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      Dow reports fourth quarter 2025 results

      Dow, Inc. (PRNewsfoto/The Dow Chemical Company)

      News provided by

      The Dow Chemical Company

      Jan 29, 2026, 06:00 ET

      Share this article

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      MIDLAND, Mich., Jan. 29, 2026 /PRNewswire/ -- Dow (NYSE: DOW):

      FINANCIAL HIGHLIGHTS

      • Net sales were $9.5 billion, down 9% year-over-year, reflecting declines in all operating segments. Sequentially, net sales were down 5%, led by local price and volume declines from normal seasonality.
      • Volume decreased 2% year-over-year, led by declines in Packaging & Specialty Plastics, driven by lower merchant olefins sales in Europe, the Middle East, Africa and India (EMEAI) following the idling of a cracker in the region earlier in the year. Sequentially, volume decreased 2%, led by normal seasonality across building & construction.
      • Local price was down 8% versus the year-ago period and down 3% sequentially.
      • GAAP net loss was $1.5 billion. Op. EBIT1 was $33 million, down $421 million year-over-year. This was primarily driven by price declines and lower operating rates, which were partly offset by tailwinds from the Company's cost reduction program. Sequentially, Op. EBIT decreased $147 million, driven by margin compression and seasonally lower demand, partly offset by lower fixed costs.
      • GAAP loss per share was $2.15; operating earnings per share (EPS)1 was a loss of $0.34, compared to $0.00 in the year-ago period and a loss of $0.19 in the prior quarter. 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.
      • Cash provided by operating activities – continuing operations was $298 million, down $513 million year-over-year, primarily driven by lower earnings. Sequentially, it was down $832 million, primarily driven by advance payments received for low-carbon solutions and other long-term supply agreements in the prior quarter.
      • Returns to shareholders totaled $251 million of dividends in the quarter.
      • The Company delivered full year net sales of $40.0 billion in 2025. GAAP net loss was $2.4 billion, down from income of $1.2 billion in 2024. Operating EBIT was $0.4 billion, down from $2.6 billion last year. Cash provided by operating activities – continuing operations was $1.1 billion compared to $2.9 billion in 2024. The Company delivered returns to shareholders of $1.5 billion in dividends.

      SUMMARY FINANCIAL RESULTS 


      Three Months Ended Dec 31

      Three Months Ended Sep 30

      In millions, except per share amounts

      4Q25

      4Q24

      vs. SQLY

      [B / (W)]

      3Q25

      vs. PQ

      [B / (W)]

      Net Sales

      $9,460

      $10,405

      $(945)

      $9,973

      $(513)

      GAAP Income (Loss) Net of Tax

      $(1,477)

      $(35)

      $(1,442)

      $124

      $(1,601)

      Operating EBIT¹

      $33

      $454

      $(421)

      $180

      $(147)

      Operating EBITDA¹

      $741

      $1,205

      $(464)

      $868

      $(127)

      GAAP Earnings (Loss) Per Share

      $(2.15)

      $(0.08)

      $(2.07)

      $0.08

      $(2.23)

      Operating Earnings Per Share¹

      $(0.34)

      $0.00

      $(0.34)

      $(0.19)

      $(0.15)

      Cash Provided by (Used for) Operating Activities – Cont. Ops

      $298

      $811

      ($513)

      $1,130

      ($832)








      1.

      Op. Earnings Per Share, Op. EBIT, Op. EBIT Margin and Op. EBITDA, Free Cash Flow and Cash Flow Conversion are non-GAAP measures. See page 6 for further discussion.

      ®TM Trademark of The Dow Chemical Company or an affiliated company of Dow

      CEO QUOTE

      "Dow's self-help measures continue to gain traction and were evident in our fourth quarter results," said Jim Fitterling, Dow chair and CEO. "In 2025, we achieved well over half of our more than $6.5 billion in near-term cash and cost support actions, including the accelerated delivery of more than $400 million in cost savings from our $1 billion program. As we move forward, Transform to Outperform represents a comprehensive and radical simplification of our operating model. It aims to deliver step-change productivity across every business and function and growth with our customers. We expect these efforts to provide at least $2 billion in additional near-term earnings while helping Dow set new competitive standards and improve shareholder returns."

      SEGMENT HIGHLIGHTS

      Packaging & Specialty Plastics


      Three Months Ended Dec 31

      Three Months Ended Sep 30

      In millions

      4Q25

      4Q24

      vs. SQLY

      [B / (W)]

      3Q25

      vs. PQ

      [B / (W)]

      Net Sales

      $4,744

      $5,315

      $(571)

      $4,891

      $(147)

      Operating EBIT

      $215

      $447

      $(232)

      $199

      $16

      Equity Earnings (Losses)

      $(5)

      $(15)

      $10

      $(6)

      $1

      Packaging & Specialty Plastics segment net sales in the quarter were $4.7 billion, down 11% versus the year-ago period1. Local price decreased 9% year-over-year, primarily driven by lower downstream polymer prices. Currency increased net sales by 1%. Volume decreased 2% year-over-year, driven by lower merchant olefins sales in EMEAI following the idling of one of our crackers in the region earlier in the year. On a sequential basis, net sales declined, primarily driven by lower prices for downstream polymers, which were partly offset by higher licensing revenue.

      Equity losses for the segment were $5 million, an improvement of $10 million compared to the prior year, primarily driven by lower fixed costs at Sadara. Sequentially, equity earnings were flat as improvements at Sadara following an unplanned outage last quarter were offset by lower earnings at the Thai joint ventures.

      Op. EBIT was $215 million, a decrease of $232 million compared to the year-ago period, driven by lower integrated margins and operating rates, partly offset by lower fixed costs. Sequentially, Op. EBIT increased by $16 million, driven by lower fixed costs, partly offset by margin compression.

      Packaging and Specialty Plastics business reported a net sales decrease versus the year-ago period, driven by lower downstream polymer prices and lower demand in photovoltaics, partly offset by higher demand for wire & cable applications. Sequentially, net sales decreased as lower downstream polymer prices, led by EMEAI, were partly offset by higher licensing revenue and volume gains in polyethylene.

