Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Cautionary Statements About Forward-Looking Statements

This report contains certain estimates and forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended, which are intended to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and may be identified by their use of words like “plans,” “expects,” “will,” “anticipates,” “believes,” “intends,” “projects,” “estimates,” “outlook,” or other words of similar meaning. All statements that address expectations or projections about the future, including statements about Corteva’s financial results or outlook; strategy for growth; product development; regulatory approvals; market position; capital allocation strategy; liquidity; environmental, social and governance (“ESG”) targets and initiatives; the anticipated benefits of acquisitions, restructuring actions, or cost savings initiatives; and the outcome of contingencies, such as litigation and environmental matters, are forward-looking statements.

Forward-looking statements and other estimates are based on certain assumptions and expectations of future events which may not be accurate or realized. Forward-looking statements and other estimates also involve risks and uncertainties, many of which are beyond Corteva’s control. While the list of factors presented below is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Corteva’s business, results of operations and financial condition. Some of the important factors that could cause Corteva’s actual results to differ materially from those projected in any such forward-looking statements include: (i) failure to successfully develop and commercialize Corteva’s pipeline; (ii) failure to obtain or maintain the necessary regulatory approvals for some of Corteva’s products; (iii) effect of the degree of public understanding and acceptance or perceived public acceptance of Corteva’s biotechnology and other agricultural products; (iv) effect of changes in agricultural and related policies of governments and international organizations; (v) costs of complying with evolving regulatory requirements and the effect of actual or alleged violations of environmental laws or permit requirements; (vi) effect of climate change and unpredictable seasonal and weather factors; (vii) failure to comply with competition and antitrust laws; (viii) effect of competition in Corteva's industry; (ix) competitor’s establishment of an intermediary platform for distribution of Corteva's products; (x) impact of Corteva's dependence on third parties with respect to certain of its raw materials or licenses and commercialization; (xi) effect of volatility in Corteva's input costs; (xii) risk related to geopolitical and military conflict; (xiii) effect of industrial espionage and other disruptions to Corteva’s supply chain, information technology or network systems; (xiv) risks related to environmental litigation and the indemnification obligations of legacy EIDP liabilities in connection with the separation of Corteva; (xv) risks related to Corteva's global operations; (xvi) failure to effectively manage acquisitions, divestitures, alliances, restructurings, cost savings initiatives, and other portfolio actions; (xvii) failure to raise capital through the capital markets or short-term borrowings on terms acceptable to Corteva; (xviii) failure of Corteva’s customers to pay their debts to Corteva, including customer financing programs; (xix) increases in pension and other post-employment benefit plan funding obligations; (xx) capital markets sentiment towards ESG matters; (xxi) risks related to pandemics or epidemics; (xxii) Corteva’s intellectual property rights or defend against intellectual property claims asserted by others; (xxiii) effect of counterfeit products; (xxiv) Corteva’s dependence on intellectual property cross-license agreements; and (xxv) other risks related to the Separation from DowDuPont.

Additionally, there may be other risks and uncertainties that Corteva is unable to currently identify or that Corteva does not currently expect to have a material impact on its business. Where, in any forward-looking statement or other estimate, 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 Corteva’s 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. Corteva disclaims and does not undertake any obligation to update or revise any forward-looking statement, except as required by applicable law. A detailed discussion of some of the significant risks and uncertainties which may cause results and events to differ materially from such forward-looking statements is included in the “Risk Factors” section of Corteva’s 2022 Annual Report, as modified by subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Recent Developments

Global Economic Conditions

Economic activity continues to be impacted by ongoing factors driving volatility in global markets including the inflation of (or unavailability of) raw material inputs and transportation and logistics services, currency fluctuations, military conflict between Russia and Ukraine and resulting economic sanctions and extreme weather. Corteva will continue to actively monitor global conditions and may take further actions altering its business operations that it determines are in the best interests of its stakeholders, or as required by federal, state, or local authorities. These alterations or modifications may impact the company's business, including the effects on its customers, employees, and prospects, or on its financial results for the foreseeable future. The ongoing factors driving volatility in global markets that could impact our business' earnings and cash flows include, but are not limited to, the factors discussed above, expectations of future planted area (as influenced by consumer demand, ethanol markets and government policies and regulations), trade and purchasing of commodities globally and relative commodity prices.

In response to Russia’s military conflict with Ukraine, in April 2022 the company announced its decision to withdraw from Russia and stop production and business activities ("Russia Exit"). Prior to these decisions, Russia contributed approximately 2 percent of the company's annual net sales. Refer to the 2022 Restructuring Actions discussion below for additional information.

Acquisitions

On March 1, 2023, Corteva completed its previously announced acquisition of all the outstanding equity interests in Stoller Group Inc. (“Stoller”), one of the largest independent companies in the Biologicals industry, and Quorum Vital Investment, S.L. and its affiliates (“Symborg”), an expert in microbiological technologies. The purchase price for Stoller and Symborg was $1,224 million, subject to a working capital adjustment, and $370 million, respectively. These acquisitions supplement the crop protection business with additional biological tools that complement evolving farming practices. See Note 3 - Business Combinations, to the interim Consolidated Financial Statements, for additional information.

