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

76K characters. Original on sec.gov · Markdown

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; sustainability 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 the company'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 the company's business, results of operations and financial condition. Some of the important factors that could cause the company's actual results to differ materially from those projected in any such forward-looking statements include: (i) failure to obtain or maintain the necessary regulatory approvals for some of the company's products; (ii) failure to successfully develop and commercialize the company's pipeline; (iii) effect of the degree of public understanding and acceptance or perceived public acceptance of the company'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 the company's industry; (ix) competitor’s establishment of an intermediary platform for distribution of the company's products; (x) risks related to recent funding and staff reductions at U.S. government agencies; (xi) risk related to geopolitical and military conflict; (xii) effect of volatility in the company's input costs; (xiii) risks related to the company's global operations; (xiv) effect of industrial espionage and other disruptions to the company's supply chain, information technology or network systems; (xv) risks related to environmental litigation and the indemnification obligations of legacy EIDP liabilities in connection with the separation of Corteva; (xvi) impact of the company's dependence on third parties with respect to certain of its raw materials or licenses and commercialization; (xvii) failure of the company's customers to pay their debts to the company, including customer financing programs; (xviii) failure to effectively manage acquisitions, divestitures, alliances, restructurings, cost savings initiatives, and other portfolio actions; (xix) failure to raise capital through the capital markets or short-term borrowings on terms acceptable to the company; (xx) increases in pension and other post-employment benefit plan funding obligations; (xxi) risks related to pandemics or epidemics; (xxii) EIDP's material weakness; (xxiii) capital markets sentiment towards sustainability matters; (xxiv) the company's intellectual property rights or defense against intellectual property claims asserted by others; (xxv) effect of counterfeit products; (xxvi) the company's dependence on intellectual property cross-license agreements; and (xxvii) 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 2024 Annual Report, as modified by subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Recent Developments

Crop Protection Operations Strategy Restructuring Program

On November 5, 2023, management of the company approved a plan to further optimize its Crop Protection network of manufacturing and external partners (the "Crop Protection Operations Strategy Restructuring Program"). In October 2024, management of the company amended the Crop Protection Operations Strategy Restructuring Program to include updates to its previous estimates and decommissioning and demolition costs associated with the ceasing of operations, primarily at the Pittsburg, California site.

The company expects to record aggregate pre-tax restructuring and asset related charges of $650 million to $700 million, comprised of $85 million to $105 million of severance and related benefit costs, $320 million to $340 million of asset related and impairment charges and $245 million to $255 million of costs related to exiting the company’s production activities and ceasing operations (which includes related contract terminations and decommissioning and demolition costs). Decommissioning and demolition costs will be expensed on an as-incurred basis. Reductions in workforce are subject to local regulatory requirements. Through the second quarter of 2025, the company recorded net pre-tax restructuring and asset related charges of $566 million, comprised of $103 million of severance and related benefit costs, $340 million of asset related and impairment charges, $34 million of decommissioning and demolition costs, and $89 million of costs related to contract terminations.

Cash payments related to these charges are anticipated to be $330 million to $360 million, which primarily relate to the payment of severance and related benefits, decommissioning and demolition costs and contract terminations. Through the second quarter of 2025, the company paid $116 million associated with these charges. The restructuring actions associated with these charges are expected to be substantially complete by the end of 2026.

The Crop Protection Operations Strategy Restructuring Program is expected to contribute to the company’s ongoing cost and productivity improvement efforts through achieving an estimated $180 million of savings on a run rate basis by 2027. Future actions by the company or changes in circumstances from current assumptions, including any site disposition gains or losses, may cause actual results and future cash payments to differ. See Note 4 - Restructuring and Asset Related Charges - Net, to the Consolidated Financial Statements, for additional information.

Share Buyback Plan

On November 19, 2024, Corteva, Inc. announced that its Board of Directors authorized a $3 billion share repurchase program to purchase Corteva, Inc,'s common stock, par value $0.01 per share, without an expiration date ("2024 Share Buyback Plan"). The timing, price and volume of purchases will be based on market conditions, relevant securities laws and other factors. In connection with the 2024 Share Buyback Plan, the company repurchased and retired 280,000 shares in the open market for a total cost (excluding excise taxes) of $20 million during the three and six months ended June 30, 2025.

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 were based on market conditions, relevant securities laws and other factors. In connection with the 2022 Share Buyback Plan, the company repurchased and retired 3,502,000 and 7,815,000 shares in the open market for a total cost (excluding excise taxes) of $230 million and $500 million for the three and six months ended June 30, 2025, respectively, and 4,486,000 and 9,116,000 shares in the open market for a total cost (excluding excise taxes) of $250 million and $500 million for the three and six months ended June 30, 2024, respectively.

Overview

The following is a summary of results from continuing operations for the three months ended June 30, 2025:

  • The company reported net sales of $6,456 million, up 6 percent versus the same quarter last year, reflecting a 6 percent increase in volume and a 1 percent increase in price, partially offset by a 1 percent unfavorable impact from currency.

