.

What risks does Corteva (CTVA) highlight around the planned Vylor spin-off?

Corteva notes risks including whether spin-off objectives are achieved, the final terms and costs, timing and the possibility the separation may not occur. Additional risks include potential impacts on retaining personnel and relationships, management distraction, unexpected expenses and possible litigation related to the separation.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/29/2026 - 05:23 PM Learn about SEC filing dates

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): June 26, 2026

Corteva, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware		001-38710		82-4979096
(State or other jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

9330 Zionsville Road,

Indianapolis, Indiana 46268

974 Centre Road,

Wilmington, Delaware 19805

(Address of principal executive offices)(Zip Code)

(833) 267-8382

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		CTVA		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

On June 26, 2026, each of Karen Grimes, Marcos Lutz, Charles Magro, and Kerry Preete have mutually agreed with the board of directors (the “Board”) of Corteva Inc. (the “Company” or “Corteva”) that, in connection with the anticipated spin-off of the Company’s seed business into an independent, publicly traded company, Vylor, Inc. (“Vylor”), he/she will be resigning from the Board, effective as of immediately prior to and conditioned upon the consummation of the Company’s intended spin-off. Each of Messrs. Lutz’s, Magro’s and Preete’s and Ms. Grimes’ decision to resign from the Board is in connection with the Company’s announcement that he/she is expected to join the board of directors of Vylor, currently a wholly owned subsidiary of the Company, and is not the result of any disagreement relating to the Company’s operations, policies, or practices.

Item 7.01 Regulation FD Disclosure

The Company issued two news releases on June 29, 2026, announcing the post-separation boards of directors for Corteva and Vylor. Copies of these news releases are furnished as Exhibits 99.1 and 99.2.

The Company’s subsidiary, Vylor, Inc. filed its first public filing of its Form 10 registration statement (“Form 10”) with the U.S. Securities and Exchange Commission in connection with its previously announced separation of the seed business into an independent, public company. The filing provides detailed information on Vylor’s business, strategy and historical financial results. The Form 10 registration statement is available at www.sec.gov under “Vylor Inc.”

The Company is furnishing the information under this item, including Exhibits 99.1 and 99.2, pursuant to Item 7.01, “Regulation FD Disclosure”.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

99.1		Press Release dated June 29, 2026, announcing the future board of directors of Corteva
99.2		Press Release dated June 29, 2026, announcing the future board of directors of Vylor
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

Cautionary Statement on Forward-Looking Statements

This report contains certain forward-looking statements. Words such as “intend,” “will,” “may,” and “expect,” and variations of such words and similar future or conditional expressions are intended to identify forward-looking statements. Examples of forward-looking statements include, but are not limited to, the Company’s intent to separate and its related expectations for Corteva and Vylor. These forward-looking statements reflect management’s current expectations and are not guarantees of future performance and are subject to a number of risks and uncertainties, many of which are difficult to predict and beyond the Company’s control.

Important factors that may affect the Company’s business and operations and that may cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, whether the objectives of the spin-off will be achieved; the terms, structure, benefits and costs of any action or transaction resulting from the spin-off; the timing of any such spin-off or related action and whether any such spin-off will be consummated at all; the risk that the announcement of the intended spin-off could have an adverse effect on the ability of the Company to retain and hire key personnel and maintain relationships with customers, suppliers, employees, shareholders and other business relationships and on its operating results and business generally; the risk the spin-off could divert the attention and time of the Company’s management; the risk of any unexpected costs or expenses resulting from the spin-off process or spin-off itself; and the risk of any litigation relating to the spin-off, as well as the risks and uncertainties described in the Company’s risk factors, as they may be amended from time to time, set forth in its filings with the U.S. Securities and Exchange Commission. The Company disclaims and does not undertake any obligation to update, revise, or withdraw any forward-looking statement in this report, except as required by applicable law or regulation.

SIGNATURE

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 hereunto duly authorized.

CORTEVA, INC.

(Registrant)

/s/ Jennifer A. Johnson

Jennifer A. Johnson

Senior Vice President, Chief Legal and Public Affairs Officer, and Company Secretary

June 29, 2026

Exhibit 99.1

Corteva Announces Board of Directors

for Future Crop Protection Company

Greg Page to be Chair; separation on track for 4Q 2026

INDIANAPOLIS – June 29, 2026 – Corteva Inc. (NYSE: CTVA) announced today its intended board of directors as a standalone publicly-traded, differentiated crop protection company upon its planned separation in the fourth quarter of 2026.