2022 Restructuring Actions

In connection with the company’s shift to a global business unit model during 2022, the company assessed its business priorities and operational structure to maximize the customer experience and deliver on growth and earnings potential. As a result of this assessment, the company committed to restructuring actions during the second quarter of 2022 that, when combined with the impact of the company’s Russia Exit (collectively the “2022 Restructuring Actions”), is expected to result in total pre-tax restructuring and other charges of $350 million to $420 million, comprised of $105 million to $120 million of severance and related benefit costs, $125 million to $150 million of asset related charges, $65 million to $80 million of costs related to contract terminations (including early lease terminations) and $55 million to $70 million of other charges. Through the first quarter of 2023, the company recorded net pre-tax restructuring and other charges of $341 million, comprised of $115 million of severance and related benefit costs, $111 million of asset related charges, $57 million of costs related to contract terminations (including early lease terminations) and $58 million of other charges.

Cash payments related to these charges are anticipated to be $180 million to $210 million, of which approximately $115 million has been paid through March 31, 2023, and primarily relates to the payment of severance and related benefits, contract terminations and other charges. The restructuring actions associated with these charges are expected to be substantially complete in 2023.

The total net pre-tax restructuring and other charges recognized through the first quarter of 2023 included $49 million associated with the Russia Exit. The Russia Exit net pre-tax restructuring charges consisted of $6 million of severance and related benefit costs, $6 million of asset related charges, and $26 million of costs related to contract terminations (including early lease terminations). Other pre-tax charges associated with the Russia Exit were recorded to cost of goods sold and other income (expense) – net in the interim Consolidated Statement of Operations, relating to inventory write-offs of $3 million and settlement costs of $8 million, respectively.

The 2022 Restructuring Activities are expected to contribute to the company’s ongoing cost and productivity improvement efforts through achieving an estimated $210 million to $220 million of savings on a run rate basis by 2025. See Note 5 - Restructuring and Asset Related Charges - Net, to the interim Consolidated Financial Statements for additional information.

Share Buyback Plan

On September 13, 2022, Corteva, Inc. announced that its Board of Directors authorized a $2 billion share repurchase program to purchase Corteva, Inc.'s common stock, par value $0.01 per share, without an expiration date ("2022 Share Buyback Plan"). The timing, price and volume of purchases in connection with the 2022 Share Buyback Plan will be based on market conditions, relevant securities laws and other factors.

On August 5, 2021, Corteva, Inc. announced that its Board of Directors authorized a $1.5 billion share repurchase program to purchase Corteva, Inc.'s common stock, par value $0.01 per share, without an expiration date ("2021 Share Buyback Plan"). In connection with the 2021 Share Buyback Plan, the company purchased and retired 4,098,000 shares and 4,585,000 shares, respectively, during the three months ended March 31, 2023 and 2022 in the open market for a total cost of $250 million and $235 million, respectively. Repurchases under the 2021 Share Buyback Plan are now complete with the first quarter 2023 activity noted above.

Overview

The following is a summary of results from continuing operations for the three months ended March 31, 2023:

• The company reported net sales of $4,884 million, up 6 percent versus the same quarter last year, reflecting a 14 percent increase in price and a 1 percent favorable portfolio and other impact, partially offset by a 4 percent decrease in volume and a 5 percent unfavorable impact from currency.

• Cost of goods sold ("COGS") totaled $2,771 million in the first quarter of 2023, up from $2,724 million in the first quarter of 2022, primarily driven by higher input costs, which are primarily market-driven, partially offset by lower volumes, ongoing cost and productivity actions and a favorable impact from currency.

• Restructuring and asset related charges - net were $33 million in the first quarter of 2023, an increase from $5 million in the first quarter of 2022. The charges for the three months ended March 31, 2023 primarily relate to non-cash accelerated prepaid royalty amortization expense related to Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits and charges associated with the 2022 Restructuring Actions.

• Income (loss) from continuing operations after income taxes was $607 million, as compared to $577 million in the same quarter last year.

• Operating EBITDA was $1,231 million for the three months ended March 31, 2023, improved from $1,039 million for the three months ended March 31, 2022, primarily driven by strong price execution, product mix and productivity actions, partially offset by inflation and currency headwinds. Refer to page 49 for further discussion of the company's Non-GAAP financial measures.

In addition to the financial highlights above, the following event occurred during the three months ended March 31, 2023:

• The company returned approximately $360 million to shareholders during the three months ended March 31, 2023 under its previously announced share repurchase programs and through common stock dividends.

Results of Operations

Net Sales

Net sales were $4,884 million and $4,601 million for the three months ended March 31, 2023 and 2022, respectively. The increase was primarily driven by a 14 percent increase in price versus the prior period and a 1 percent favorable portfolio and other impact, partially offset by a 4 percent decrease in volume and a 5 percent unfavorable currency impact. Price gains were driven by continued execution on the company’s price for value strategy, recovery of higher input costs and currency. Volume declines were driven by a shortened Safrinha season, delays in Latin America and APAC due to weather, supply constraints in Latin America, product exits and the Russia Exit, partially offset by the continued penetration of new products. The unfavorable currency impacts were led by the Turkish Lira, the Ukrainian Hryvnia and the Euro. The portfolio and other impact was driven by the sale of seeds already under production in Russia when the decision to exit the country was made and that the company was contractually required to purchase.