  • Cost of goods sold totaled $2,932 million in the second quarter of 2025, up from $2,918 million in the second quarter of 2024, which was driven by higher volumes, with a partial offset from ongoing cost and productivity actions, Crop Protection raw material deflation, lower commodity prices and a reduction in net royalty expense.

  • Restructuring and asset related charges - net were $79 million in the second quarter of 2025, a decrease from $92 million in the second quarter of 2024. The charges for the three months ended June 30, 2025 primarily relate to

contract termination charges and decommissioning and demolition costs associated with the Crop Protection Operations Strategy Restructuring Program.

  • Income (loss) from continuing operations after income taxes was $1,382 million, as compared to $1,056 million in the same quarter last year.

  • Operating EBITDA was $2,164 million for the three months ended June 30, 2025, up from $1,917 million for the three months ended June 30, 2024, primarily driven by Seed pricing and share gains, Crop Protection volume growth, ongoing cost and productivity benefits, and net royalty improvement, partially offset by continued investment in Seed research and development, competitive Crop Protection pricing and unfavorable currency effects. Refer to page 52 for further discussion of the company's non-GAAP financial measures.

The following is a summary of results from continuing operations for the six months ended June 30, 2025:

  • The company reported net sales of $10,873 million, up 3 percent versus the same period last year, reflecting a 4 percent increase in volume and a 1 percent increase in price, partially offset by a 2 percent unfavorable impact from currency.

  • Cost of goods sold totaled $5,274 million for the six months ended June 30, 2025, down from $5,468 million for the six months ended June 30, 2024, which was driven by ongoing cost and productivity actions, Crop Protection raw material deflation, lower commodity prices and a reduction in net royalty expense, with a partial offset from higher volumes.

  • Restructuring and asset related charges - net were $101 million for the six months ended June 30, 2025, a decrease from $167 million for the six months ended June 30, 2024. The charges for the six months ended June 30, 2025 primarily relate to severance and related benefit costs, asset related charges, decommissioning and demolition costs and contract termination charges associated with the Crop Protection Operations Strategy Restructuring Program.

  • Income (loss) from continuing operations after income taxes was $2,049 million, as compared to $1,432 million in the same period last year.

  • Operating EBITDA was $3,353 million for the six months ended June 30, 2025, up from $2,951 million for the six months ended June 30, 2025, primarily driven by Seed pricing and share gains, Crop Protection volume growth, net cost and productivity benefits, and net royalty improvement, partially offset by continued investment in Seed research and development, competitive Crop Protection pricing and unfavorable currency effects. Refer to page 52 for further discussion of the company's non-GAAP financial measures.

In addition to the financial highlights above, the following events occurred during the six months ended June 30, 2025:

  • The company returned approximately $750 million to shareholders during the six months ended June 30, 2025 under its previously announced share repurchase programs and through common stock dividends.

Results of Operations

Net Sales

Net sales were $6,456 million and $6,112 million for the three months ended June 30, 2025 and 2024, respectively. The increase was primarily driven by a 6 percent increase in volume and a 1 percent increase in price, partially offset by a 1 percent unfavorable currency impact. Crop Protection volume increases were driven primarily by Latin America on demand for new products, fungicides, spinosyns and biologicals. Seed experienced volume growth due primarily to increased corn area and share gains in North America. The improvement in pricing was driven by Seed, partially offset by a decline in Crop Protection pricing due to competitive price dynamics, primarily in Latin America. The unfavorable currency impacts were led by the Brazilian Real and the Canadian Dollar.

Three Months Ended June 30,
20252024
Net Sales ($ Millions)%Net Sales ($ Millions)%
Worldwide$6,456100%$6,112100%
North America14,62972%4,40072%
EMEA274712%67311%
Latin America67210%65011%
Asia Pacific4086%3896%
Q2 2025 vs. Q2 2024Percent Change Due To:
Net Sales ChangePrice &Portfolio /
($ In millions)$%Product MixVolumeCurrencyOther
North America1$2295%2%4%(1)%—%
EMEA27411%4%9%(2)%—%
Latin America223%(7)%18%(8)%—%
Asia Pacific195%4%2%(1)%—%
Total$3446%1%6%(1)%—%

1.Represents U.S. & Canada.

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

Net sales were $10,873 million and $10,604 million for the six months ended June 30, 2025 and 2024, respectively. The increase was primarily driven by 4 percent increase in volume and a 1 percent increase in price, partially offset by a 2 percent unfavorable currency impact. Improvements in volume were driven by Crop Protection due to demand for new products and biologicals, while Seed experienced volume growth primarily due to increased corn area in North America. Pricing improvements were driven by Seed, led by North America and EMEA with continued execution on the company's price for value strategy, partially offset by a decline in Crop Protection pricing primarily due to the market dynamics in Latin America. The unfavorable currency impacts were led by the Brazilian Real and the Turkish Lira.

Six Months Ended June 30,
20252024
Net Sales ($ Millions)%Net Sales ($ Millions)%
Worldwide$10,873100%10,604100%
North America16,83963%6,48761%
EMEA22,22421%2,26121%
Latin America1,11410%1,16511%
Asia Pacific6966%6917%
First Half 2025 vs. First Half 2024Percent Change Due To:
Net Sales ChangePrice &Portfolio /
($ In millions)$%Product MixVolumeCurrencyOther
North America1$3525%2%4%(1)%—%
EMEA2(37)(2)%2%1%(5)%—%
Latin America(51)(4)%(6)%12%(10)%—%
Asia Pacific51%3%—%(2)%—%
Total$2693%1%4%(2)%—%

1.Represents U.S. & Canada.

