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

Management’s discussion and analysis of financial condition and results of operations is provided as a supplement to, and should be read in conjunction with, the interim Consolidated Financial Statements and related notes to enhance the understanding of the Company’s operations and present business environment. Components of management’s discussion and analysis of financial condition and results of operations include:

• Overview

• Result of Operations

• Segment Results

• Changes in Financial Condition

OVERVIEW

DuPont is a leading provider of advanced solutions that improve everyday life across healthcare, water, construction and industrial markets. The Company is committed to helping customers advance their technology pipelines and provide solutions that address their unique challenges. From delivering clean water to enabling medical packaging solutions which enhance safety and performance, DuPont's innovations power the essential products and technologies people rely on every day.

As of March 31, 2026, the Company had $2.0 billion of working capital and approximately $0.7 billion in cash and cash equivalents. The Company expects its cash and cash equivalents, cash generated from operations, and ability to access the debt capital markets to provide sufficient liquidity and financial flexibility to meet the liquidity requirements associated with its continuing operations.

Outlined below are material historical transactions and recent developments impacting this Quarterly Report on Form 10-Q.

Aramids Divestiture

On April 1, 2026, DuPont completed the sale of the Aramids business (the "Aramids Divestiture") to Arclin, a portfolio company of an affiliate of TJC LP, (“TJC”), in return for pre-tax cash proceeds of approximately $1.2 billion, subject to customary transaction adjustments, a note receivable in the principal amount of $300 million and a non-controlling common equity interest (the "Aramids Equity Consideration"), valued at $325 million in the New Arclin U.S. Holding Corp ("Arclin") that will hold the Arclin global materials business and the Aramids business being divested. The financial results of the Aramids divested business are reflected in DuPont's interim Consolidated Financial Statements as discontinued operations, along with comparative periods.

Electronics Separation

On November 1, 2025, the Company completed the separation of its semiconductor and interconnect solutions businesses, (the "Electronics Business" and the separation of the Electronics Business, the “Electronics Separation”) into an independent public company, Qnity Electronics, Inc. (“Qnity”), by way of the distribution to DuPont's stockholders of record as of October 22, 2025, of all the issued and outstanding common stock of Qnity on November 1, 2025 (the “Qnity Distribution”). As a result, the results of operations of the Electronics Business for the three months ended March 31, 2025, are reflected in DuPont's interim Consolidated Financial Statements as discontinued operations.

Recent Developments

Macroeconomic Conditions

In February 2026, military conflict in the Middle East involving the United States, Israel, and Iran heightened geopolitical uncertainty. The Company does not have operations in Iran, and the conflict has not had a material impact on the Company’s financial condition or results of operations to date. The impact on the Company’s business, financial condition, or results of operations will depend on factors such as the severity and duration of the conflict, the scope and enforcement of related governmental actions and the degree of disruption to global logistics and supply chains. The Company continues to monitor developments and assess potential impacts.

See Part II, Item 1A. Risk Factors for additional information.

International Emergency Economic Powers Act Tariffs

In February 2026, the U.S. Supreme Court invalidated certain tariffs imposed under the International Emergency Economic Powers Act, and the collecting agency ceased assessment of those tariffs shortly thereafter. The U.S. Supreme Court did not address remedies, including the availability or process for refunds, which remain subject to ongoing proceedings and potential appeals by the U.S. government. As a result, the timing, scope, and mechanics of any refunds remain uncertain and dependent on future legal outcomes and administrative feasibility and, as a result, the interim Consolidated Financial Statements do not reflect any potential tariff refunds or related payments. The Company continues to monitor developments related to the ruling, which represent a known uncertainty that could affect future results depending on the ultimate resolution.

Intended Reverse Stock Split

On March 18, 2026, the Company announced that it plans to seek approval at its 2026 Annual Meeting of Stockholders for an amendment to the Company’s Certificate of Incorporation to effect, at the discretion of the Board of Directors, the Intended Reverse Stock Split. If and when the Intended Reverse Stock Split is effected, the Certificate of Incorporation will also be amended to reflect a corresponding reduction in the number of authorized shares of the Company's common stock by the selected reverse stock split ratio. The interim Consolidated Financial Statements do not reflect the impact of the Intended Reverse Stock Split, which remains subject to stockholder approval.

Dividends

On February 19, 2026, the Board of Directors declared a first quarter 2026 dividend of $0.20 per share, which was paid on March 16, 2026 to shareholders of record on March 2, 2026.

On April 15, 2026, the Board of Directors declared a second quarter 2026 dividend of $0.20 per share, which is payable on May 29, 2026 to shareholders of record on May 15, 2026.