			Three Months Ended March 31,
			2023						2022
			Net Sales ($ Millions)			%			Net Sales ($ Millions)			%
Worldwide			$	4,884		100		%	$	4,601		100		%
North America1			2,202			45		%	2,005			44		%
EMEA2			1,813			37		%	1,582			34		%
Latin America			552			11		%	650			14		%
Asia Pacific			317			7		%	364			8		%

			Q1 2023 vs. Q1 2022						Percent Change Due To:
			Net Sales Change						Price &									Portfolio /
$ In millions			$			%			Product Mix			Volume			Currency			Other
North America1			$	197		10		%	7		%	3		%	—		%	—		%
EMEA2			231			15		%	25		%	—		%	(13)		%	3		%
Latin America			(98)			(15)		%	9		%	(30)		%	3		%	3		%
Asia Pacific			(47)			(13)		%	9		%	(13)		%	(9)		%	—		%
Total			$	283		6		%	14		%	(4)		%	(5)		%	1		%

1.Represents U.S. & Canada.

2.Europe, Middle East, and Africa ("EMEA").

Cost of Goods Sold

COGS was $2,771 million (57 percent of net sales) and $2,724 million (59 percent of net sales) for the three months ended March 31, 2023 and 2022, respectively. The increase was primarily driven by higher input costs, which are primarily market-driven, partially offset by lower volumes, ongoing cost and productivity actions and a favorable impact from currency. The market driven trends are due to inflationary pressures impacting raw material inputs, which have the potential for easing in late 2023 on a year-over-year basis.

Research and Development Expense

R&D expense was $316 million (6 percent of net sales) and $268 million (6 percent of net sales) for the three months ended March 31, 2023 and 2022, respectively. The increase was primarily driven by an increase in salaries, spending on field, lab and facilities, third-party research costs and travel.

Selling, General and Administrative Expenses

SG&A expenses were $726 million (15 percent of net sales) and $735 million (16 percent of net sales) for the three months ended March 31, 2023 and 2022, respectively. The decrease was primarily driven by a decrease in commissions and favorable currency, partially offset by incremental costs from the Stoller and Symborg acquisitions and an unfavorable impact from the company's deferred compensation plans due to market impacts.

Amortization of Intangibles

Intangible asset amortization was $160 million and $179 million for the three months ended March 31, 2023 and 2022, respectively. The decrease was primarily driven by the expiration of the favorable supply contracts in the fourth quarter of

2022, at which point the contracts became fully amortized, partially offset by amortization relating to the intangible assets recognized in connection with the Stoller and Symborg acquisitions. See Note 11 - Goodwill and Other Intangible Assets, to the interim Consolidated Financial Statements, for additional information.

Restructuring and Asset Related Charges - Net

Restructuring and asset related charges - net were $33 million and $5 million for the three months ended March 31, 2023 and 2022, respectively. The charges in the first quarter of 2023 and 2022 primarily relates to non-cash accelerated prepaid royalty amortization expense related to Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits. The charges during the first quarter of 2023 also include costs associated with the 2022 Restructuring Actions. Further evaluation of our operations, including decisions involving contract manufacturing opportunities, may result in additional asset related charges, which could be material to our income from continuing operations as reported under U.S. GAAP.

See Note 5 - Restructuring and Asset Related Charges, Net, to the interim Consolidated Financial Statements, for additional information.

Other Income (Expense) - Net

Other income (expense) - net was $(71) million and $17 million for the three months ended March 31, 2023 and 2022, respectively. The decrease was primarily driven by non-operating pension and other post employment benefit costs in the current period versus a benefit in the prior period, an increase in estimated settlement reserves and a loss on the sale of the company’s interest in an equity investment. The decreases are partially offset by an increase in interest income, a decrease in exchange losses, gains on the sale of assets and losses associated with a previously held equity investment in the prior period.

See Note 6 - Supplementary Information, to the interim Consolidated Financial Statements, for additional information.

Interest Expense

Interest expense was $31 million and $9 million for the three months ended March 31, 2023 and 2022, respectively. The change was primarily driven by higher short-term and foreign currency borrowings.

Provision for (Benefit from) Income Taxes on Continuing Operations

The company’s provision for income taxes on continuing operations was $169 million for the three months ended March 31, 2023 on pre-tax income from continuing operations of $776 million, resulting in an effective tax rate of 21.8 percent. The effective tax rate was unfavorably impacted by geographic mix of earnings. Those unfavorable impacts were partially offset by net tax benefits associated with changes in accruals for certain prior year tax positions, as well as from stock-based compensation.

The company continually assesses new regulations and rulings and how they may impact the company's tax positions, such as the Italian tax authority's April 2023 nonbinding interpretation addressing certain hybrid mismatch arrangements or transactions. The company is assessing this interpretation against relevant tax positions taken by the company.