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

Cost of Goods Sold ("COGS")

COGS was $2,932 million (45 percent of net sales) and $2,918 million (48 percent of net sales) for the three months ended June 30, 2025 and 2024, respectively, and $5,274 million (49 percent of net sales) and $5,468 million (52 percent of net sales) for the six months ended June 30, 2025 and 2024, respectively. COGS for the three-month period were generally flat with higher volumes partially offset by lower input costs and lower net royalty expense. Improvement for the six-month period was driven by ongoing cost and productivity actions, Crop Protection raw material deflation, lower commodity prices and a reduction in net royalty expense, with a partial offset from higher volumes.

Research and Development Expense ("R&D")

R&D expense was $375 million (6 percent of net sales) and $357 million (6 percent of net sales) for the three months ended June 30, 2025 and 2024, respectively, and $710 million (7 percent of net sales) and $689 million (6 percent of net sales) for the six months ended June 30, 2025 and 2024, respectively. The increase in R&D expense is in support of the company’s long-term

investment plans and was primarily driven by higher employee compensation costs due to merit and variable compensation increases, partially offset by favorable currency impacts.

Selling, General and Administrative Expenses ("SG&A")

SG&A expenses were $1,156 million (18 percent of net sales) and $1,054 million (17 percent of net sales) for the three months ended June 30, 2025 and 2024, respectively. The change was primarily driven by an increase in commissions, variable compensation and bad debt expense, partially offset by favorable currency impacts.

SG&A expenses were $1,907 million (18 percent of net sales) and $1,790 million (17 percent of net sales) for the six months ended June 30, 2025 and 2024, respectively. The increase was primarily driven by an increase in commissions, variable compensation, bad debt expense and personnel and information technology costs, partially offset by favorable currency impacts.

Amortization of Intangibles

Intangible asset amortization was $161 million and $174 million for the three months ended June 30, 2025 and 2024, respectively, and $323 million and $351 million for the six months ended June 30, 2025 and 2024, respectively. As certain Merger-related intangible assets became fully amortized subsequent to the end of the prior year period, amortization expense decreased in the current year period.

Restructuring and Asset Related Charges - Net

Restructuring and asset related charges - net were $79 million and $92 million for the three months ended June 30, 2025 and 2024, respectively, and $101 million and $167 million for the six months ended June 30, 2025 and 2024, respectively. The charges in all periods primarily relates to charges associated with the Crop Protection Operations Strategy Restructuring Program. The charges in the second quarter and first half of 2025 primarily consisted of severance and related benefit costs, asset related charges, decommissioning and demolition costs and contract terminations under the program. The charges in the second quarter and first half of 2024 primarily consisted of severance and related benefit costs and asset related charges under the program, as well as non-cash accelerated prepaid royalty amortization expense related to Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits, which as of the end of the second quarter of 2024 was complete.

See Note 4 - Restructuring and Asset Related Charges - Net, to the interim Consolidated Financial Statements, for additional information.

Other Income (Expense) - Net

Other income (expense) - net was $103 million and $(113) million for the three months ended June 30, 2025 and 2024, respectively. Higher other income was driven by the receipt of insurance proceeds related to prior significant items during the second quarter of 2025, the absence of charges related to estimated settlement reserves, a more favorable exchange loss and lower non-operating pension and OPEB costs.

Other income (expense) - net was $118 million and $(212) million for the six months ended June 30, 2025 and 2024, respectively. Higher other income was driven by the receipt of insurance proceeds related to prior significant items during the second quarter of 2025, the absence of charges related to estimated settlement reserves, a more favorable exchange loss, a favorable tax indemnification adjustment and lower non-operating pension and OPEB costs. The favorable changes were partially offset by the one-time receipt of an indemnification payment negotiated with the former Stoller owners during the first quarter of 2024.

See Note 5 - Supplementary Information, to the interim Consolidated Financial Statements, for additional information.

Interest Expense

Interest expense was $52 million and $66 million for the three months ended June 30, 2025 and 2024, respectively, and $88 million and $107 million for the six months ended June 30, 2025 and 2024, respectively. The change was primarily driven by lower short-term borrowings and lower interest rates.

Provision for (Benefit from) Income Taxes on Continuing Operations

The company’s provision for income taxes on continuing operations was $422 million for the three months ended June 30, 2025 on pre-tax income from continuing operations of $1,804 million, resulting in an effective tax rate of 23.4 percent. The effective tax rate was unfavorably impacted by tax impacts of certain net exchange losses recognized on the remeasurement of the net monetary asset positions which were not tax-deductible in their local jurisdictions, as well as withholding taxes on repatriation of cash held outside of the U.S. primarily from current year earnings.

