STOCK TITAN

DOW INC. (DOW) executive discloses 11,042 shares and multi-year stock options

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(Neutral)
Form Type
3

Rhea-AI Filing Summary

DOW INC. executive de Mattos Cunha Neto Nestor, President, Ind Interm & Infras, reported his initial ownership on Form 3. He holds 11,042.501 shares of common stock directly, including restricted stock units scheduled for delivery in 2027, 2028 and 2029 subject to continued employment.

He also holds several direct non-qualified stock options over common stock, with exercise prices between $32.65 and $72.77 per share and expirations from 2028 to 2036. Some options are fully exercisable, while others vest in tranches through 2029, with certain option shares designated to satisfy withholding taxes.

Positive

  • None.

Negative

  • None.
Insider de Mattos Cunha Neto Nestor
Role President, Ind Interm & Infras
Type Security Shares Price Value
holding Non-Qualified Stock Option (Right to Buy) F2 -- -- --
holding Non-Qualified Stock Option (Right to Buy) F2 -- -- --
holding Non-Qualified Stock Option (Right to Buy) F2 -- -- --
holding Non-Qualified Stock Option (Right to Buy) F2 -- -- --
holding Non-Qualified Stock Option (Right to Buy) F3 -- -- --
holding Non-Qualified Stock Option (Right to Buy) F4 -- -- --
holding Non-Qualified Stock Option (Right to Buy) F5 -- -- --
holding Common Stock F1 -- -- --
Holdings After Transaction: Non-Qualified Stock Option (Right to Buy) — 56,031 shares (Direct); Common Stock — 11,042.501 shares (Direct)
Footnotes (5)
  1. F1. Total includes restricted stock units to be delivered in one installment on or about the following dates, subject to continued employment: 1,485 shares on February 15, 2027; 2,440 shares on February 13, 2028; and 3,090 shares on February 12, 2029.
  2. F2. This option is fully vested and exercisable.
  3. F3. Two-thirds of this option is exercisable. The remaining one-third will vest February 15, 2027. Option shares will be used to satisfy withholding taxes.
  4. F4. One-third of this option is exercisable. The remaining two-thirds will vest in equal installments on February 13, 2027 and February 13, 2028. Option shares will be used to satisfy withholding taxes.
  5. F5. This option will vest in three equal annual installments beginning on February 12, 2027. Option shares will be used to satisfy withholding taxes.
Common shares held 11,042.501 shares Direct DOW common stock holdings reported on Form 3
Option exercise price $72.77 per share Non-qualified stock option expiring 2028-02-15 over 716 underlying shares
Option exercise price $32.65 per share Non-qualified stock option expiring 2036-02-12 over 16,810 underlying shares
Largest option block 16,810 shares Underlying common shares for option with $32.65 exercise price expiring 2036-02-12
Future RSU deliveries 1,485; 2,440; 3,090 shares Restricted stock units scheduled for 2027, 2028 and 2029 deliveries
Officer title President, Ind Interm & Infras Reported role of Nestor de Mattos Cunha Neto at DOW INC.
Non-Qualified Stock Option financial
"security_title: "Non-Qualified Stock Option (Right to Buy)""
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
restricted stock units financial
"Total includes restricted stock units to be delivered in one installment"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
withholding taxes financial
"Option shares will be used to satisfy withholding taxes."
Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.
fully vested and exercisable financial
"This option is fully vested and exercisable."

FAQ

What does the DOW (DOW INC.) Form 3 filing report for Nestor de Mattos Cunha Neto?

It reports his initial ownership as an officer of DOW INC., including 11,042.501 common shares held directly and multiple non-qualified stock option grants with specified exercise prices and future vesting schedules.

How many DOW common shares does Nestor de Mattos Cunha Neto hold according to this Form 3?

He holds 11,042.501 shares of DOW common stock directly. This total includes restricted stock units scheduled to be delivered in installments in 2027, 2028 and 2029, subject to continued employment.

What stock options are reported for Nestor de Mattos Cunha Neto in the DOW Form 3?

He holds several non-qualified stock options on DOW common stock with exercise prices from $32.65 to $72.77 and expirations between 2028 and 2036, covering various amounts of underlying shares that vest over time.

Are Nestor de Mattos Cunha Neto’s DOW stock options fully vested?

Some options are fully vested and exercisable, while others vest in scheduled tranches through 2029. Footnotes explain that portions vest on specific February dates, with some option shares used to satisfy withholding taxes.

What restricted stock units are included in Nestor de Mattos Cunha Neto’s DOW holdings?

His total common stock holdings include restricted stock units to be delivered in one installment on or about February 15, 2027, February 13, 2028, and February 12, 2029, contingent on continued employment.

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SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
de Mattos Cunha Neto Nestor

(Last)(First)(Middle)
2211 H.H. DOW WAY

(Street)
MIDLAND MICHIGAN 48674

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
08/12/2026
3. Issuer Name and Ticker or Trading Symbol
DOW INC. [ DOW ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President, Ind Interm & Infras
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock11,042.501(1)D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Option (Right to Buy) (2)02/15/2028Common Stock716$72.77D
Non-Qualified Stock Option (Right to Buy) (2)02/11/2031Common Stock3,649$57.67D
Non-Qualified Stock Option (Right to Buy) (2)02/10/2032Common Stock4,700$60.95D
Non-Qualified Stock Option (Right to Buy) (2)02/09/2033Common Stock5,114$59.08D
Non-Qualified Stock Option (Right to Buy) (3)02/15/2034Common Stock9,982$55.17D
Non-Qualified Stock Option (Right to Buy) (4)02/13/2035Common Stock15,060$38.34D
Non-Qualified Stock Option (Right to Buy) (5)02/12/2036Common Stock16,810$32.65D
Explanation of Responses:
1. Total includes restricted stock units to be delivered in one installment on or about the following dates, subject to continued employment: 1,485 shares on February 15, 2027; 2,440 shares on February 13, 2028; and 3,090 shares on February 12, 2029.
2. This option is fully vested and exercisable.
3. Two-thirds of this option is exercisable. The remaining one-third will vest February 15, 2027. Option shares will be used to satisfy withholding taxes.
4. One-third of this option is exercisable. The remaining two-thirds will vest in equal installments on February 13, 2027 and February 13, 2028. Option shares will be used to satisfy withholding taxes.
5. This option will vest in three equal annual installments beginning on February 12, 2027. Option shares will be used to satisfy withholding taxes.
Remarks:
/s/ Nestor de Mattos Cunha Neto08/14/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)