The company’s provision for income taxes on continuing operations was $121 million for the three months ended March 31, 2022 on pre-tax income from continuing operations of $698 million, resulting in an effective tax rate of 17.3 percent. The effective tax rate was favorably impacted by changes in deferred taxes for certain prior year tax positions, as well as tax benefits from stock-based compensation.

EIDP Analysis of Operations

As discussed in Note 1 - Basis of Presentation, to the EIDP interim Consolidated Financial Statements, EIDP is a subsidiary of Corteva, Inc. and continues to be a reporting company, subject to the requirements of the Exchange Act. The below relates to EIDP only and is presented to provide an Analysis of Operations, only for the differences between EIDP and Corteva, Inc.

Interest Expense

EIDP’s interest expense was $44 million and $18 million for the three months ended March 31, 2023 and 2022, respectively. The change was primarily driven by the items noted above, under the header "Interest Expense," partially offset by lower average borrowings on the related party loan between EIDP and Corteva, Inc. See Note 2 - Related Party Transactions, to the EIDP interim Consolidated Financial Statements, for further information.

Provision for (Benefit from) Income Taxes on Continuing Operations

EIDP’s provision for income taxes on continuing operations was $166 million for the three months ended March 31, 2023 on pre-tax income from continuing operations of $763 million, resulting in an effective tax rate of 21.8 percent. EIDP’s provision

for income taxes on continuing operations was $119 million for the three months ended March 31, 2022 on pre-tax income from continuing operations of $689 million, resulting in an effective tax rate of 17.3 percent.

EIDP’s effective tax rates for the three months ended March 31, 2023 and 2022 were driven by a tax benefit related to the interest expense incurred on the related party loan between EIDP and Corteva, Inc. and the items noted on page 45, under the header “Provision for (Benefit from) Income Taxes on Continuing Operations.” See Note 2 - Related Party Transactions, to the EIDP Consolidated Financial Statements for further information.

Corporate Outlook

The company updated its previously provided guidance for the full-year 2023 - increasing sales and earnings expectations to include the impact of the Stoller and Symborg acquisitions. The company expects net sales in the range of $18.6 billion and $18.9 billion and Operating EBITDA in the range of $3.55 billion and $3.75 billion. Operating Earnings Per Share is expected to be in the range of $2.80 and $3.00 per share, which reflects higher earnings and lower average share count, partially offset by forecasted higher effective tax rate and interest expense.

The above outlook does not contemplate any extreme weather events, operational disruptions, significant changes in customers' demand or ability to pay, or further acceleration of currency and inflation impacts resulting from global economic conditions. Corteva is not able to reconcile its forward-looking non-GAAP financial measures to its most comparable U.S. GAAP financial measures, as it is unable to predict with reasonable certainty items outside of the company’s control, such as Significant Items, without unreasonable effort (refer to page 50 for Significant Items recorded in the three months ended March 31, 2023 and 2022). However, during 2022 the company committed to restructuring activities relating to the 2022 Restructuring Actions, which are expected to be completed in 2023. The total net pre-tax restructuring and other charges expected to be recognized during 2023 are not expected to be material to the company’s Consolidated Financial Statements. During 2023, the company expects to record approximately $75 million for non-cash accelerated prepaid royalty amortization expense as restructuring and asset related charges. See Note 5 - Restructuring and Asset Related Charges - Net, to the interim Consolidated Financial Statements, for additional information on the company’s 2022 Restructuring Actions and accelerated prepaid royalty amortization. The company also expects non-operating charges during 2023 associated with pension and OPEB costs to increase when compared to 2022, which is mainly due to an increase in discount rates and a decrease in asset returns due to lower pension plan assets. See Note 6 – Supplemental Information, to the interim Consolidated Financial Statements, for additional information.

Recent Accounting Pronouncements

See Note 2 - Recent Accounting Guidance, to the interim Consolidated Financial Statements for a description of recent accounting pronouncements.

Segment Reviews

The company operates in two reportable segments: Seed and Crop Protection.

Seed

The company’s seed segment is a global leader in developing and supplying advanced germplasm and traits that produce optimum yield for farms around the world. The segment is a leader in many of the company’s key seed markets, including North America corn and soybeans, Europe corn and sunflower, as well as Brazil, India, South Africa and Argentina corn. The segment offers trait technologies that improve resistance to weather, disease, insects and enhance food and nutritional characteristics, herbicides used to control weeds, and digital solutions that assist farmer decision-making to help maximize yield and profitability.

Crop Protection

The crop protection segment serves the global agricultural input industry with products that protect against weeds, insects and other pests, and disease, and that improve overall crop health both above and below ground via nitrogen management and seed-applied technologies. The segment offers crop protection solutions and digital solutions that provide farmers the tools they need to improve productivity and profitability, and help keep fields free of weeds, insects and diseases. The segment is a leader in global herbicides, insecticides, nitrogen stabilizers and pasture and range management herbicides.