The company's provision for income taxes on continuing operations was $282 million for the three months ended June 30, 2024 on pre-tax income from continuing operations of $1,338 million, resulting in an effective tax rate of 21.1 percent. The effective tax rate was unfavorably impacted by geographic mix of earnings, as well as withholding taxes on repatriation of cash held outside of the U.S. primarily from current year earnings. Those unfavorable impacts were partially offset by net tax benefits associated with changes in accruals for certain prior year tax positions.

The company’s provision for income taxes on continuing operations was $539 million for the six months ended June 30, 2025 on pre-tax income from continuing operations of $2,588 million, resulting in an effective tax rate of 20.8 percent. The effective tax rate was favorably impacted by a $55 million deferred tax benefit associated with a change in a legal entity’s U.S. tax characterization, as well as net tax benefits associated with changes in accruals for certain prior year tax positions. Those favorable impacts were partially offset by tax impacts of certain net exchange losses recognized on the remeasurement of the net monetary asset positions which were not tax-deductible in their local jurisdictions, as well as withholding taxes on repatriation of cash held outside of the U.S. primarily from current year earnings.

The company's provision for income taxes on continuing operations was $388 million for the six months ended June 30, 2024 on pre-tax income from continuing operations of $1,820 million, resulting in an effective tax rate of 21.3 percent. The effective tax rate was unfavorably impacted by geographic mix of earnings, as well as withholding taxes on repatriation of cash held outside of the U.S. primarily from current year earnings. Those unfavorable impacts were partially offset by net tax benefits associated with changes in accruals for certain prior year tax positions.

Income (Loss) from Discontinued Operations After Tax

Income (loss) from discontinued operations after tax was $(66) million and $(77) million for the three and six months ended June 30, 2025, respectively. The result for the three and six months ended June 30, 2025 was driven by charges recognized relating to the MOU with Chemours and DuPont, comprised of a litigation charge associated with the NJ Statewide Settlement as well as PFAS environmental remediation activities primarily at Chemours' Fayetteville Works facility, along with other environmental matters. These charges were partially offset by the prior year derecognition of an indemnification liability associated with the Water District Settlement Fund contribution.

Income (loss) from discontinued operations after tax was $— million and $47 million for the three and six months ended June 30, 2024, respectively. The result for the three months ended June 30, 2024 was primarily driven by the derecognition of an indemnification liability associated with the Water District Settlement Fund contribution, offset by the unfavorable settlement of a tax matter and increased environmental remediation costs for previously divested businesses. The after-tax benefits recognized during the six months ended June 30, 2024 primarily relate to a favorable adjustment of certain prior year tax positions for previously divested businesses, partially offset by charges recognized related to the MOU with Chemours and DuPont, relating to PFAS environmental remediation activities at Chemours' Fayetteville Works facility.

Refer to Note 12 - Commitments and Contingent Liabilities, to the interim Consolidated Financial Statements, for additional information.

EIDP Analysis of Operations

As discussed in EIDP 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.

Other Income (Expense) - Net

EIDP's other income (expense) - net was $103 million and $118 million for the three and six months ended June 30, 2025, respectively, and $(100) million and $(192) million for the three and six months ended June 30, 2024, respectively. The change was primarily driven by the items noted above, under the header "Other Income (Expense) - Net," as well as interest income earned by EIDP on Corteva, Inc.'s borrowings under the related party Master In-House Banking Agreement prior to Corteva's intention to no longer repay borrowings from EIDP during the fourth quarter of 2024.

See EIDP 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 $422 million for the three months ended June 30, 2025 on pre-tax income from continuing operations of $1,804 million, resulting in an effective tax rate of 23.4 percent. EIDP’s provision for income taxes on continuing operations was $285 million for the three months ended June 30, 2024 on pre-tax income from continuing operations of $1,351 million, resulting in an effective tax rate of 21.1 percent.

EIDP’s provision for income taxes on continuing operations was $539 million for the six months ended June 30, 2025 on pre-tax income from continuing operations of $2,588 million, resulting in an effective tax rate of 20.8 percent. EIDP’s provision for income taxes on continuing operations was $393 million for the six months ended June 30, 2024 on pre-tax income from continuing operations of $1,840 million, resulting in an effective tax rate of 21.4 percent.

EIDP’s effective tax rates for the three and six months ended June 30, 2025 and 2024 were driven by the items noted above, under the header “Provision for (Benefit from) Income Taxes on Continuing Operations.”

See EIDP Note 3 - Income Taxes, to the EIDP interim Consolidated Financial Statements, for further 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 commercial seed combining advanced germplasm and traits that produce optimum yield for farms around the world. The segment is a leader in many 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, herbicides used to control weeds and enhance food and nutritional characteristics, 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 support 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 tools 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, pasture and range management herbicides and biologicals.

Summarized below are comments on individual segment net sales and segment operating EBITDA for the three and six months ended June 30, 2025, compared with the same period in 2024. 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 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 17 - 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 and six months ended June 30, 2025 and 2024 is included in Note 17 - Segment Information, to the interim Consolidated Financial Statements.

