Dow Inc. (DOW) SEC Filings & Earnings Calls

Middle East conflict disruption

“During 2026, the ongoing conflict involving Iran, Israel, and the United States and the resulting regional instability have disrupted global energy and petrochemical supply chains.” · word for word

Asia Pacific volume decline

“Volume decreased in Asia Pacific (down 12 percent)” · word for word

Middle East conflict impacting Asia Pacific volumes, particularly in Polyurethanes & Construction Chemicals and Hydrocarbons & Energy.

“Volume decreased 1% year-over-year. This reflects higher volumes in all regions except Asia Pacific, where impacts from the Middle East conflict are most pronounced.” · word for word

Higher raw material and logistics costs partially offsetting price gains, with energy costs in EMEAI also a headwind.

“higher raw materials and logistics costs. ... partially offset by higher energy costs in EMEAI.” · word for word

Planned maintenance activity increased, impacting operating EBIT in Packaging & Specialty Plastics.

“partly offset by higher planned maintenance activity.” · word for word

Middle East conflict disruption

“During 2026, geopolitical instability in the Middle East, including the conflict involving Iran, Israel, and the United States and related tensions affecting maritime transit through the Strait of Hormuz, has disrupted global energy and petrochemical supply chains.” · word for word

Volume decline in Asia Pacific and EMEAI

“Volume decreased in Asia Pacific (down 9 percent) and EMEAI (down 4 percent).”

Restructuring execution risk

“Restructuring and asset related charges - net was $503 million in the second quarter of 2026.” · word for word

Volume decreased 1% y/y despite strong price gains; planned maintenance and Middle East conflict impacted volumes.

“Volume decreased 1% year-over-year; declines in Packaging & Specialty Plastics due to planned maintenance; Middle East conflict impacts.”

Geopolitical risks from Middle East conflict and Russia-Ukraine war continue to impact operations.

“Middle East conflict impacting volumes in EMEAI and Asia Pacific; idling of cracker in EMEAI due to conflict.”

Planned maintenance activity impacted volumes in Packaging & Specialty Plastics.

“Higher planned maintenance activity in Hydrocarbons & Energy, resulting in lower merchant sales.” · word for word

Significant items of $0.45 per share excluded from operating EPS, including Transform to Outperform costs.

“Op. EPS excludes significant items totaling $0.45 per share, driven by costs associated with Transform to Outperform.” · word for word

Potential dilution from share issuance, but limited to employee compensation.

“Shares may become issued and outstanding upon the exercise, settlement or vesting of certain awards” · word for word

Middle East conflict disruption

“The current conflict and geopolitical conditions in the Middle East have impacted the global chemical industry, resulting in damage to upstream oil and gas infrastructure and logistics challenges in the geographic region.” · word for word

Credit rating downgrade

“On February 18, 2026, Standard & Poor's announced a long-term credit rating change for TDCC from BBB to BBB- and a short-term credit rating change from A-2 to A-3, with its outlook remaining negative.” · word for word

Sadara guarantee liability

“The first quarter of 2026 included losses of $292 million primarily related to an adjustment to the Company's liability associated with its guarantee of Sadara's project financing debt” · word for word

Middle East conflict impacting Industrial Intermediates & Infrastructure volumes

“Volume decreased 4% year-over-year, primarily driven by lower volumes in Polyurethanes & Construction Chemicals, including impacts from the Middle East conflict.” · word for word

Sadara equity loss suspension and guarantee liability adjustment

“Suspended Sadara equity loss recognition. Op. EPS excludes significant items totaling $0.60 per share, driven by an adjustment to the Sadara guarantee liability.”

Transition risk minimal due to insider promotion; stock plan dilution risk from increased share authorization.

“Stock plan shares increased from 125M to 185M, approved by 76% of votes cast.”

Prolonged industry downturn

“Delivered Operating EBIT 1 of $0.4 billion against challenging industry conditions. ... Navigated prolonged industry downturn by taking several actions to support the Company’s earnings, cash generation and future competitiveness” · word for word

Negative free cash flow

“Free Cash Flow (non-GAAP) $ (1,417)” · word for word

Dividend cut

“supported a recommendation that led to the Board’s decision to reduce Dow’s dividend by 50 percent” · word for word

Execution risk of Transform to Outperform program

“Initiated the Transform to Outperform Program, a comprehensive plan to achieve significant growth and to simplify how the Company operates and streamline its processes, which is expected to deliver at least $2 billion of Operating EBITDA 1 uplift by the end of 2028.” · word for word

Share dilution from equity plan

“If the proposal is approved by our stockholders, the additional 60 million shares available for issuance under the SIP would increase overhang using these calculations to 16.5 percent.” · word for word

Cyclical demand in chemicals

“The Company's global breadth, asset integration and scale, customer-focused innovation and leading business positions enable it to achieve profitable growth and help deliver a sustainable future.” · word for word

Raw material cost volatility

“Hydrocarbon-based raw materials are the major raw material streams that feed the production of the Company's finished goods.” · word for word

European energy costs

“The shutdown will right-size regional capacity, reduce merchant sales exposure, and remove higher cost, energy intensive portions of Dow's portfolio in the region.” · word for word

Latin America economic conditions

“Additionally, the Company recognized a $303 million pretax impairment charge related to assets used for chlor-alkali, propylene oxide and brine production in Latin America due to challenging economic conditions in the region.” · word for word

Goodwill impairment risk

“Upon completion of the annual goodwill impairment testing in the fourth quarter of 2025, the Company determined the fair value of the Polyurethanes & Construction Chemicals reporting unit was lower than its carrying amount. As a result, the Company recorded a goodwill impairment charge of $690 million.” · word for word

Execution risk from large-scale restructuring and potential operational disruption.

“Transform to Outperform actions involve significant changes; cash outlays over two years.”

Impairment charges and pension settlement costs significantly impacted GAAP results.

“Op. EPS excludes significant items totaling $1.81 per share, led by impairment charges associated with the Polyurethanes & Construction Chemicals business and non-cash pension settlement charges.” · word for word

Severe margin compression across all segments.

“Op. EBIT was $33 million, down $421 million year-over-year.”

Prolonged Industry Downturn

“The balance of supply relative to demand within the industry has been and continues to be significantly impacted by the addition of new capacity... resulting in downward pressure on prices and decreased operating rates.” · word for word

Trade Policy Disruption

“Shifts in tariffs, import/export restrictions, trade sanctions... could impact the Company's sales volume, sales price, and production and other costs.” · word for word

Credit Rating Downgrade

“Moody's Ratings announced a long-term credit rating change for TDCC from Baa1 to Baa2... Fitch Ratings announced a long-term credit rating change for TDCC from BBB+ to BBB.” · word for word

Joint Venture Losses

“Equity in losses of nonconsolidated affiliates was $72 million in the third quarter of 2025, compared with equity in earnings of $2 million in the third quarter of 2024.” · word for word