Summarized below are comments on individual segment net sales and segment operating EBITDA for the three months ended March 31, 2023 compared with the same period in 2022. The company defines segment operating EBITDA as earnings (loss) (i.e., income (loss) from continuing operations before income taxes) before interest, depreciation, amortization, corporate expenses, non-operating benefits (costs), foreign exchange gains (losses), and net unrealized gain or loss from mark-to-market activity for certain foreign currency derivative instruments that do not qualify for hedge accounting, excluding the impact of significant items. Non-operating benefits (costs) consists of non-operating pension and OPEB credits (costs), tax

indemnification adjustments and environmental remediation and legal costs associated with legacy EIDP businesses and sites. Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the company as pre-tax income or expense. See Note 18 - Segment Information, to the interim Consolidated Financial Statements, for details related to significant pre-tax benefits (charges) excluded from segment operating EBITDA. All references to prices are based on local price unless otherwise specified.

A reconciliation of segment operating EBITDA to income (loss) from continuing operations after income taxes for the three months ended March 31, 2023 and 2022 is included in Note 18 - Segment Information, to the interim Consolidated Financial Statements.

Seed			Three Months Ended March 31,
In millions			2023			2022
Net sales			$	2,695		$	2,524
Segment operating EBITDA			$	652		$	569

Seed			Q1 2023 vs. Q1 2022						Percent Change Due To:
			Net Sales Change						Price &									Portfolio /
$ In millions			$			%			Product Mix			Volume			Currency			Other
North America			$	139		12		%	7		%	5		%	—		%	—		%
EMEA			86			9		%	29		%	(10)		%	(14)		%	4		%
Latin America			(64)			(20)		%	17		%	(41)		%	4		%	—		%
Asia Pacific			10			11		%	17		%	8		%	(14)		%	—		%
Total			$	171		7		%	17		%	(7)		%	(5)		%	2		%

Seed			Q1 2023 vs. Q1 2022						Percent Change Due To:
			Net Sales Change						Price &									Portfolio /
$ In millions			$			%			Product Mix			Volume			Currency			Other
Corn			$	49		3		%	17		%	(10)		%	(5)		%	1		%
Soybeans			97			56		%	1		%	56		%	(1)		%	—		%
Other oilseeds			24			9		%	29		%	(16)		%	(14)		%	10		%
Other			1			1		%	16		%	(16)		%	1		%	—		%
Total			$	171		7		%	17		%	(7)		%	(5)		%	2		%

Seed

Seed net sales were $2,695 million in the first quarter of 2023, up 7 percent from $2,524 million in the first quarter of 2022. The increase was driven by a 17 percent increase in price and a 2 percent favorable impact from portfolio and other, partially offset by a 7 percent decrease in volume and a 5 percent unfavorable currency impact.

Price gains were driven by strong execution globally, led by EMEA, as farmers prioritize yield to help offset inflation. Pricing actions more than offset currency impacts in EMEA. Volume declines were driven by a shortened Safrinha season due to delayed soybean harvest, supply constraints in Latin America corn, and the 2022 decision to exit Russia. Unfavorable currency impacts were led by the Turkish Lira and the Ukrainian Hryvnia.

Segment operating EBITDA was $652 million in the first quarter of 2023, up 15 percent from $569 million in the first quarter of 2022. Price execution and ongoing cost and productivity actions more than offset higher input and freight costs, lower volumes, and increased investment in R&D. Segment operating EBITDA margin improved by approximately 165 basis points versus the prior-year period.

Crop Protection			Three Months Ended March 31,
In millions			2023			2022
Net sales			$	2,189		$	2,077
Segment Operating EBITDA			$	603		$	491

Crop Protection			Q1 2023 vs. Q1 2022						Percent Change Due To:
			Net Sales Change						Price &									Portfolio /
$ In millions			$			%			Product Mix			Volume			Currency			Other
North America			$	58		7		%	8		%	—		%	(1)		%	—		%
EMEA			145			22		%	20		%	15		%	(13)		%	—		%
Latin America			(34)			(10)		%	1		%	(18)		%	1		%	6		%
Asia Pacific			(57)			(21)		%	6		%	(20)		%	(6)		%	(1)		%
Total			$	112		5		%	11		%	(1)		%	(5)		%	—		%
Crop Protection			Q1 2023 vs. Q1 2022						Percent Change Due To:
			Net Sales Change						Price &									Portfolio /
$ In millions			$			%			Product Mix			Volume			Currency			Other
Herbicides			$	37		3		%	9		%	(2)		%	(4)		%	—		%
Insecticides			(9)			(2)		%	13		%	(7)		%	(7)		%	(1)		%
Fungicides			55			18		%	14		%	13		%	(9)		%	—		%
Other			29			19		%	3		%	(2)		%	(1)		%	19		%
Total			$	112		5		%	11		%	(1)		%	(5)		%	—		%

Crop Protection

Crop protection net sales were $2,189 million in the first quarter of 2023, up 5 percent from $2,077 million in the first quarter of 2022. The increase was driven by an 11 percent increase in price, partially offset by a 5 percent unfavorable currency impact and a 1 percent decline in volume, including the impact of product exits.

The increase in price was broad-based and mostly reflected pricing for the value of our differentiated technology, higher raw material and logistical costs, and currency in EMEA. Continued penetration of new products, including EnlistTM and ArylexTM herbicides, was more than offset by delays in the Latin America and Asia Pacific seasons due to unfavorable weather conditions and product exits. Unfavorable currency impacts were led by the Turkish Lira and the Euro.