SeedThree Months Ended June 30,Six Months Ended June 30,
($ In millions)2025202420252024
Net sales$4,537$4,331$7,244$7,082
Segment operating EBITDA$1,863$1,698$2,705$2,446
SeedQ2 2025 vs. Q2 2024Percent Change Due To:
Net Sales ChangePrice &Portfolio /
($ In millions)$%Product MixVolumeCurrencyOther
North America$2015%2%4%(1)%—%
EMEA3112%12%11%(11)%—%
Latin America(53)(26)%(2)%(17)%(7)%—%
Asia Pacific2723%6%19%(2)%—%
Total$2065%3%3%(1)%—%
SeedQ2 2025 vs. Q2 2024Percent Change Due To:
Net Sales ChangePrice &Portfolio /
($ In millions)$%Product MixVolumeCurrencyOther
Corn$27810%4%8%(2)%—%
Soybeans(60)(5)%1%(5)%(1)%—%
Other oilseeds——%2%2%(4)%—%
Other(12)(8)%1%(9)%—%—%
Total$2065%3%3%(1)%—%
SeedFirst Half 2025 vs. First Half 2024Percent Change Due To:
Net Sales ChangePrice &Portfolio /
($ In millions)$%Product MixVolumeCurrencyOther
North America$3276%3%4%(1)%—%
EMEA(61)(5)%5%(2)%(8)%—%
Latin America(139)(29)%(4)%(15)%(10)%—%
Asia Pacific3517%8%11%(2)%—%
Total$1622%3%2%(3)%—%
SeedFirst Half 2025 vs. First Half 2024Percent Change Due To:
Net Sales ChangePrice &Portfolio /
($ In millions)$%Product MixVolumeCurrencyOther
Corn$2605%3%5%(3)%—%
Soybeans(47)(3)%1%(4)%—%—%
Other oilseeds(22)(5)%3%(3)%(5)%—%
Other(29)(11)%5%(13)%(3)%—%
Total$1622%3%2%(3)%—%

Seed

Seed net sales were $4,537 million in the second quarter of 2025, up 5 percent from $4,331 million in the second quarter of 2024. The sales increase over the prior period was driven by a 3 percent increase in volume and a 3 percent increase in price, partially offset by a 1 percent unfavorable impact from currency.

Volume growth was driven by increased corn area and share gains in North America, partially offset by lower soybean area in North America and just-in-time seed purchases in Argentina, shifting sales to the second half. Seed pricing increases were primarily due to demand for top technology and increased out-licensing income. The unfavorable currency impacts were led by the Canadian Dollar.

Segment operating EBITDA was $1,863 million in the second quarter of 2025, up $165 million from $1,698 million in the second quarter of 2024. Price execution and market share gains in North America, product mix, reduction of net royalty expense and ongoing cost and productivity actions more than offset increased compensation and research and development activities, and the unfavorable impact of currency. Segment operating EBITDA margin improved by approximately 185 basis points versus the prior-year period.

Seed net sales were $7,244 million in the first half of 2025, up 2 percent from $7,082 million in the first half of 2024. The sales increase over the prior period was driven by a 3 percent increase in price and a 2 percent increase in volume, partially offset by a 3 percent unfavorable impact from currency.

Seed pricing gains in most regions, led by North America, demonstrate demand for top technology and the strength of the portfolio, coupled with increased out-licensing income. Volume growth was driven primarily by increased corn area and share gains in North America, partially offset by reduced corn area and just-in-time seed purchases in Argentina, as well as lower soybean area in North America. The unfavorable currency impacts were led by the Brazilian Real and Canadian Dollar.

Segment operating EBITDA was $2,705 million in the first half of 2025, up $259 million from $2,446 million in the first half of 2024. Price execution and market share gains in North America, product mix, reduction of net royalty expense, and ongoing cost and productivity actions more than offset increased compensation and research and development activities and the unfavorable impact of currency. Segment operating EBITDA margin improved by approximately 280 basis points versus the prior-year period.

Crop ProtectionThree Months Ended June 30,Six Months Ended June 30,
($ In millions)2025202420252024
Net sales$1,919$1,781$3,629$3,522
Segment Operating EBITDA$334$255$711$565
Crop ProtectionQ2 2025 vs. Q2 2024Percent Change Due To:
Net Sales ChangePrice &Portfolio /
($ In millions)$%Product MixVolumeCurrencyOther
North America$284%1%4%(1)%—%
EMEA4310%(1)%8%3%—%
Latin America7517%(9)%34%(8)%—%
Asia Pacific(8)(3)%3%(5)%(1)%—%
Total$1388%(2)%11%(1)%—%
Crop ProtectionQ2 2025 vs. Q2 2024Percent Change Due To:
Net Sales ChangePrice &Portfolio /
($ In millions)$%Product MixVolumeCurrencyOther
Herbicides$495%(2)%8%(1)%—%
Insecticides215%(2)%9%(2)%—%
Fungicides9237%2%38%(3)%—%
Biologicals78%(8)%21%(5)%—%
Other(31)(39)%(4)%(37)%2%—%
Total$1388%(2)%11%(1)%—%
Crop ProtectionFirst Half 2025 vs. First Half 2024Percent Change Due To:
Net Sales ChangePrice &Portfolio /
($ In millions)$%Product MixVolumeCurrencyOther
North America$252%(1)%4%(1)%—%
EMEA242%(1)%5%(2)%—%
Latin America8813%(7)%30%(10)%—%
Asia Pacific(30)(6)%1%(6)%(1)%—%
Total$1073%(2)%8%(3)%—%
Crop ProtectionFirst Half 2025 vs. First Half 2024Percent Change Due To:
Net Sales ChangePrice &Portfolio /
($ In millions)$%Product MixVolumeCurrencyOther
Herbicides$231%(2)%6%(3)%—%
Insecticides(16)(2)%(1)%3%(4)%—%
Fungicides10119%(2)%25%(4)%—%
Biologicals95%(6)%18%(7)%—%
Other(10)(5)%(1)%(4)%—%—%
Total$1073%(2)%8%(3)%—%