Greg Page will lead the nine-person board as Independent Chair as previously announced. With the exception of Karen Grimes, Marcos Lutz, Chuck Magro and Kerry Preete, Corteva’s existing board of directors will continue with Corteva. Luke Kissam will be appointed to the board of directors effective at separation.

“Corteva will be a company with operational efficiency at its core and by building on its legacy of differentiated innovation, will have an industry leading pipeline to bring value to farmers for years to come,” said Page. “I look forward to working alongside my future fellow directors as well as the senior management team to leverage the considerable advantage Corteva will enjoy to deliver results for customers, farmers and shareholders alike.”

New Corteva Board of Directors

• Greg Page, retired chairman and chief executive officer, Cargill, Incorporated, non-executive chair of the board

• Klaus Engel, Ph.D., retired chief executive officer, Evonik Industries AG

• David Everitt, retired president, Agricultural and Turf Division, Deere & Co.

• Janet Giesselman, retired president and general manager, Dow Oil & Gas

• Jean-Marc Gilson, president and chief executive officer, Westlake Corporation

• Luke Kissam, future chief executive officer, Corteva

• Nayaki Nayyar, chief executive officer, Siteimprove A/S

• Christopher Policinski, retired president and chief executive officer, Land O’Lakes, Inc.

• Patrick Ward, retired chief financial officer, Cummins Inc.

New Corteva will be innovation-driven in both its product portfolio and its operating model, leveraging its technological leadership to deliver for farmers while also running an asset-light, efficient business. The company intends to make targeted investments to support growth and leverage its first-mover advantage in nature-inspired technologies to pursue opportunities promising attractive returns in markets that reward differentiation.

About Corteva

Corteva, Inc. (NYSE: CTVA) is a global pure-play agriculture company that combines industry-leading innovation, high-touch customer engagement and operational execution to profitably deliver solutions for the world’s most pressing agriculture challenges. Corteva generates advantaged market preference through its unique distribution strategy, together with its balanced and globally diverse mix of seed, crop protection, and digital products and services. With some of the most recognized brands in agriculture and a technology pipeline well positioned to drive growth, the company is committed to maximizing productivity for farmers, while working with stakeholders throughout the food system as it fulfills its promise to enrich the lives of those who produce and those who consume, ensuring progress for generations to come. More information can be found at www.corteva.com.

Cautionary Statement on Forward-Looking Statements

This press release contains certain forward-looking statements. Words such as “will,” “plan,” “may,” “expect,” “see,” “intend,” and variations of such words and similar future or conditional expressions are intended to identify forward-looking statements. Examples of forward-looking statements include, but are not limited to, Corteva’s intent to separate and its related expectations for Corteva and Vylor Inc. These forward-looking statements reflect management’s current expectations and are not guarantees of future performance and are subject to a number of risks and uncertainties, many of which are difficult to predict and beyond Corteva’s control.

Important factors that may affect Corteva’s business and operations and that may cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, whether the objectives of the separation will be achieved; the terms, structure, benefits and costs of any action or transaction resulting from the separation; the timing of any such separation or related action and whether any such

separation will be consummated at all; the risk that the announcement of the intended separation could have an adverse effect on the ability of Corteva to retain and hire key personnel and maintain relationships with customers, suppliers, employees, shareholders and other business relationships and on its operating results and business generally; the risk the separation could divert the attention and time of the company’s management; the risk of any unexpected costs or expenses resulting from the separation process or separation itself; and the risk of any litigation relating to the separation, as well as the risks and uncertainties described in Corteva’s risk factors, as they may be amended from time to time, set forth in its filings with the U.S. Securities and Exchange Commission. Corteva disclaims and does not undertake any obligation to update, revise, or withdraw any forward-looking statement in this press release, except as required by applicable law or regulation.

Corteva Contacts:

Media Relations Contact:

Bethany Shively

804-866-2377

bethany.shively@corteva.com

Investor Relations Contact:

Kim Booth

302-485-3190

kimberly.a.booth@corteva.com

Exhibit 99.2

Corteva Announces Board of Directors

for Advanced Seed and Genetics Spin-Off Vylor

Karen Grimes to be Chair; separation on track for 4Q 2026

INDIANAPOLIS – June 29, 2026 – Corteva Inc. (NYSE: CTVA) announced today the board of directors for Vylor Inc., the future publicly traded, advanced seed and genetics company that will result from the current company’s planned separation.