      Hydrocarbons & Energy business reported a net sales decrease both year-over-year and sequentially, driven by lower merchant olefins sales, partly offset by higher energy sales.  

      1.

      Includes a 1% unfavorable impact from the sale of the flexible packaging laminating adhesives business in the fourth quarter of 2024 which is presented as "Portfolio & Other" in the Sales Variances by Segment and Geographic Region table on page 10.

      Industrial Intermediates & Infrastructure


      Three Months Ended Dec 31

      Three Months Ended Sep 30

      In millions

      4Q25

      4Q24

      vs. SQLY

      [B / (W)]

      3Q25

      vs. PQ

      [B / (W)]

      Net Sales

      $2,688

      $2,948

      $(260)

      $2,834

      $(146)

      Operating EBIT

      $(201)

      $84

      $(285)

      $(47)

      $(154)

      Equity Earnings (Losses)

      $(117)

      $(39)

      $(78)

      $(68)

      $(49)

      Industrial Intermediates & Infrastructure segment net sales were $2.7 billion, down 9% versus the year-ago period. Local price declined 9% year-over-year, reflecting declines in both businesses. Currency increased net sales by 1%. Volume decreased 1% year-over-year, primarily driven by lower volumes in Polyurethanes & Construction Chemicals. On a sequential basis, net sales decreased 5% as local price declines and seasonally lower volumes in building & construction were partly offset by seasonal increases in deicing fluid demand. 

      Equity losses for the segment were $117 million, compared to equity losses of $39 million in the year-ago period, driven by lower integrated margins for MEG at the Kuwait joint ventures. Equity losses in the prior quarter were $68 million. Sequentially, the earnings decline was primarily driven by lower MEG margins at the Kuwait joint ventures.

      Op. EBIT decreased $285 million versus the year-ago period, driven by lower integrated margins, partly offset by tailwinds from the Company's cost reduction actions. On a sequential basis, Op. EBIT decreased by $154 million, driven by lower integrated margins and operating rates in both businesses.

      Polyurethanes & Construction Chemicals business reported a decrease in net sales compared to the year-ago period, primarily driven by local price, along with lower volumes in all regions except the U.S. & Canada. Sequentially, net sales decreased, driven by seasonally lower demand for building & construction applications.

      Industrial Solutions business reported a decrease in net sales compared to the year-ago period, primarily driven by lower local prices, while higher demand for deicing fluids was offset by lower ethylene oxide project-related catalyst sales. Sequentially, net sales decreased, as lower local prices were partly offset by seasonally higher demand for deicing fluids.

      Performance Materials & Coatings


      Three Months Ended Dec 31

      Three Months Ended Sep 30

      In millions

      4Q25

      4Q24

      vs. SQLY

      [B / (W)]

      3Q25

      vs. PQ

      [B / (W)]

      Net Sales

      $1,852

      $1,965

      $(113)

      $2,082

      $(230)

      Operating EBIT

      $25

      $(9)

      $34

      $80

      $(55)

      Equity Earnings (Losses)

      $3

      $2

      $1

      $1

      $2

      Performance Materials & Coatings segment net sales in the quarter were $1.9 billion, down 6% versus the year-ago period. Local price decreased 4% year-over-year, driven by declines in both businesses. Currency was flat. Volume was down 2% year-over-year, driven by lower volumes in Coatings & Performance Monomers while volumes in Consumer Solutions were flat. On a sequential basis, net sales were down 11%, driven by seasonally lower demand in both businesses.  

      Op. EBIT increased $34 million versus the year-ago period, primarily driven by lower fixed costs. Sequentially, Op. EBIT decreased $55 million, driven by seasonally lower demand and higher planned maintenance activity.

      Consumer Solutions business reported a decrease in net sales versus the year-ago period, driven by lower upstream siloxanes prices and lower demand in building & construction end markets, partly offset by higher demand for electronics and mobility applications. Sequentially, net sales decreased, primarily driven by seasonally lower demand.

      Coatings & Performance Monomers business reported a decrease in net sales compared to the year-ago period, driven by lower prices, led by declines in acrylic monomers, as well as lower supply availability from a planned turnaround at our Deer Park, Texas methacrylates facility. Sequentially, net sales decreased, primarily driven by seasonally lower demand for architectural coatings and lower supply availability.

      OUTLOOK

      "Team Dow remains focused on delivering near-term cost savings, navigating an unprecedented industry downturn and our long-standing cultural values of safety and reliability," said Fitterling. "At the same time – by reducing complexity, adopting the best available technologies and streamlining our end-to-end processes – Transform to Outperform is expected to provide step-change productivity gains while enabling consistent growth. We will make breakthrough improvements across our company to fundamentally simplify Dow's operating model. Doing so will position us well to work more efficiently, better serve our customers and deliver improved shareholder returns."

      Conference Call
      Dow will host a live webcast of its quarterly earnings conference call with investors to discuss its results, business outlook and other matters today at 8:00 a.m. ET. The webcast and slide presentation that accompany the conference call will be posted on the events and presentations page of investors.dow.com.

      About Dow
      Dow (NYSE: DOW) is one of the world's leading materials science companies, serving customers in high-growth markets such as packaging, infrastructure, mobility and consumer applications. Our global breadth, asset integration and scale, customer-focused innovation and leading business positions enable us to achieve profitable growth and help deliver a sustainable future. We operate manufacturing sites in 29 countries and employ approximately 34,600 people. Dow delivered sales of approximately $40 billion in 2025. References to Dow or the Company mean Dow Inc. and its subsidiaries. Learn more about us at www.dow.com.

      Cautionary Statement about Forward-Looking Statements

      Certain statements in this press release are "forward-looking statements" within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements often address expected future business and financial performance, financial condition, and other matters, and often contain words or phrases such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "opportunity," "outlook," "plan," "project," "seek," "should," "strategy," "target," "will," "will be," "will continue," "will likely result," "would" and similar expressions, and variations or negatives of these words or phrases.