Crop Protection

Crop Protection net sales were $1,919 million in the second quarter of 2025, up 8 percent from $1,781 million in the second quarter of 2024. The sales increase over the prior period was driven by an 11 percent increase in volume, partially offset by a 2 percent decline in price and a 1 percent unfavorable impact from currency.

Volume growth was driven primarily by Latin America on demand for new products, fungicides, spinosyns and biologicals. The price decline was primarily due to the competitive pricing environment in Latin America, partially offset by North America price increases. The unfavorable currency impacts were led by the Brazilian Real.

Segment operating EBITDA was $334 million in the second quarter of 2025, up $79 million from $255 million in the second quarter of 2024. Raw material deflation, productivity savings and volume growth more than offset the unfavorable impact from currency, price pressure and higher compensation and bad debt expense. Segment operating EBITDA margin improved by approximately 310 basis points versus the prior-year period.

Crop Protection net sales were $3,629 million in the first half of 2025, up 3 percent from $3,522 million in the first half of 2024. The sales increase over the prior period was driven by an 8 percent increase in volume, partially offset by a 3 percent unfavorable impact from currency and a 2 percent decline in price.

Volume growth was driven by demand for new products, fungicides and biologicals, while price declined due to market dynamics in Latin America. The unfavorable currency impacts were led by the Brazilian Real and Turkish Lira.

Segment operating EBITDA was $711 million in the first half of 2025, up $146 million from $565 million in the first half of 2024. Raw material deflation, productivity savings and volume growth more than offset the unfavorable impact from currency, price pressure and higher compensation and bad debt expense. Segment operating EBITDA margin improved by approximately 355 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.

The company also uses Free Cash Flow as a non-GAAP measure to evaluate and discuss its liquidity position and ability to generate cash. Free Cash Flow is defined as cash provided by (used for) operating activities – continuing operations, less capital expenditures. Management believes that Free Cash Flow provides investors with meaningful information regarding the company’s ongoing ability to generate cash through core operations, and the company’s ability to service its indebtedness, pay dividends (when declared), make share repurchases, and meet its ongoing cash needs for its operations.

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

Three Months Ended June 30,Six Months Ended June 30,
(In millions)2025202420252024
Income (loss) from continuing operations after income taxes (GAAP)$1,382$1,056$2,049$1,432
Provision for (benefit from) income taxes on continuing operations422282539388
Income (loss) from continuing operations before income taxes (GAAP)$1,804$1,338$2,588$1,820
Depreciation and amortization301312597619
Interest income(31)(25)(63)(60)
Interest expense526688107
Exchange (gains) losses - net257852137
Non-operating (benefits) costs - net3301382
Mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges43(19)52(18)
Significant items (benefit) charge(33)13726264
Operating EBITDA (Non-GAAP)$2,164$1,917$3,353$2,951

Significant Items

Three Months Ended June 30,Six Months Ended June 30,
(In millions)2025202420252024
Restructuring and asset related charges - net$(79)$(92)$(101)$(167)
Estimated settlement expense1—(47)—(101)
Inventory write-offs2—2—2
Gain (loss) on sale of assets2143147
Acquisition-related costs3—(3)—(5)
AltEn facility remediation charges4——(37)—
Insurance proceeds598—98—
Total pre-tax significant items benefit (charge)$33$(137)$(26)$(264)
Total tax (provision) benefit impact of significant items6(6)34866
Tax only significant item benefit (charge)7——55—
Total significant items benefit (charge), after tax$27$(103)$37$(198)

1.Consists of estimated Lorsban® related charges.

2.Incremental gains (losses) associated with activities related to the 2022 Restructuring Actions. For additional information, refer to Note 6 - Restructuring and Asset Related Charges - Net, to the Consolidated Financial Statements, in the company's 2024 Annual Report.

3.Relates to acquisition-related costs relating to third-party integration costs associated with the completed acquisitions of Stoller and Symborg.

4.Relates to a charge to increase the remediation accrual at the AltEn facility relating to Corteva's estimated voluntary contribution to the solid waste and wastewater remedial action plans. See Note 12 - Commitments and Contingent Liabilities, to the interim Consolidated Financial Statements, for additional information.

5.Includes proceeds received related to prior significant items.

6.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.

7.The tax only significant item benefit for the six months ended June 30, 2025 reflects a deferred tax benefit associated with a change in a legal entity's U.S. tax characterization.

