Every 8-K that Dow Inc. (DOW) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow DOW and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full DOW filings page.
Dow Inc. reported a sharp turnaround in the second quarter of 2026. Net sales were $12,092 million, up 20% year-over-year on 20% higher local prices and a 1% currency tailwind, partially offset by a 1% volume decline. GAAP net income was $802 million versus a prior-year loss of $801 million, with GAAP EPS of $0.99. Non-GAAP Operating EBIT rose to $1,648 million from $(21) million and operating EPS to $1.44 from $(0.42), excluding significant items largely tied to restructuring and Transform to Outperform.
Packaging & Specialty Plastics led results with net sales of $6,385 million, up 27%, and Operating EBIT of $1,278 million, driven by higher polyethylene prices despite lower volumes from planned maintenance. Industrial Intermediates & Infrastructure net sales increased 14% to $3,166 million and Operating EBIT improved to $246 million, supported by higher prices, lower maintenance and suspension of equity losses from Sadara. Performance Materials & Coatings grew sales 11% to $2,361 million with 6% higher volumes, though Operating EBIT declined to $133 million due to higher fixed costs and a siloxanes plant shutdown.
Cash provided by operating activities from continuing operations was $1,324 million, producing quarterly free cash flow of $692 million. The balance sheet showed total assets of $61,585 million and long-term debt of $17,151 million at June 30, 2026. Management expects approximately $200 million more 2026 benefits from Transform to Outperform, targeting greater than $1.3 billion of in-year self-help benefits and emphasizing ongoing efforts to build a leaner, more competitive, and resilient company.
Dow Inc. is registering 5,410,000 shares of its common stock under an existing Form S-3 shelf registration statement through a prospectus supplement dated July 10, 2026. These shares may be issued upon the exercise, settlement or vesting of certain awards granted under the Dow Inc. 2019 Stock Incentive Plan that are not eligible for registration on Form S-8. A legal opinion from the Corporate Secretary and Assistant General Counsel is filed as Exhibit 5.1 and incorporated into the registration statement.
Dow Inc. filed an amended report to detail new compensation terms for incoming Chief Executive Officer Karen S. Carter, effective July 1, 2026. The Board increased her annual base salary from $997,425 to $1,500,000 and raised her target award under the annual cash incentive program from 120% to 165% of base salary.
Her 2026 cash incentive will be split between her time as Chief Operating Officer and Chief Executive Officer, using the different salary and target levels for each role and remaining subject to company and individual performance. The Board also increased her annual long-term incentive target from $5,319,600 to $14,025,000 and approved a one-time long-term incentive grant valued at $4,350,000, delivered as performance stock units, stock options, and restricted stock units with multi-year vesting. She continues to participate in the same benefit plans as other executives, as described in Dow’s 2026 proxy statement.
Dow Inc. reported weaker first-quarter 2026 results, with net sales of $9.8 billion, down 6% year-over-year, and a GAAP net loss of $445 million. Local prices fell 7% and volumes declined 2%, reflecting softer conditions across most operating segments.
Operating EBIT was $154 million, down $76 million, and operating EPS was a loss of $0.14 versus earnings of $0.02 a year ago, as lower prices and a larger Sadara-related equity loss weighed on results. Despite this, cash provided by operating activities from continuing operations rose sharply to $1.1 billion, supported by payment from NOVA Chemicals and working capital improvements, driving free cash flow of $621 million. Segment performance was mixed: Packaging & Specialty Plastics and Industrial Intermediates & Infrastructure saw lower sales, while Performance Materials & Coatings delivered higher operating EBIT on modest volume growth and cost reductions.
Dow Inc. is making a planned leadership transition as Karen S. Carter is appointed Chief Executive Officer, effective July 1, 2026, succeeding Jim Fitterling, who will become Executive Chair and remain on the Board through the 2027 annual meeting. Carter, currently Chief Operating Officer, brings more than three decades of experience at Dow, including leading its largest segment and prior HR and inclusion leadership roles.