      Forward-looking statements are based on current assumptions and expectations of future events that are subject to risks, uncertainties and other factors that are beyond Dow's control, which may cause actual results to differ materially from those projected, anticipated or implied in the forward-looking statements and speak only as of the date the statements were made. These factors include, but are not limited to: sales of Dow's products; Dow's expenses, future revenues and profitability; any sanctions, export restrictions, supply chain disruptions or increased economic uncertainty related to the ongoing conflicts between Russia and Ukraine and in the Middle East; capital requirements and need for and availability of financing; unexpected barriers in the development of technology, including with respect to Dow's contemplated capital and operating projects; Dow's ability to realize its commitment to carbon neutrality on the contemplated timeframe, including the completion and success of its integrated ethylene cracker and derivatives facility in Alberta, Canada; size of the markets for Dow's products and services and ability to compete in such markets; Dow's ability to develop and market new products and optimally manage product life cycles; the rate and degree of market acceptance of Dow's products; significant litigation and environmental matters and related contingencies and unexpected expenses; the success of competing technologies that are or may become available; the ability to protect Dow's intellectual property in the United States and abroad; developments related to contemplated restructuring activities and proposed divestitures or acquisitions such as workforce reduction, manufacturing facility and/or asset closure and related exit and disposal activities, and the benefits and costs associated with each of the foregoing; fluctuations in energy and raw material prices; management of process safety and product stewardship; changes in relationships with Dow's significant customers and suppliers; changes in public sentiment and political leadership; increased concerns about plastics in the environment and lack of a circular economy for plastics at scale; changes in consumer preferences and demand; changes in laws and regulations, political conditions, tariffs and trade policies, or industry development; global economic and capital markets conditions, such as inflation, market uncertainty, interest and currency exchange rates, and equity and commodity prices; business, logistics, and supply disruptions; security threats, such as acts of sabotage, terrorism or war, including the ongoing conflicts between Russia and Ukraine and in the Middle East; weather events and natural disasters; disruptions in Dow's information technology networks and systems, including the impact of cyberattacks; risks related to Dow's separation from DowDuPont Inc. such as Dow's obligation to indemnify DuPont de Nemours, Inc. and/or Corteva, Inc. for certain liabilities; and any global and regional economic impacts of a pandemic or other public health-related risks and events on Dow's business.

      Where, in any forward-looking statement, an expectation or belief as to future results or events is expressed, such expectation or belief is based on the current plans and expectations of management and expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the expectation or belief will result or be achieved or accomplished. A detailed discussion of principal risks and uncertainties which may cause actual results and events to differ materially from such forward-looking statements is included in the section titled "Risk Factors" contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, and the Company's subsequent reports filed with the U.S. Securities and Exchange Commission. These are not the only risks and uncertainties that Dow faces. There may be other risks and uncertainties that Dow is unable to identify at this time or that Dow does not currently expect to have a material impact on its business. If any of those risks or uncertainties develops into an actual event, it could have a material adverse effect on Dow's business. Dow Inc. and The Dow Chemical Company and its consolidated subsidiaries assume no obligation to update or revise publicly any forward-looking statements whether because of new information, future events, or otherwise, except as required by securities and other applicable laws.

      ®TM Trademark of The Dow Chemical Company or an affiliated company of Dow                 

      Non-GAAP Financial Measures
      This earnings release includes information that does not conform to GAAP and are considered non-GAAP measures. Management uses these measures internally for planning, forecasting and evaluating the performance of the Company's segments, including allocating resources. Dow's management believes that these non-GAAP measures best reflect the ongoing performance of the Company during the periods presented and provide more relevant and meaningful information to investors as they provide insight with respect to ongoing operating results of the Company and a more useful comparison of year-over-year results. These non-GAAP measures supplement the Company's GAAP disclosures and should not be viewed as alternatives to GAAP measures of performance. Furthermore, such non-GAAP measures may not be consistent with similar measures provided or used by other companies. Non-GAAP measures included in this release are defined below. Reconciliations for these non-GAAP measures to GAAP are provided in the Selected Financial Information and Non-GAAP Measures section starting on page 11. Dow does not provide forward-looking GAAP financial measures or a reconciliation of forward-looking non-GAAP financial measures to the most comparable GAAP financial measures on a forward-looking basis because the Company is unable to predict with reasonable certainty the ultimate outcome of pending litigation, unusual gains and losses, foreign currency exchange gains or losses and potential future asset impairments, as well as discrete taxable events, without unreasonable effort. These items are uncertain, depend on various factors, and could have a material impact on GAAP results for the guidance period.

      Operating Earnings Per Share is defined as "Earnings (loss) per common share - diluted" excluding the after-tax impact of significant items.

      Operating EBIT is defined as earnings (i.e., "Income (loss) before income taxes") before interest, excluding the impact of significant items.

      Operating EBIT Margin is defined as Operating EBIT as a percentage of net sales.

      Operating EBITDA is defined as earnings (i.e., "Income (loss) before income taxes") before interest, depreciation and amortization, excluding the impact of significant items.

      Free Cash Flow is defined as "Cash provided by operating activities - continuing operations," less capital expenditures. Under this definition, Free Cash Flow represents the cash generated by the Company from operations after investing in its asset base. Free Cash Flow, combined with cash balances and other sources of liquidity, represent the cash available to fund obligations and provide returns to shareholders. Free Cash Flow is an integral financial measure used in the Company's financial planning process.

      Cash Flow Conversion is defined as "Cash provided by operating activities - continuing operations," divided by Operating EBITDA. Management believes Cash Flow Conversion is an important financial metric as it helps the Company determine how efficiently it is converting its earnings into cash flow.

      Operating Return on Invested Capital ("ROC") is defined as net operating profit after tax, excluding the impact of significant items, divided by total average capital, also referred to as ROIC.