Segment Operating EBITDA was $603 million in the first quarter of 2023, up 23 percent from $491 million in the first quarter of 2022. Price execution, productivity actions, and favorable mix more than offset higher input costs, including raw material costs, and the unfavorable impact of currency. Segment operating EBITDA margin improved by more than 390 basis points versus the prior-year period.

Non-GAAP Financial Measures

The company presents certain financial measures that do not conform to U.S. GAAP and are considered non-GAAP measures. These measures include Operating EBITDA and operating earnings (loss) per share. Management uses these measures internally for planning and forecasting, including allocating resources and evaluating incentive compensation. 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 U.S. GAAP disclosures and should not be viewed as an alternative to U.S. GAAP measures of performance. Furthermore, such non-GAAP measures may not be consistent with similar measures provided or used by other companies. Reconciliations for these non-GAAP measures to U.S. GAAP are provided below.

Operating EBITDA is defined as earnings (loss) (i.e., income (loss) from continuing operations before income taxes) before interest, depreciation, amortization, non-operating benefits (costs), foreign exchange gains (losses), and net unrealized gain or loss from mark-to-market activity for certain foreign currency derivative instruments that do not qualify for hedge accounting, excluding the impact of significant items. Non-operating benefits (costs) consists of non-operating pension and OPEB credits (costs), tax indemnification adjustments and environmental remediation and legal costs associated with legacy businesses and sites. Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the company as pre-tax income or expense. Operating earnings (loss) per share is defined as "earnings (loss) per common share from continuing operations - diluted" excluding the after-tax impact of significant items, the after-tax impact of non-operating benefits (costs), the after-tax impact of amortization expense associated with intangible assets existing as of the Separation from DowDuPont, and the after-tax impact of net unrealized gain or loss from mark-to-market activity for certain foreign currency derivative instruments that do not qualify for hedge accounting. Although amortization of the company's intangible assets is excluded from these non-GAAP measures, management believes it is important for investors to understand that such intangible assets contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Any future acquisitions may result in amortization of additional intangible assets. Net unrealized gain or loss from mark-to-market activity for certain foreign currency derivative instruments that do not qualify for hedge accounting represents the non-cash net gain (loss) from changes in fair value of certain undesignated foreign currency derivative contracts. Upon settlement, which is within the same calendar year of execution of the contract, the realized gain (loss) from the changes in fair value of the non-qualified foreign currency derivative contracts will be reported in the relevant non-GAAP financial measures, allowing quarterly results to reflect the economic effects of the foreign currency derivative contracts without the resulting unrealized mark to fair value volatility.

Reconciliation of Income (Loss) from Continuing Operations after Income Taxes to Operating EBITDA

			Three Months Ended March 31,
(In millions)			2023			2022
Income (loss) from continuing operations after income taxes (GAAP)			$	607		$	577
Provision for (benefit from) income taxes on continuing operations			169			121
Income (loss) from continuing operations before income taxes (GAAP)			776			698
Depreciation and amortization			287			307
Interest income			(40)			(15)
Interest expense			31			9
Exchange (gains) losses			36			47
Non-operating (benefits) costs			43			(65)
Mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges			15			36
Significant items (benefit) charge			83			22
Operating EBITDA (Non-GAAP)			$	1,231		$	1,039

Significant Items

			Three Months Ended March 31,
(In millions)			2023			2022
Restructuring and asset related charges - net			$	(33)		$	(5)
Estimated settlement expense1			(49)			(17)
Inventory write-offs2			(4)			—
Gain (loss) on sale of assets and equity investments2			3			—
Seed sale associated with Russia exit2,3			19			—
Acquisition-related costs4			(19)			—
Total pretax significant items benefit (charge)			(83)			(22)
Total tax (provision) benefit impact of significant items5			15			6
Total significant items benefit (charge), after tax			$	(68)		$	(16)

1.Consists of estimated Lorsban® related charges.

2.Incremental gains (losses) associated with activities related to the 2022 Restructuring Actions.

3.Includes a benefit of $19 million relating to the sale of seeds already under production in Russia when the decision to exit the country was made and that the company was contractually required to purchase. It consists of $41 million of net sales and $22 million of cost of goods sold.

4.Relates to acquisition-related costs, including transaction and third-party integration costs associated with the completed acquisitions of Stoller and Symborg as well as the recognition of the inventory fair value step-up. See Note 3 - Business Combinations, to the interim Consolidated Financials Statements, for additional information.

5.Unless specifically addressed above, 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.