Stockholders approved all matters at the 2026 annual meeting. They backed all 12 director nominees with roughly 93–97% support and gave 91% support to executive compensation and 97% support for holding annual say‑on‑pay votes. They also approved an amendment increasing the 2019 Stock Incentive Plan share pool from 125 million to 185 million and ratified Deloitte & Touche LLP as auditor. Following the meeting, Dow declared a quarterly dividend of $0.35 per share, marking the 459th consecutive dividend since 1912.
Dow Inc. and The Dow Chemical Company filed a current report to handle an administrative task for their upcoming annual report. Instead of placing a detailed description of securities directly inside the Form 10‑K for the year ended December 31, 2025, they are submitting that description as Exhibit 4.5 to this 8‑K and incorporating it into the 10‑K by reference. The exhibit covers securities registered under Section 12 of the Securities Exchange Act of 1934. No earnings results, new financings, or major business events are disclosed in this report.
Dow Inc. furnished an update on its business by issuing a press release announcing financial results for the fourth quarter of 2025. The company submitted an 8-K that identifies this press release as Exhibit 99.1 and clarifies that the information is furnished rather than filed under securities laws.
The filing notes that the press release, dated January 29, 2026, covers Dow’s operating results and financial condition for the period. It also states that the information is not automatically incorporated into any Securities Act registration statements or other documents.
Dow Inc. is launching Transform to Outperform, a company-wide restructuring and productivity program targeting at least $2 billion in near-term Operating EBITDA improvement. The plan focuses on simplifying operations, streamlining processes, resetting the cost structure and modernizing how Dow serves customers, including expanded use of AI and automation.
The Board approved a workforce reduction of about 4,500 roles globally. Severance and related benefit costs and future cash outlays tied to the program are expected to total $600–$800 million, with $70–$90 million to implement the workforce reduction. Overall one-time costs for Transform to Outperform are projected at $1.1–$1.5 billion, and Dow targets Op. EBITDA uplift of $500 in 2026, $1,200 incremental in 2027 and $300 incremental in 2028, with cash outlays primarily over the next two years.
Dow Inc. reported leadership changes involving a senior executive and a director. On December 29, 2025, A.N. Sreeram, Senior Vice President and Chief Technology Officer, gave notice that he will retire from the Company effective June 30, 2026. He will be succeeded by Andre Argenton, who has been appointed Chief Technology and Sustainability Officer effective January 1, 2026. Dr. Argenton has over 25 years of experience at Dow, including senior leadership roles in research and development, and will lead the global R&D organization while continuing to oversee environment, health, safety and sustainability.
Dow also disclosed that on January 2, 2026, director Rebecca B. Liebert resigned from the Board of Directors, effective immediately. Her resignation is due to her appointment as Chair of the Board of Directors of Occidental Chemical Corporation and is not related to any disagreement with Dow’s operations, policies or practices.
Dow Inc. furnished an 8-K announcing its third-quarter 2025 results via a press release dated October 23, 2025. The release is attached as Exhibit 99.1 under Item 2.02 (Results of Operations and Financial Condition). The company states the information is being furnished and not deemed filed under the Exchange Act, which means it is not subject to Section 18 liabilities. An Exhibit 104 cover page interactive data file is also included.
The company disclosed documentation related to a Notes offering, filing an Underwriting Agreement for the offering and attaching related exhibits. It included the Indenture among the company, The Dow Chemical Company and the trustee, plus the form of 4.800% notes due 2031 and the form of 5.650% notes due 2036. The filing also includes an opinion and consent from Allen & Overy Shearman Sterling US LLP and notes that the cover page interactive data is embedded in the Inline XBRL document. The report is signed by Andrea L. Dominowski, Controller and Vice President of Controllers.
Dow Inc. completed the sale of an additional 9% equity stake in Diamond Infrastructure Solutions to a fund managed by Macquarie Asset Management. Diamond Infrastructure Solutions is described as a dedicated infrastructure company holding select U.S. Gulf Coast infrastructure assets. The transaction was carried out under a previously announced option that gave the Macquarie-managed fund the right to purchase this additional stake. Dow communicated the completion of this sale through a press release furnished as an exhibit to this report.