      Dow Inc. and Subsidiaries

      Consolidated Statements of Income


      In millions, except per share amounts (Unaudited)

      Three Months Ended

      Twelve Months Ended

      Dec 31,
      2025

      Dec 31,
      2024

      Dec 31,
      2025

      Dec 31,
      2024

      Net sales

      $    9,460

      $   10,405

      $   39,968

      $   42,964

      Cost of sales

      8,912

      9,470

      37,435

      38,358

      Research and development expenses

      173

      202

      752

      810

      Selling, general and administrative expenses

      339

      353

      1,392

      1,581

      Amortization of intangibles

      46

      76

      231

      310

      Restructuring, goodwill impairment and asset related charges - net

      1,034

      34

      1,856

      103

      Equity in losses of nonconsolidated affiliates

      (118)

      (51)

      (240)

      (6)

      Sundry income (expense) - net

      (205)

      159

      140

      415

      Interest income

      38

      57

      152

      200

      Interest expense and amortization of debt discount

      219

      216

      865

      811

      Income (loss) before income taxes

      (1,548)

      219

      (2,511)

      1,600

      Provision (credit) for income taxes

      (71)

      254

      (67)

      399

      Net income (loss)

      (1,477)

      (35)

      (2,444)

      1,201

      Net income attributable to noncontrolling interests

      66

      18

      179

      85

      Net income (loss) available for Dow Inc. common stockholders

      $   (1,543)

      $        (53)

      $   (2,623)

      $    1,116


      —

      —

      —

      —

      Per common share data:





      Earnings (loss) per common share - basic

      $     (2.15)

      $     (0.08)

      $     (3.70)

      $      1.57

      Earnings (loss) per common share - diluted

      $     (2.15)

      $     (0.08)

      $     (3.70)

      $      1.57






      Weighted-average common shares outstanding - basic

      718.2

      704.7

      711.6

      703.8

      Weighted-average common shares outstanding - diluted

      718.2

      704.7

      711.6

      705.1

      Dow Inc. and Subsidiaries

      Consolidated Balance Sheets


      In millions, except share amounts (Unaudited)

      Dec 31,
      2025

      Dec 31,
      2024

      Assets



      Current Assets



      Cash and cash equivalents

      $         3,816

      $         2,189

      Accounts and notes receivable:



      Trade (net of allowance for doubtful receivables - 2025: $59; 2024: $95)

      4,762

      4,756

      Other

      1,876

      2,108

      Inventories

      6,595

      6,544

      Other current assets

      1,013

      993

      Total current assets (variable interest entities restricted - 2025: $228; 2024: $55)

      18,062

      16,590

      Investments



      Investment in nonconsolidated affiliates

      1,264

      1,266

      Other investments (investments carried at fair value - 2025: $2,212; 2024: $2,047)

      3,017

      3,033

      Noncurrent receivables

      309

      380

      Total investments

      4,590

      4,679

      Property



      Property

      65,863

      62,121

      Less: Accumulated depreciation

      43,613

      40,117

      Net property (variable interest entities restricted - 2025: $2,385; 2024: $122)

      22,250

      22,004

      Other Assets



      Goodwill

      7,978

      8,565

      Other intangible assets (net of accumulated amortization - 2025: $5,727; 2024: $5,394)

      1,486

      1,721

      Operating lease right-of-use assets

      1,356

      1,268

      Deferred income tax assets

      1,511

      1,257

      Deferred charges and other assets

      1,305

      1,228

      Total other assets (variable interest entities restricted - 2025: $226; 2024: $15)

      13,636

      14,039

      Total Assets

      $       58,538

      $       57,312

      Liabilities and Equity



      Current Liabilities



      Notes payable

      $             90

      $           135

      Long-term debt due within one year

      222

      497

      Accounts payable:



      Trade

      4,151

      4,847

      Other

      1,394

      1,694

      Operating lease liabilities - current

      340

      318

      Income taxes payable

      337

      276

      Accrued and other current liabilities

      2,649

      2,521

      Total current liabilities (variable interest entities restricted - 2025: $438; 2024: $24)

      9,183

      10,288

      Long-Term Debt (variable interest entities restricted - 2025: $190; 2024: $—)

      17,849

      15,711

      Other Noncurrent Liabilities



      Deferred income tax liabilities

      364

      392

      Pension and other postretirement benefits - noncurrent

      4,694

      4,736

      Asbestos-related liabilities - noncurrent

      628

      713

      Operating lease liabilities - noncurrent

      1,097

      984

      Other noncurrent obligations

      7,201

      6,637

      Total other noncurrent liabilities (variable interest entities restricted - 2025: $364; 2024: $13)

      13,984

      13,462

      Stockholders' Equity



      Common stock (authorized 5,000,000,000 shares of $0.01 par value each;

      issued 2025: 790,287,565 shares; 2024: 784,471,939 shares)

      8

      8

      Additional paid-in capital

      11,112

      9,203

      Retained earnings

      16,781

      20,909

      Accumulated other comprehensive loss

      (7,660)

      (8,110)

      Treasury stock at cost (2025: 73,065,152 shares; 2024: 80,859,145 shares)

      (4,233)

      (4,655)

      Dow Inc.'s stockholders' equity

      16,008

      17,355

      Noncontrolling interests

      1,514

      496

      Total equity

      17,522

      17,851

      Total Liabilities and Equity

      $       58,538

      $       57,312

      Dow Inc. and Subsidiaries

      Consolidated Statements of Cash Flows


      In millions (Unaudited) For the years ended Dec 31,

      2025

      2024

      Operating Activities



      Net income

      $     (2,444)

      $       1,201

      Adjustments to reconcile net income to net cash provided by operating activities:



      Depreciation and amortization

      2,834

      2,894

      Provision (credit) for deferred income tax

      (341)

      135

      Earnings of nonconsolidated affiliates less than dividends received

      439

      348

      Net periodic pension benefit credit

      (95)

      (210)

      Pension contributions

      (209)

      (121)

      Net gain on sales of assets, businesses and investments

      (220)

      (65)

      Restructuring, goodwill impairment and asset related charges - net

      1,856

      103

      Other net loss

      440

      239

      Changes in assets and liabilities, net of effects of acquired and divested companies:



      Accounts and notes receivable

      73

      (224)

      Inventories

      (52)

      (529)

      Accounts payable

      (999)

      278

      Other assets and liabilities, net

      (220)

      (1,146)

      Cash provided by operating activities - continuing operations

      1,062

      2,903

      Cash provided by (used for) operating activities - discontinued operations

      (30)

      11

      Cash provided by operating activities

      1,032

      2,914

      Investing Activities



      Capital expenditures

      (2,479)