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 June 30,Six Months Ended June 30,
(In millions)2025202420252024
Income (loss) from continuing operations attributable to Corteva common stockholders (GAAP)$1,380$1,053$2,043$1,425
Less: Non-operating benefits (costs), after tax(8)(21)(16)(61)
Less: Amortization of intangibles (existing as of Separation), after tax(110)(118)(219)(235)
Less: Mark-to-market gains (losses) on certain foreign currency contracts not designated as hedges, after tax(33)15(40)14
Less: Significant items benefit (charge), after tax27(103)37(198)
Operating Earnings (Loss) (Non-GAAP)$1,504$1,280$2,281$1,905
Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
Earnings (loss) per share of common stock from continuing operations attributable to Corteva common stockholders - diluted (GAAP)$2.02$1.51$2.98$2.03
Less: Non-operating benefits (costs), after tax(0.01)(0.03)(0.02)(0.09)
Less: Amortization of intangibles (existing as of Separation), after tax(0.16)(0.16)(0.32)(0.34)
Less: Mark-to-market gains (losses) on certain foreign currency contracts not designated as hedges, after tax(0.05)0.02(0.06)0.02
Less: Significant items benefit (charge), after tax0.04(0.15)0.05(0.28)
Operating Earnings (Loss) Per Share (Non-GAAP)$2.20$1.83$3.33$2.72
Diluted Shares Outstanding (In millions)683.1698.1684.7700.4

Liquidity and Capital Resources

Information related to the company's liquidity and capital resources can be found in the company’s 2024 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 six months ended June 30, 2025.

(In millions)June 30, 2025December 31, 2024June 30, 2024
Cash, cash equivalents and marketable securities$2,141$3,169$1,959
Total debt$3,629$2,703$4,724

The increase in debt balances from December 31, 2024 was primarily due to the May 2025 Senior Notes issuance and higher short-term debt, which was used to fund the company's working capital needs, capital spending, dividend payments and share repurchases. See further information in Note 11 - 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, pension obligations and litigation costs, net of recoveries. 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 $6.2 billion, $6.3 billion and $6.2 billion at June 30, 2025, December 31, 2024 and June 30, 2024, in committed and uncommitted unused credit lines, which includes the uncommitted revolving credit lines relating to the foreign currency loans. 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, including the settlement of litigation and environmental remediation. These facilities are provided to the company by highly rated and well capitalized global financial institutions.

In June 2024, the Revolving Credit Facilities were refinanced for purposes of extending the maturity dates for the five-year and three-year revolving credit facilities to June 2029 and June 2027, respectively, and lowering the facility amount of the five-year revolving credit facility to $2.85 billion and the three-year revolving credit facility to $1.90 billion. Borrowings under the Revolving Credit Facilities will have an interest rate equal to Adjusted Term SOFR, which is Term SOFR plus 0.10 percent, plus the applicable margin. The Revolving Credit Facilities may serve as a substitute to the company's commercial paper program, and can be used, from time to time, for general corporate purposes including, but not limited to, the funding of seasonal working capital needs. The Revolving Credit Facilities contain customary representations and warranties, affirmative and negative covenants and events of default that are typical for companies with similar credit ratings. Additionally, the Revolving Credit Facilities contain a financial covenant requiring that the ratio of total indebtedness to total capitalization for Corteva and its consolidated subsidiaries not exceed 0.60. At June 30, 2025, the company was in compliance with these covenants.

In February 2025, the company amended and restated its January 2023 (as amended in July 2023, January 2024 and February 2024) 364-day revolving credit agreement (the “364-Day Revolving Credit Facility”) decreasing the facility amount from $1 billion to $750 million and extending the expiration date to February 2026.

In May 2025, the company issued $500 million of 5.125 percent Senior Notes due in May 2032 (the “May 2025 Debt Offering”). The proceeds were used to repay the $500 million senior notes that matured in July 2025.

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, the Revolving Credit Facilities, the 364-Day Revolving Credit Facility, and factoring.

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 8 - 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 12 - Commitments and Contingent Liabilities, to the interim Consolidated Financial Statements, for more information on the company’s guarantees.

On July 4, 2025, the One Big Beautiful Bill Act ("OBBBA") enacted changes in federal tax law. While the company is currently evaluating the potential impacts of these provisions on its tax position and overall financial results, it expects favorable impacts to its cash tax outflow for the second half of 2025 as a result of OBBBA's reinstatement of expensing of domestic research and development expenditures.

The company's cash, cash equivalents and marketable securities at June 30, 2025, December 31, 2024 and June 30, 2024 are $2.1 billion, $3.2 billion and $2.0 billion, respectively, of which $1.7 billion, $1.7 billion and $1.6 billion at June 30, 2025, December 31, 2024 and June 30, 2024, 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 June 30, 2025, 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 - continuing operations was $(1,139) million for the six months ended June 30, 2025 compared to $(1,999) million for the six months ended June 30, 2024. The change was driven by higher net income and favorable changes in customer prepayments, derivative settlements and accounts payable due to lower payments to third-party growers resulting from lower commodity costs and planted area, partially offset by unfavorable changes in inventories due to a lower comparable decline in volumes and the sale of lower-cost inventory in the current year.

