Dow director granted 5,127 restricted stock units

Wyant Jill S reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Wyant Jill S reported acquisition or exercise transactions in this Form 4 filing.

Dow Inc. director Jill S. Wyant reported receiving a grant of 5,127 shares of common stock as time-vested restricted stock units. These units will be settled in one installment of Dow common shares after her separation from the company, and the total includes previously reported restricted stock units. Following this award, she directly holds 29,777 shares of Dow common stock. She also holds phantom stock units equivalent to 19,524.67 shares of common stock, accrued under a compensation deferral election and payable in cash in a lump sum or installments.

Insider Trade Summary

Grant/Award: 5,127 shares

Grant/Award 2 txns

Insider Wyant Jill S

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	5,127	$0.00	$0.00
holding	Phantom Stock Units	--	--	--

Holdings After Transaction: Common Stock — 29,777 shares (Direct); Phantom Stock Units — 19,524.67 contracts (Direct)

Footnotes (4)

1. F1. Time vested restricted stock units to be settled in one installment of shares of common stock of the Issuer following the date of separation of the Reporting Person.
2. F2. Total includes previously reported restricted stock units.
3. F3. There is generally no conversion price for these phantom stock units. Each phantom stock unit is the equivalent of one share of common stock of the Issuer.
4. F4. Phantom stock units accrue under a compensation deferral election. Phantom stock units are payable in cash in lump sum or installments at the election of the Reporting Person, and do not carry an exercisabledate or expiration date.

Key Figures

Restricted stock unit grant: 5,127 shares Shares held after grant: 29,777 shares RSU grant price: $0.00 per share +2 more

5 metrics

Restricted stock unit grant 5,127 shares Time-vested RSUs granted on 2026-04-09

Shares held after grant 29,777 shares Direct Dow common stock holdings following transaction

RSU grant price $0.00 per share Compensation grant with no purchase price

Phantom stock underlying shares 19,524.67 shares Phantom stock units equivalent Dow common shares

Phantom stock exercise price $0.00 No conversion price for phantom stock units

Key Terms

restricted stock units, phantom stock units, compensation deferral election, payable in cash in lump sum or installments, +1 more

5 terms

restricted stock units financial

"Time vested restricted stock units to be settled in one installment of shares of common stock"

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.

phantom stock units financial

"There is generally no conversion price for these phantom stock units"

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

compensation deferral election financial

"Phantom stock units accrue under a compensation deferral election"

payable in cash in lump sum or installments financial

"Phantom stock units are payable in cash in lump sum or installments at the election of the Reporting Person"

time vested financial

"Time vested restricted stock units to be settled in one installment"

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

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Accepted by SEC EDGAR 04/13/2026 - 05:02 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Wyant Jill S

(Last) (First) (Middle)

2211 H.H. DOW WAY

(Street)

MIDLAND MICHIGAN 48674

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DOW INC. [ DOW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/09/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/09/2026		A		5,127(1)	A	$0	29,777(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock Units	(3)							(4)	(4)	Common Stock	19,524.67		19,524.67	D

Explanation of Responses:

1. Time vested restricted stock units to be settled in one installment of shares of common stock of the Issuer following the date of separation of the Reporting Person.

2. Total includes previously reported restricted stock units.

3. There is generally no conversion price for these phantom stock units. Each phantom stock unit is the equivalent of one share of common stock of the Issuer.

4. Phantom stock units accrue under a compensation deferral election. Phantom stock units are payable in cash in lump sum or installments at the election of the Reporting Person, and do not carry an exercisabledate or expiration date.

Remarks:

	/s/ Jill S. Wyant	04/13/2026
	** Signature of Reporting Person	Date
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 4 (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 4: SEC 1474 (03-26)