      (2,940)

      Proceeds from incentives related to capital expenditures

      145

      —

      Cash flow hedging related to capital expenditures

      (40)

      —

      Investment in gas field developments

      (157)

      (203)

      Proceeds from sales of property, businesses and consolidated companies, net of cash divested

      139

      234

      Acquisitions of property and businesses, net of cash acquired

      —

      (125)

      Investments in and loans to nonconsolidated affiliates

      (32)

      (28)

      Proceeds from sales of ownership interests in nonconsolidated affiliates

      125

      —

      Purchases of investments

      (881)

      (1,809)

      Proceeds from sales and maturities of investments

      1,022

      2,536

      Other investing activities, net

      32

      (33)

      Cash used for investing activities

      (2,126)

      (2,368)

      Financing Activities



      Changes in short-term notes payable

      (5)

      (61)

      Proceeds from issuance of short-term debt greater than three months

      64

      143

      Payments on short-term debt greater than three months

      (63)

      (17)

      Proceeds from issuance of long-term debt

      2,778

      1,467

      Payments on long-term debt

      (1,461)

      (267)

      Collections on securitization programs, net of remittances

      (9)

      (9)

      Purchases of treasury stock

      —

      (494)

      Proceeds from issuance of stock

      85

      166

      Transaction financing, debt issuance and other costs

      (137)

      (14)

      Employee taxes paid for share-based payment arrangements

      (18)

      (39)

      Distributions to noncontrolling interests

      (173)

      (77)

      Proceeds from sale of noncontrolling interests

      2,943

      —

      Dividends paid to stockholders

      (1,490)

      (1,966)

      Other financing activities, net

      (6)

      —

      Cash provided by (used for) financing activities

      2,508

      (1,168)

      Effect of exchange rate changes on cash, cash equivalents and restricted cash

      275

      (163)

      Summary



      Decrease in cash, cash equivalents and restricted cash

      1,689

      (785)

      Cash, cash equivalents and restricted cash at beginning of year

      2,263

      3,048

      Cash, cash equivalents and restricted cash at end of year

      $       3,952

      $       2,263

      Less: Restricted cash and cash equivalents, included in "Other current assets"

      136

      74

      Cash and cash equivalents at end of year

      $       3,816

      $       2,189

      Dow Inc. and Subsidiaries

      Net Sales by Segment and Geographic Region

       


      Net Sales by Segment

      Three Months Ended

      Twelve Months Ended

      In millions (Unaudited)

      Dec 31,
      2025

      Dec 31,
      2024

      Dec 31,
      2025

      Dec 31,
      2024

      Packaging & Specialty Plastics

      $    4,744

      $     5,315

      $   19,970

      $   21,776

      Industrial Intermediates & Infrastructure

      2,688

      2,948

      11,163

      11,869

      Performance Materials & Coatings

      1,852

      1,965

      8,134

      8,574

      Corporate

      176

      177

      701

      745

      Total

      $    9,460

      $   10,405

      $   39,968

      $   42,964

      U.S. & Canada

      $    3,677

      $     3,953

      $   15,806

      $   16,423

      EMEAI 1

      2,953

      3,334

      12,589

      13,958

      Asia Pacific

      1,786

      1,995

      7,219

      7,707

      Latin America

      1,044

      1,123

      4,354

      4,876

      Total

      $    9,460

      $   10,405

      $   39,968

      $   42,964

      Net Sales Variance by
      Segment and Geographic
      Region

      Three Months Ended Dec 31, 2025

      Twelve Months Ended Dec 31, 2025


      Local
      Price &
      Product
      Mix

      Currency

      Volume

      Portfolio /
      Other 2

      Total

      Local
      Price &
      Product
      Mix

      Currency

      Volume

      Portfolio /
      Other 2

      Total


      Percent change from prior year


      Packaging & Specialty
      Plastics

      (9) %

      1 %

      (2) %

      (1) %

      (11) %

      (8) %

      1 %

      — %

      (1) %

      (8) %


      Industrial Intermediates &
      Infrastructure

      (9)

      1

      (1)

      —

      (9)

      (6)

      —

      —

      —

      (6)


      Performance Materials &
      Coatings

      (4)

      —

      (2)

      —

      (6)

      (3)

      —

      (2)

      —

      (5)


      Total

      (8) %

      1 %

      (2) %

      — %

      (9) %

      (7) %

      — %

      — %

      — %

      (7) %


      Total, excluding the
      Hydrocarbons & Energy
      business

      (8) %

      1 %

      (1) %

      — %

      (8) %

      (6) %

      — %

      — %

      (1) %

      (7) %


      U.S. & Canada

      (7) %

      — %

      — %

      — %

      (7) %

      (6) %

      — %

      2 %

      — %

      (4) %


      EMEAI 1

      (9)

      4

      (5)

      (1)

      (11)

      (7)

      2

      (4)

      (1)

      (10)


      Asia Pacific

      (8)

      —

      (2)

      —

      (10)

      (7)

      —

      1

      —

      (6)


      Latin America

      (10)

      —

      3

      —

      (7)

      (8)

      —

      (2)

      (1)

      (11)


      Total

      (8) %

      1 %

      (2) %

      — %

      (9) %

      (7) %

      — %

      — %

      — %

      (7) %


      Net Sales Variance by Segment and Geographic Region

      Three Months Ended Dec 31, 2025


      Local
      Price &
      Product
      Mix

      Currency

      Volume

      Total


      Percent change from prior quarter


      Packaging & Specialty Plastics

      (4) %

      — %

      1 %

      (3) %


      Industrial Intermediates & Infrastructure

      (3)

      —

      (2)

      (5)


      Performance Materials & Coatings

      (2)

      —

      (9)

      (11)


      Total

      (3) %

      — %

      (2) %

      (5) %


      Total, excluding the Hydrocarbons & Energy business

      (3) %

      — %

      (3) %

      (6) %


      U.S. & Canada

      (2) %

      — %

      (4) %

      (6) %


      EMEAI 1

      (4)

      —

      —

      (4)


      Asia Pacific

      (3)

      (1)

      1

      (3)


      Latin America

      (4)

      —

      (4)

      (8)


      Total

      (3) %

      — %

      (2) %

      (5) %


      1. Europe, Middle East, Africa, and India.
      2. Portfolio & Other includes the sales impact of the flexible packaging laminating adhesives business, which was sold to Arkema S.A. in the fourth quarter of 2024.

      Dow Inc. and Subsidiaries

      Selected Financial Information and Non-GAAP Measures



      Operating EBIT by Segment


      Three Months Ended

      Twelve Months Ended

      In millions (Unaudited)


      Dec 31,
      2025

      Dec 31,
      2024

      Dec 31,
      2025

      Dec 31,
      2024

      Packaging & Specialty Plastics


      $       215

      $       447

      $       827

      $    2,373

      Industrial Intermediates & Infrastructure


      (201)

      84

      (561)

      125

      Performance Materials & Coatings


      25

      (9)

      306

      318

      Corporate


      (6)

      (68)

      (150)

      (228)

      Total


      $         33

      $       454

      $       422

      $    2,588







      Depreciation and Amortization by Segment


      Three Months Ended

      Twelve Months Ended

      In millions (Unaudited)


      Dec 31,
      2025

      Dec 31,
      2024

      Dec 31,
      2025

      Dec 31,
      2024

      Packaging & Specialty Plastics


      $       361

      $       385

      $    1,439

      $    1,483

      Industrial Intermediates & Infrastructure


      165

      156

      622

      599

      Performance Materials & Coatings


      174

      198

      740

      776

      Corporate


      8

      12

      33

      36

      Total


      $       708

      $       751

      $    2,834

      $    2,894







      Operating EBITDA by Segment


      Three Months Ended

      Twelve Months Ended

      In millions (Unaudited)


      Dec 31,
      2025

      Dec 31,
      2024

      Dec 31,
      2025

      Dec 31,
      2024

      Packaging & Specialty Plastics


      $       576

      $       832

      $    2,266

      $    3,856

      Industrial Intermediates & Infrastructure


      (36)

      240

      61

      724

      Performance Materials & Coatings


      199

      189

      1,046

      1,094

      Corporate


      2

      (56)

      (117)

      (192)

      Total


      $       741

      $    1,205

      $    3,256

      $    5,482







      Equity in Earnings (Losses) of Nonconsolidated
      Affiliates by Segment


      Three Months Ended

      Twelve Months Ended

      In millions (Unaudited)


      Dec 31,
      2025

      Dec 31,
      2024

      Dec 31,
      2025

      Dec 31,
      2024

      Packaging & Specialty Plastics


      $         (5)

      $        (15)

      $         35

      $         81

      Industrial Intermediates & Infrastructure


      (117)

      (39)

      (282)

      (102)

      Performance Materials & Coatings


      3

      2

      5

      11

      Corporate


      1

      1

      2

      4

      Total


      $      (118)

      $        (51)

      $      (240)

      $         (6)







      Reconciliation of "Net Income (Loss)" to "Operating
      EBIT"

      Three Months Ended

      Twelve Months Ended

      In millions (Unaudited)

      Sep 30,
      2025

      Dec 31,
      2025

      Dec 31,
      2024

      Dec 31,
      2025

      Dec 31,
      2024

      Net income (loss)

      $       124

      $   (1,477)

      $        (35)

      $   (2,444)

      $    1,201

      + Provision (credit) for income taxes

      (54)

      (71)

      254

      (67)

      399

      Income (loss) before income taxes

      $         70

      $   (1,548)

      $       219

      $   (2,511)

      $    1,600

      -  Interest income

      47

      38

      57

      152

      200

      + Interest expense and amortization of debt discount

      221

      219

      216

      865

      811

      -  Significant items

      64

      (1,400)

      (76)

      (2,220)

      (377)

      Operating EBIT (non-GAAP)

      $       180

      $         33

      $       454

      $       422

      $    2,588

      Dow Inc. and Subsidiaries

      Selected Financial Information and Non-GAAP Measures


      Significant Items Impacting Results for the Three Months Ended Dec 31, 2025

      In millions, except per share amounts (Unaudited)

      Pretax 1

      Net
      Income 2

      EPS 3

      Income Statement Classification

      Reported results

      $  (1,548)

      $  (1,543)

      $    (2.15)


      Less: Significant items





      2025 Restructuring Program severance and
      related benefit costs and asset related
      charges 4

      (41)

      (33)

      (0.05)

      Restructuring, goodwill impairment and asset
      related charges - net

      Implementation costs 5

      (43)

      (34)

      (0.05)

      Cost of sales ($44 million) offset by SG&A 
      ($1 million)

      Goodwill impairment 6

      (690)

      (671)

      (0.93)

      Restructuring, goodwill impairment and asset
      related charges - net

      Asset related charges 7

      (303)

      (303)

      (0.42)

      Restructuring, goodwill impairment and asset
      related charges - net

      Pension settlement charges 8

      (323)

      (257)

      (0.36)

      Sundry income (expense) - net

      Total significant items

      $  (1,400)

      $  (1,298)

      $    (1.81)


      Operating results (non-GAAP)

      $     (148)

      $     (245)

      $    (0.34)


      Significant Items Impacting Results for the Three Months Ended Dec 31, 2024

      In millions, except per share amounts (Unaudited)

      Pretax 1

      Net
      Income 2

      EPS 3

      Income Statement Classification

      Reported results

      $       219

      $       (53)

      $    (0.08)


      Less: Significant items





      Restructuring, implementation and efficiency
        costs, and asset related charges - net 4

      (89)

      (68)

      (0.10)

      Cost of sales ($60 million); R&D ($1 million);
        SG&A ($12 million); Restructuring and asset
        related charges - net ($34 million); offset by
        Sundry income (expense) - net ($18 million)

      Indemnifications and other transaction related
        costs 9

      13

      13

      0.02

      Sundry income (expense) - net

      Total significant items

      $        (76)

      $        (55)

      $     (0.08)


      Operating results (non-GAAP)