Karen Grimes will lead the board as Independent Chair. Grimes joined Corteva’s board of directors in March 2021 and was previously senior managing director, partner, and equity portfolio manager at Wellington Management Company LLP, an investment management firm. She began her career as a field engineer in the Atlanta office at IBM after serving for three years in the U.S. Army. Grimes also serves as a director of Toll Brothers, Inc., a company that develops and builds luxury residential properties in the U.S., since March 2019.

“Vylor will be a company dedicated to leveraging its expertise in advanced seed and genetics to help farmers feed and fuel the world. I look forward to working with my fellow directors as well as the Vylor senior management team to accelerate the company’s growth and impact – and continue to deliver results for shareholders,” said Grimes.

The appointments to the board of seven directors will be effective at separation, which remains on track for the fourth quarter of 2026. A search is ongoing for at least one additional board member.

The Future Vylor Board of Directors

• Karen Grimes, retired partner, senior managing director and equity portfolio manager, Wellington Management Company, non-executive chair of the board

• Victor Aguilar, chief research, development and innovation officer, The Procter & Gamble Company

• Rajesh “Raj” Kalathur, former president, John Deere Financial, former chief information officer and chief financial officer, Deere & Company

• Marcos Lutz, chairman, former chief executive officer, Ultrapar Participacões S.A.

• Chuck Magro, future chief executive officer, Vylor

• Johannes “Jannie” J. Oosthuizen, executive vice president and president, oncology and MSD International, Merck & Co., Inc.

• Kerry Preete, retired executive vice president and chief strategy officer, Monsanto Company

Vylor’s innovation engine will be anchored in the agriculture industry’s most elite germplasm and transformative biotech. The company will leverage its next generation scientific expertise in disciplines like gene editing and molecular breeding to further strengthen its core business while exploring opportunities to expand to new row crops – and potentially beyond. Vylor will scale these innovations using its leading routes-to-market and by significantly expanding its licensing business.

About Corteva

Corteva, Inc. (NYSE: CTVA) is a global pure-play agriculture company that combines industry-leading innovation, high-touch customer engagement and operational execution to profitably deliver solutions for the world’s most pressing agriculture challenges. Corteva generates advantaged market preference through its unique distribution strategy, together with its balanced and globally diverse mix of seed, crop protection, and digital products and services. With some of the most recognized brands in agriculture and a technology pipeline well positioned to drive growth, the company is committed to maximizing productivity for farmers, while working with stakeholders throughout the food system as it fulfills its promise to enrich the lives of those who produce and those who consume, ensuring progress for generations to come. More information can be found at www.corteva.com.

Cautionary Statement on Forward-Looking Statements

This press release contains certain forward-looking statements. Words such as “will,” “plan,” “may,” “expect,” “see,” and variations of such words and similar future or conditional expressions are intended to identify forward-looking statements. Examples of forward-looking statements include, but are not limited to, Corteva’s intent to separate and its related expectations for Corteva and Vylor. These forward-looking statements reflect management’s current expectations and are not guarantees of future performance and are subject to a number of risks and uncertainties, many of which are difficult to predict and beyond Corteva’s control.

Important factors that may affect Corteva’s business and operations and that may cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, whether the objectives of the separation will be achieved; the terms, structure, benefits and costs of any action or transaction resulting from the separation; the timing of any such separation or related action and whether any such separation will be consummated at all; the risk that the announcement of the intended separation could have an adverse effect on the ability of Corteva to retain and hire key personnel and maintain relationships with customers, suppliers, employees, shareholders and other business relationships and on its operating results and business generally; the risk the separation could divert the attention and time of the company’s management; the risk of any unexpected costs or expenses resulting from the separation process or separation itself; and the risk of any litigation relating to the separation, as well as the risks and uncertainties described in Corteva’s risk factors, as they may be amended from time to time, set forth in its filings with the U.S. Securities and Exchange Commission. Corteva disclaims and does not undertake any obligation to update, revise, or withdraw any forward-looking statement in this press release, except as required by applicable law or regulation.

Corteva Contacts:

Media Relations Contact:

Bethany Shively

804-866-2377

bethany.shively@corteva.com

Investor Relations Contact:

Kim Booth

302-485-3190

kimberly.a.booth@corteva.com

Filing Exhibits & Attachments

6 documents

Press Releases

• EX-99.1 EX-99.1 13.5 KB
• EX-99.2 EX-99.2 13.0 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.7 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 12.4 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 20.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 13.1 KB