Reconciliation of Income (Loss) from Continuing Operations Attributable to Corteva and Earnings (Loss) Per Share of Common Stock from Continuing Operations - Diluted to Operating Earnings (Loss) and Operating Earnings (Loss) Per Share

			Three Months Ended March 31,
(In millions)			2023			2022
Income (loss) from continuing operations attributable to Corteva (GAAP)			$	603		$	574
Less: Non-operating benefits (costs), after tax			(33)			49
Less: Amortization of intangibles (existing as of Separation), after tax			(118)			(139)
Less: Mark-to-market gains (losses) on certain foreign currency contracts not designated as hedges, after tax			(11)			(28)
Less: Significant items benefit (charge), after tax			(68)			(16)
Operating Earnings (Loss) (Non-GAAP)			$	833		$	708

			Three Months Ended March 31,
			2023			2022
Earnings (loss) per share of common stock from continuing operations - diluted (GAAP)			$	0.84		$	0.79
Less: Non-operating benefits (costs), after tax			(0.05)			0.07
Less: Amortization of intangibles (existing as of Separation), after tax			(0.16)			(0.19)
Less: Mark-to-market gains on certain foreign currency contracts not designated as hedges, after tax			(0.02)			(0.04)
Less: Significant items benefit (charge), after tax			(0.09)			(0.02)
Operating Earnings (Loss) Per Share (Non-GAAP)			$	1.16		$	0.97
Diluted Shares Outstanding (in millions)			716.2			730.9

Liquidity and Capital Resources

Information related to the company's liquidity and capital resources can be found in the company’s 2022 Annual Report, Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, Liquidity & Capital Resources. The discussion below provides the updates to this information for the three months ended March 31, 2023.

(In millions)			March 31, 2023			December 31, 2022			March 31, 2022
Cash, cash equivalents and marketable securities			$	1,731		$	3,315		$	2,321
Total debt			$	5,028		$	1,307		$	2,172

The increase in debt balances from December 31, 2022 was primarily due to funding the company's working capital needs, capital spending, dividend payments, share repurchases and to partially fund the Stoller and Symborg acquisitions. See further information in Note 12 - Short-Term Borrowings, Long-Term Debt and Available Credit Facilities, to the interim Consolidated Financial Statements.

The company believes its ability to generate cash from operations and access to capital markets and commercial paper markets will be adequate to meet anticipated cash requirements to fund its operations, including seasonal working capital, capital spending, dividend payments, share repurchases and pension obligations. Corteva's strong financial position, liquidity and credit ratings will provide access as needed to capital markets and commercial paper markets to fund seasonal working capital needs. The company's liquidity needs can be met through a variety of sources, including cash provided by operating activities, commercial paper, syndicated credit lines, bilateral credit lines, long-term debt markets, bank financing and committed receivable repurchase facilities. Corteva considers the borrowing costs and lending terms when selecting the source to fund its operations and working capital needs.

The company had access to approximately $5.5 billion, $6.0 billion, and $6.6 billion at March 31, 2023, December 31, 2022, and March 31, 2022, respectively, in committed and uncommitted unused credit lines, which includes the uncommitted revolving credit lines relating to the Foreign Currency Loans. In addition to the unused credit facilities, the company will have a $500 million 2023 Repurchase Facility (as defined below) for the remainder of 2023. These facilities provide support to meet the company’s short-term liquidity needs and for general corporate purposes, which may include funding of discretionary and non-discretionary contributions to certain benefit plans, severance payments, repayment and refinancing of debt, working capital, capital expenditures, repurchases and redemptions of securities, acquisitions and Corteva's costs and expenses. These facilities are provided to the company by highly rated and well capitalized global financial institutions.

In February 2023, the company drew down $1 billion under the 364-Day Revolving Credit Facility, which was used for general corporate purposes, including funding seasonal working capital needs, capital spending, dividend payments, share repurchases and to partially fund the Stoller and Symborg acquisitions. See Note 3 - Business Combinations, to the interim Consolidated Financial Statements, for additional information on the Stoller and Symborg acquisitions.

The company's indenture covenants include customary limitations on liens, sale and leaseback transactions, and mergers and consolidations affecting manufacturing plants, mineral producing properties or research facilities located in the U.S. and the consolidated subsidiaries owning such plants, properties and facilities subject to certain limitations. The outstanding long-term debt also contains customary default provisions.

The company has meaningful seasonal working capital needs based in part on providing financing to its customers. Working capital is funded through multiple methods including cash, commercial paper, a receivable repurchase facility, the Revolving Credit Facilities, the 364-Day Revolving Credit Facility, and factoring.

In May 2023, the company entered into a committed receivable repurchase facility of up to $500 million (the "2023 Repurchase Facility"), which expires in December 2023. See further discussion of the 2023 Repurchase Facility in Note 19 - Subsequent Events, to the interim Consolidated Financial Statements.

The company has factoring agreements with third-party financial institutions to sell its trade receivables under both recourse and non-recourse agreements in exchange for cash proceeds in an effort to reduce its receivables risk. For arrangements that include an element of recourse, the company provides a guarantee of the trade receivables in the event of customer default. Refer to Note 9 - Accounts and Notes Receivable - Net, to the interim Consolidated Financial Statements, for more information.

The company also organizes agreements with third-party financial institutions who directly provide financing for select customers of the company's seed and crop protection products in each region. Terms of the third-party loans are less than a year

and programs are renewed on an annual basis. In some cases, the company guarantees a portion of the extension of such credit to such customers. Refer to Note 13 - Commitments and Contingent Liabilities, to the interim Consolidated Financial Statements, for more information on the company’s guarantees.