Cash provided by (used for) operating activities - discontinued operations was $(23) million for the six months ended June 30, 2025 compared to $(159) million for the six months ended June 30, 2024. The cash outflows were primarily related to PFAS activities that are subject to the MOU with Chemours and DuPont associated with environmental remediation activities primarily at Chemours’ Fayetteville Works facility. In addition, the disbursement of the cash held in the Water District Settlement Fund is reflected in the six months ended June 30, 2024.

Cash provided by (used for) investing activities was $(198) million for the six months ended June 30, 2025 compared to $(305) million for the six months ended June 30, 2024. The change was primarily driven by a reduction in capital expenditures and lower purchases of investments, partially offset by higher payments to settle net investment hedges.

Cash provided by (used for) financing activities was $187 million for the six months ended June 30, 2025 compared to $1,518 million for the six months ended June 30, 2024. The change was primarily due to higher borrowings in 2024 to fund working capital needs, capital spending, dividend payments, and share repurchases.

In January 2025, the company's Board of Directors authorized a common stock dividend of $0.17 per share, payable on March 17, 2025, to the shareholders of record on March 3, 2025. In April 2025, the company's Board of Directors authorized a common stock dividend of $0.17 per share, payable on June 16, 2025, to the shareholders of record on June 2, 2025. In July 2025, the company's Board of Directors authorized a common stock dividend of $0.18 per share, which reflects an approved increase of 5.9 percent, payable on September 15, 2025, to the shareholders of record on September 2, 2025.

On November 19, 2024, Corteva, Inc. announced that its Board of Directors authorized a $3 billion share repurchase program to purchase Corteva, Inc.'s common stock, par value $0.01 per share, without an expiration date ("2024 Share Buyback Plan"). The timing, price and volume of purchases will be based on market conditions, relevant securities laws and other factors. In connection with the 2024 Share Buyback Plan, the company repurchased and retired 280,000 shares in the open market for a total cost (excluding excise taxes) of $20 million during the three and six months ended June 30, 2025.

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 were based on market conditions, relevant securities laws and other factors. In connection with the 2022 Share Buyback Plan, the company repurchased and retired 3,502,000 and 7,815,000 shares in the open market for a total cost (excluding excise taxes) of $230 million and $500 million for the three and six months ended June 30, 2025, respectively, and 4,486,000 and 9,116,000 shares in the open market for a total cost (excluding excise taxes) of $250 million and $500 million for the three and six months ended June 30, 2024, respectively.

For the full year 2025, the company expects repurchases of approximately $1 billion under the 2024 Share Buyback Plan and the 2022 Share Buyback Plan discussed above. The total amount, timing, manner, price and volume of purchases will be based on market conditions, relevant securities laws and other market and company specific factors.

See Note 13 - Stockholders' Equity, to the interim Consolidated Financial Statements, for additional information related to the share buyback plans.

EIDP Liquidity Discussion

As discussed in EIDP 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 discussion below relates to EIDP only and is presented to provide a Liquidity discussion for the differences between EIDP and Corteva, Inc. See EIDP Note 2 - Related Party Transactions, to the EIDP interim Consolidated Financial Statements, for further information on related party loans between EIDP and Corteva, Inc.

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

EIDP’s cash provided by (used for) operating activities - continuing operations was $(1,139) million and an as-restated $(2,008) million for the six months ended June 30, 2025 and 2024, respectively. The change was primarily driven by the items noted on page 56, under the header "Summary of Cash Flows."

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

EIDP’s cash provided by (used for) operating activities - discontinued operations was $(23) million and $(159) million for the six months ended June 30, 2025 and 2024, respectively. The change was primarily driven by the items noted on page 56, under the header "Summary of Cash Flows."

Cash provided by (used for) investing activities

EIDP’s cash provided by (used for) investing activities was $(198) million and an as-restated $(1,028) million for the six months ended June 30, 2025 and 2024. The change was primarily driven by the items noted above, under the header "Summary of Cash Flows," in addition to funding provided to Corteva, Inc. during 2024 on the related party Master In-House Banking Agreement prior to Corteva's intention to no longer repay borrowings from EIDP during the fourth quarter of 2024.

Cash provided by (used for) financing activities

EIDP’s cash provided by (used for) financing activities was $187 million and $2,250 million for the six months ended June 30, 2025 and 2024. The change was primarily driven by the items noted above, under the header "Summary of Cash Flows," as well as the issuance of cash dividends by EIDP to Corteva, Inc. during the first and second quarters of 2025.

Guarantees and Off-Balance Sheet Arrangements

For detailed information related to Guarantees, Indemnifications, and Obligations for Equity Affiliates and Others, see the company’s 2024 Annual Report, Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, Off-Balance Sheet Arrangements and Note 12 - Commitments and Contingent Liabilities, to the interim Consolidated Financial Statements.

Contractual Obligations

Information related to the company's contractual obligations at December 31, 2024 can be found on page 56 of the company's 2024 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 2024 Annual Report.

Previous: Item 1. CONSOLIDATED FINANCIAL STATEMENTS · Next: Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK