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Dow Inc SEC Filings

DOW NYSE

Welcome to our dedicated page for Dow SEC filings (Ticker: DOW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Dow Inc. filings document the company's public reporting as a Delaware materials science issuer with common stock listed on the New York Stock Exchange. Its 8-K filings furnish quarterly results and financial condition updates, including segment sales, pricing, volume, operating items and equity-method matters tied to businesses such as Packaging & Specialty Plastics, Industrial Intermediates & Infrastructure, and Performance Materials & Coatings.

Dow's regulatory record also includes proxy materials for director elections, executive compensation, stock incentive plan approvals, auditor ratification and stockholder advisory votes. Other filings address board and officer changes, exit and disposal cost accruals, exhibits incorporated into Form 10-K reporting, and the capital structure of Dow Inc. common stock and The Dow Chemical Company exchange-listed notes.

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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.

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Dow Inc. is registering 5,410,000 shares of common stock for issuance under its 2019 Stock Incentive Plan. These shares will be used to settle equity awards tied to the company’s stock, including awards originally granted under legacy DowDuPont and related company plans that were converted into Dow Inc. awards at the time of the 2019 spin-off, as well as awards granted directly by Dow since then under the plan.

The registration also covers additional shares that may become issuable under the plan because of stock dividends, splits, recapitalizations or similar non-cash corporate actions. Any cash Dow receives will come only from the exercise prices of stock options granted under the plan, and those proceeds will be used for general corporate purposes. Dow’s common stock trades on the New York Stock Exchange under the symbol DOW; the last reported closing price was $28.50 per share on July 9, 2026.

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DOW INC. Chief Executive Officer Karen S. Carter reported new equity compensation grants and updated her holdings. She received 24,150 shares of common stock as a grant at $0.00 per share, bringing her directly held common stock to 174,481 shares. These restricted stock units are scheduled to be delivered in one installment on or about February 12, 2029, subject to continued employment.

Carter also received a non-qualified stock option for 126,640 shares of common stock at an exercise price of $27.02 per share, expiring on February 12, 2036. This option will vest in three equal annual installments beginning on February 12, 2027, and option shares will be used to satisfy withholding taxes. She additionally holds 14,183.55 phantom stock units, each equivalent to one share of common stock and payable in cash, plus indirect holdings through 401(k) plans. All reported activity reflects compensation-related awards rather than open-market purchases or sales.

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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.

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Fitterling James R reported acquisition or exercise transactions in this Form 4 filing.

Dow Inc. Chair and CEO James R. Fitterling reported an equity award and corrected prior ownership data. He received 68,230 restricted stock units, with delivery in one installment on or about February 12, 2029, subject to continued employment. Following this award and correction, he beneficially owns 190,117 shares, including previously reported restricted stock units.

The amended filing explains that an earlier Form 4 mistakenly reported a transaction that did not occur. This amendment removes that erroneous transaction entirely and updates the total securities beneficially owned to the correct amount.

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Dow Inc Schedule 13G: Vanguard Capital Management reports beneficial ownership of 53,373,360 shares of Common Stock, representing 7.41% of the class. The filing shows sole dispositive power over 53,373,360 shares and sole voting power over 7,179,545 shares. The filing is signed by Ashley Grim on 04/29/2026.

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Dow Inc. reported a wider net loss for the quarter ended March 31, 2026 as weak volumes and large special charges weighed on results. Net sales were $9.79 billion versus $10.43 billion a year earlier, while net loss widened to $445 million and loss per share to $0.74 from $0.44.

Results included sizeable non‑operating items: a $292 million Sadara guarantee liability adjustment and $101 million of restructuring and Transform to Outperform costs, partly offset by a $40 million gain from the Nova ethylene asset matter. Despite the loss, operating cash flow improved sharply to $1.12 billion, helped by working capital movements and dividends from nonconsolidated affiliates.

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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.

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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.

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Dow Inc. director Richard K. Davis reported an equity award of 5,127 common shares in the form of time-vested restricted stock units. The units were acquired at a stated price of $0.00 per share as a grant or award, not an open-market purchase.

According to the filing, these restricted stock units will be settled in one installment of Dow common stock following his separation from service. After this award, Davis directly holds a total of 55,299 shares and restricted stock units, including amounts previously reported.

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FAQ

How many Dow (DOW) SEC filings are available on StockTitan?

StockTitan tracks 73 SEC filings for Dow (DOW), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Dow (DOW)?

The most recent SEC filing for Dow (DOW) was filed on July 10, 2026.