The company's cash, cash equivalents and marketable securities at March 31, 2023, December 31, 2022, and March 31, 2022 are $1.7 billion, $3.3 billion, and $2.3 billion, respectively, of which $1.5 billion, $2.0 billion, and $2.2 billion at March 31, 2023, December 31, 2022, and March 31, 2022, respectively, was held by subsidiaries in foreign countries, including United States territories. Cash, cash equivalents and marketable securities are concentrated subject to local restrictions with highly rated and well capitalized global financial institutions. The underlying credit worthiness and exposures to these counterparties are monitored on a regular basis in line with the company’s overall risk management procedures. Upon actual repatriation, such earnings could be subject to withholding taxes, foreign and/or U.S. state income taxes, and taxes resulting from the impact of foreign currency movements. The cash held by foreign subsidiaries is generally used to finance the subsidiaries' operational activities and future foreign investments. At March 31, 2023, management believed that sufficient liquidity is available in the U.S. with global operating cash flows, borrowing capacity from existing committed credit facilities, and access to capital markets and commercial paper markets.

Summary of Cash Flows

Cash provided by (used for) operating activities was $(3,311) million for the three months ended March 31, 2023 compared to $(2,730) million for the three months ended March 31, 2022. The change in cash used for operating activities was driven by changes in working capital, primarily due to lower accounts payable driven by the timing of payments to lenders for providing financing to select customers and higher payments to third-party growers, and higher receivables from revenue growth.

Cash provided by (used for) investing activities was $(1,511) million for the three months ended March 31, 2023 compared to $(404) million for the three months ended March 31, 2022. The change was primarily due to the acquisitions of Stoller and Symborg, partially offset by lower purchases of investments, higher proceeds from sales and maturities of investments, proceeds from the settlement of the net investment hedge in the first quarter of 2023 and lower capital expenditures.

Cash provided by (used for) financing activities was $3,274 million for the three months ended March 31, 2023 compared to $714 million for the three months ended March 31, 2022. The change was primarily due to higher short-term borrowings to fund working capital needs, capital spending, dividend payments, share repurchases, and to partially fund the Stoller and Symborg acquisitions. The change was also driven by higher proceeds from the issuance of long-term debt.

In January 2023, the company's Board of Directors authorized a common stock dividend of $0.15 per share, payable on March 15, 2023, to the shareholders of record on March 1, 2023. In April 2023, the company's Board of Directors authorized a common stock dividend of $0.15 per share, payable on June 15, 2023, to the shareholders of record on June 1, 2023.

On September 13, 2022, Corteva, Inc. announced that its Board of Directors authorized a $2 billion share repurchase program to purchase Corteva, Inc.'s common stock, par value $0.01 per share, without an expiration date ("2022 Share Buyback Plan"). The timing, price and volume of purchases in connection with the 2022 Share Buyback Plan will be based on market conditions, relevant securities laws and other factors.

On August 5, 2021, the company's Board of Directors authorized a $1.5 billion share repurchase program to purchase Corteva, Inc.'s common stock, par value $0.01 per share, without an expiration date (“2021 Share Buyback Plan”). In connection with the 2021 Share Buyback Plan, the company repurchased and retired 4,098,000 shares and 4,585,000 shares during the three months ended March 31, 2023 and 2022, respectively, in the open market for a total cost of $250 million and $235 million, respectively. Repurchases under the 2021 Share Buyback Plan are now complete with the first quarter 2023 activity noted above.

See Note 14 - Stockholders' Equity, to the interim Consolidated Financial Statements, for additional information related to the share buyback plans.

EIDP Liquidity Discussion

As discussed in Note 1 - Basis of Presentation, to the EIDP interim Consolidated Financial Statements, EIDP is a subsidiary of Corteva, Inc. and continues to be a reporting company, subject to the requirements of the Exchange Act. The below relates to EIDP only and is presented to provide a Liquidity discussion for the differences between EIDP and Corteva, Inc.

Cash provided by (used for) operating activities

EIDP’s cash provided by (used for) operating activities was $(3,306) million and $(2,727) million for the three months ended March 31, 2023 and 2022, respectively. The change was primarily driven by higher interest on related party debt and the items noted on page 52, under the header, “Summary of Cash Flows.”

Cash provided by (used for) financing activities

EIDP’s cash provided by (used for) financing activities was $3,269 million for the three months ended March 31, 2023 compared to $711 million for the three months ended March 31, 2022. The change was primarily driven by higher borrowings partially offset by higher payments on debt.

See Note 2 - Related Party Transactions, to the EIDP interim Consolidated Financial Statements, for further information on the related party loan between EIDP and Corteva, Inc.

Guarantees and Off-Balance Sheet Arrangements

For detailed information related to Guarantees, Indemnifications, and Obligations for Equity Affiliates and Others, see the company’s 2022 Annual Report, Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, Off-Balance Sheet Arrangements and Note 13 - Commitments and Contingent Liabilities, to the interim Consolidated Financial Statements.

Contractual Obligations

Information related to the company's contractual obligations at December 31, 2021 can be found on page 57 of the company's 2022 Annual Report. There have been no material changes to the company’s contractual obligations outside the ordinary course of business from those reported in the company’s 2022 Annual Report.