      $       295

      $           2

      $      0.00


      1. "Income (loss) before income taxes."
      2. "Net income (loss) available for Dow Inc. common stockholders." The income tax effect on significant items was calculated based upon the enacted tax laws and statutory income tax rates applicable in the tax jurisdiction(s) of the underlying non-GAAP adjustment.
      3. "Earnings (loss) per common share - diluted," which includes the impact of participating securities in accordance with the two-class method.
      4. Severance and related benefit costs and impairment charges related to the write-down of certain manufacturing facilities, corporate assets, leased non-manufacturing facilities, exit and disposal costs and other miscellaneous assets associated with the Company's 2025 Restructuring Program.
      5. Implementation costs associated with the Company's 2025 Restructuring Program and the sale of membership interests of the Company's formerly wholly owned subsidiary, Dow InfraCo, LLC.
      6. Related to a pretax impairment charge related to goodwill associated with the Polyurethanes & Construction Chemicals reporting unit.
      7. Related to a pretax impairment charge related to assets used for chlor-alkali, propylene oxide and brine production in Latin America.
      8. Non-cash settlement charges related to the termination of certain Company pension plans in the United States and United Kingdom.
      9. Primarily related to charges associated with agreements entered into with DuPont and Corteva as part of the separation and distribution which, among other matters, provides for cross-indemnities and allocations of obligations and liabilities for periods prior to, at and after the completion of the separation.

      Dow Inc. and Subsidiaries

      Selected Financial Information and Non-GAAP Measures


      Significant Items Impacting Results for the Twelve Months Ended Dec 31, 2025

      In millions, except per share amounts (Unaudited)

      Pretax 1

      Net
      Income 2

      EPS 3

      Income Statement Classification

      Reported results

      $  (2,511)

      $  (2,623)

      $    (3.70)


      Less: Significant items





      Restructuring, implementation and efficiency
        costs, and asset related charges - net 4

      (51)

      (39)

      (0.05)

      Cost of sales ($44 million); R&D ($1 million);
        SG&A ($4 million); Restructuring, goodwill
        impairment and asset related charges - net
        ($1 million); Sundry income (expense) - net
        ($1 million)

      2025 Restructuring Program severance and
        related benefit costs and asset related
        charges 5

      (862)

      (686)

      (0.97)

      Restructuring, goodwill impairment and asset
        related charges - net

      Implementation costs 6

      (53)

      (42)

      (0.07)

      Cost of sales ($49 million); SG&A ($4 million);

      Goodwill impairment  7

      (690)

      (671)

      (0.93)

      Restructuring, goodwill impairment and asset
        related charges - net

      Asset related charges 8

      (303)

      (303)

      (0.42)

      Restructuring, goodwill impairment and asset
        related charges - net

      Pension settlement charges 9

      (323)

      (257)

      (0.36)

      Sundry income (expense) - net

      Net gain on divestitures and asset sale 10

      213

      187

      0.26

      Sundry income (expense) - net

      Litigation related charges, awards and
        adjustments 11

      42

      33

      0.05

      Cost of sales

      Loss on early extinguishment of debt

      (78)

      (62)

      (0.09)

      Sundry income (expense) - net

      Indemnifications and other transaction related
        costs 12

      (115)

      (93)

      (0.13)

      Cost of sales ($98 million); Sundry income
        (expense) - net ($17 million)

      Income tax related items 13

      —

      (33)

      (0.05)

      Provision for income taxes

      Total significant items

      $  (2,220)

      $  (1,966)

      $    (2.76)


      Operating results (non-GAAP)

      $     (291)

      $     (657)

      $    (0.94)


      1. "Income (loss) before income taxes."
      2. "Net income (loss) available for Dow Inc. common stockholders." The income tax effect on significant items was calculated based upon the enacted tax laws and statutory income tax rates applicable in the tax jurisdiction(s) of the underlying non-GAAP adjustment.
      3. "Earnings (loss) per common share - diluted," which includes the impact of participating securities in accordance with the two-class method.
      4. Restructuring charges and implementation and efficiency costs associated with the Company's 2023 Restructuring Program. Also includes impairment charges related to the write-down of certain manufacturing assets, partially offset by an asset related credit adjustment in 2025 and impairment charges related to the write-down of certain manufacturing assets, partially offset by certain gains associated with  previously impaired equity investments in 2024.
      5. Severance and related benefit costs and impairment charges related to the write-down of certain manufacturing facilities, corporate assets, leased non-manufacturing facilities, exit and disposal costs and other miscellaneous assets associated with the Company's 2025 Restructuring Program.
      6. Implementation costs associated with the Company's 2025 Restructuring Program and the sale of membership interests of the Company's formerly wholly owned subsidiary, Dow InfraCo, LLC.
      7. Related to a pretax impairment charge related to goodwill associated with the Polyurethanes & Construction Chemicals reporting unit.
      8. Related to a pretax impairment charge related to assets used for chlor-alkali, propylene oxide and brine production in Latin America.
      9. Non-cash settlement charges related to the termination of certain Company pension plans in the United States and United Kingdom.
      10. Related to a gain on the sale of the soil fumigation product line and a gain on the sale of the Company's ownership interest in a nonconsolidated affiliate.
      11. Includes a gain associated with the reassessment of liabilities for certain accrued legacy agricultural products groundwater contamination matters, partially offset by the settlement of a separate claim related to water storage district legacy groundwater contamination matters.
      12. Primarily Includes a charge related to an arbitration settlement agreement for historical product claims from a divested business. Also includes charges associated with agreements entered into with DuPont and Corteva as part of the separation and distribution which, among other matters, provides for cross-indemnities and allocations of obligations and liabilities for periods prior to, at and after the completion of the separation.
      13. Relates to valuation allowances on deferred tax assets in certain foreign jurisdictions, partially offset by a tax benefit stemming from the U.S. Tax Court's decision in Varian Medical Systems Inc. v. Commissioner and a basis adjustment related to the consolidated infrastructure entity.

      Dow Inc. and Subsidiaries

      Selected Financial Information and Non-GAAP Measures


      Significant Items Impacting Results for the Twelve Months Ended Dec 31, 2024

      In millions, except per share amounts (Unaudited)

      Pretax 1

      Net
      Income 2

      EPS 3

      Income Statement Classification

      Reported results

      $    1,600

      $    1,116

      $      1.57


      Less: Significant items





      Restructuring, implementation and efficiency
        costs, and asset related charges - net 4

      (315)

      (245)

      (0.35)

      Cost of sales ($184 million); R&D ($4 million);
        SG&A ($42 million); Restructuring and asset
        related charges - net ($103 million); offset by
        Sundry income (expense) - net ($18 million)

      Indemnifications and other transaction related
        costs 5

      (62)

      (45)

      (0.06)

      Cost of sales ($75 million); offset by Sundry
        income (expense) - net ($13 million)

      Income tax related items 6

      —

      194

      0.27

      Provision for income taxes

      Total significant items

      $      (377)

      $        (96)

      $     (0.14)


      Operating results (non-GAAP)

      $    1,977

      $    1,212

      $      1.71


      1. "Income (loss) before income taxes."
      2. "Net income (loss) available for Dow Inc. common stockholders." The income tax effect on significant items was calculated based upon the enacted tax laws and statutory income tax rates applicable in the tax jurisdiction(s) of the underlying non-GAAP adjustment.
      3. "Earnings (loss) per common share - diluted," which includes the impact of participating securities in accordance with the two-class method.
      4. Restructuring charges and implementation and efficiency costs associated with the Company's 2023 Restructuring Program. Also includes impairment charges related to the write-down of certain manufacturing assets, partially offset by an asset related credit adjustment in 2025 and impairment charges related to the write-down of certain manufacturing assets, partially offset by certain gains associated with  previously impaired equity investments in 2024.
      5. Includes a gain associated with the reassessment of liabilities for certain accrued legacy agricultural products groundwater contamination matters, partially offset by the settlement of a separate claim related to water storage district legacy groundwater contamination matters.
      6. Relates to reassessment of interest and penalties related to a tax matter in a foreign jurisdiction.

      Significant Items Impacting Results for the Three Months Ended Sep 30, 2025

      In millions, except per share amounts (Unaudited)

      Pretax 1

      Net
      Income 2

      EPS 3

      Income Statement Classification

      Reported results

      $          70

      $          62

      $       0.08


      Less: Significant items





      2025 Restructuring Program severance and
        related benefit costs and asset related
        charges 4

      (23)

      (18)

      (0.02)

      Restructuring and asset related charges -
        net

      Implementation costs 5

      (5)

      (4)

      (0.01)

      Cost of sales ($4 million); SG&A ($1 million)

      Net gain on divestitures and asset sale 6

      110

      110

      0.15

      Sundry income (expense) - net

      Loss on early extinguishment of debt

      (18)

      (14)

      (0.02)

      Sundry income (expense) - net

      Income tax related items 7

      —

      120

      0.17

      Provision for income taxes

      Total significant items

      $          64

      $        194

      $       0.27


      Operating results (non-GAAP)

      $            6

      $      (132)

      $     (0.19)


      1. "Income (loss) before income taxes."
      2. "Net income (loss) available for Dow Inc. common stockholders." The income tax effect on significant items was calculated based upon the enacted tax laws and statutory income tax rates applicable in the tax jurisdiction(s) of the underlying non-GAAP adjustment.
      3. "Earnings (loss) per common share - diluted," which includes the impact of participating securities in accordance with the two-class method.
      4. Severance and related benefit costs and impairment charges related to the write-down of certain manufacturing facilities, corporate assets, leased, non-manufacturing facilities, exit and disposal costs and other miscellaneous assets associated with the Company's 2025 Restructuring Program.
      5. Implementation costs associated with the Company's 2025 Restructuring Program and the sale of membership interests of the Company's formerly wholly owned subsidiary, Dow InfraCo, LLC.
      6. Related to a gain on the sale of the Company's ownership interest in a nonconsolidated affiliate.
      7. Related to a tax benefit stemming from the U.S. Tax Court's decision in Varian Medical Systems Inc. v. Commissioner and a basis adjustment related to the consolidated infrastructure entity.

      Dow Inc. and Subsidiaries

      Selected Financial Information and Non-GAAP Measures


      Reconciliation of Free Cash Flow

      Three Months Ended

      Twelve Months Ended

      In millions (Unaudited)

      Dec 31,
      2025

      Dec 31,
      2024

      Dec 31,
      2025

      Dec 31,
      2024

      Cash provided by operating activities - continuing operations (GAAP)

      $          298

      $          811

      $       1,062

      $       2,903

      Capital expenditures

      (568)

      (767)

      (2,479)

      (2,940)

      Free Cash Flow (non-GAAP)

      $         (270)

      $            44

      $     (1,417)

      $           (37)

      Reconciliation of Cash Flow Conversion

      Three Months Ended


      Mar 31,
      2025

      Jun 30,
      2025

      Sep 30,
      2025

      Dec 31,
      2025


      In millions (Unaudited)


      Cash provided by (used for) operating activities - continuing operations
        (GAAP)

      $       104

      $     (470)

      $    1,130

      $       298


      Net income (loss) (GAAP)

      $      (290)

      $     (801)

      $       124

      $   (1,477)


      Cash flow from operations to net income (GAAP) 1

      N/A

      N/A

      911.3 %

      N/A


      Cash flow from operations to net income - trailing twelve months (GAAP) 2


      N/A


      Operating EBITDA (non-GAAP)

      $       944

      $       703

      $       868

      $       741


      Cash Flow Conversion (Cash flow from operations to Operating EBITDA)
        (non-GAAP)

      11.0 %

      (66.9) %

      130.2 %

      40.2 %


      Cash Flow Conversion - trailing twelve months (non-GAAP)


      32.6 %


      1. Cash flow from operations to net income is not applicable for the first quarter of 2025, second quarter of 2025 and fourth quarter of 2025 due to a net loss for the period.
      2. Cash flow from operations to net income - trailing twelve months is not applicable due to a net loss for the trailing twelve months period.

      For further information, please contact:



      Investors:

      Andrew Riker

      ajriker@dow.com

      Media:

      Sarah Young

      syoung3@dow.com

      SOURCE The Dow Chemical Company

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