The Company expects to continue to pay quarterly dividends, although each dividend is subject to the approval of the Company’s Board of Directors

RESULTS OF OPERATIONS

Summary of Sales Results			Three Months Ended March 31,
In millions			2026			2025
Net sales			$	1,681		$	1,612

The following table summarizes sales variances by segment from the prior year:

Sales Variances by Segment
Percentage change from prior year			Three Months Ended March 31, 2026
Organic Sales 1			Currency			Portfolio & Other			Total
Healthcare & Water Technologies			3		%	3		%	—		%	6		%
Diversified Industrials			—			3			—			3
Total			2		%	2		%	—		%	4		%

1.Organic sales (which includes both volume and selling price impacts), is defined as the change in net sales, absent the impacts from currency and portfolio. DuPont believes this information is useful to investors and management in understanding ongoing operations and in analysis of ongoing operating trends.

The Company reported net sales for the three months ended March 31, 2026 of $1.7 billion, up 4 percent from $1.6 billion for the three months ended March 31, 2025, due to a 2 percent increase in organic sales and a 2 percent favorable currency impact. Organic sales increased in Healthcare & Water Technologies (up 3 percent) and were flat in Diversified Industrials. The currency impact was primarily driven by the weakening of the U.S. dollar compared to the Euro.

Cost of Sales

Cost of sales was $1.1 billion for both the three months ended March 31, 2026 and March 31, 2025. Cost of sales for the three months ended March 31, 2026 primarily reflects the increased sales volume and productivity initiatives.

Cost of sales as a percentage of net sales was 64 percent and 66 percent for the three months ended March 31, 2026 and 2025, respectively.

Research and Development Expenses ("R&D")

R&D expenses totaled $47 million in the first quarter of 2026, down slightly from $50 million in the first quarter of 2025. R&D as a percentage of net sales was consistent period over period at 3 percent for the three months ended March 31, 2026 and 2025.

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

SG&A expenses were $255 million in the first quarter of 2026, up from $234 million in the first quarter of 2025. SG&A as a percentage of net sales was consistent period over period at 15 percent for the three months ended March 31, 2026 and 2025.

Amortization of Intangibles

Amortization of intangibles was $68 million in the first quarter of 2026, down from $75 million in the first quarter of 2025, primarily due to the absence of amortization in the current period from fully amortized assets.

Restructuring and Asset Related Charges - Net

Restructuring and asset related charges – net were $46 million in the first quarter of 2026, up from $39 million of charges in the first quarter of 2025. The activity for the three months ended March 31, 2026 is primarily related to the 2026 DuPont Restructuring Program. The activity for the three months ended March 31, 2025 is primarily related to the Transformational Separation-Related Restructuring Program. See Note 5 to the interim Consolidated Financial Statements for additional information.

Acquisition, Integration and Separation Costs

Acquisition, integration and separation costs primarily consist of financial advisory, information technology, legal, accounting, consulting, other professional advisory fees and other contractual transaction payments. The Company recorded $50 million in costs for the three months ended March 31, 2025, which were primarily related to preparations for the Electronics Separation.

Equity in Loss of Nonconsolidated Affiliates

The Company's share of losses from nonconsolidated affiliates decreased to $1 million for the first quarter of 2026, compared to $15 million in the first quarter of 2025. The decrease was primarily driven by lower equity losses from Derby in the first quarter of 2026 compared to 2025. See Note 10 to the interim Consolidated Financial Statements for additional information.

Sundry Income (Expense) – Net

Sundry income (expense) – net includes a variety of income and expense items such as foreign currency exchange gains or losses, interest income, dividends from investments, gains and losses on sales of investments, losses on debt extinguishments and assets, non-operating pension and other post-employment benefit plan credits or costs, interest rate swap mark-to-market adjustments, interest rate swap net interest settlement and certain litigation matters. Sundry income (expense) – net in the first quarter of 2026 was $36 million of income compared with $100 million of income in the first quarter of 2025. The period over period decrease is primarily driven by the Company redesignating the 2022 Swaps in the third quarter of 2025. Additionally, the period over period decrease in Sundry income (expense) – net is driven by a decrease in interest income due to reduced interest rates and reduced cash balances in the current period. See Notes 6 and 17 to the interim Consolidated Financial Statements for additional information.

Interest Expense

Interest expense was $40 million and $83 million for the three months ended March 31, 2026 and 2025, respectively. The decrease in interest expense during the three months ended March 31, 2026 compared to the same period the prior year is primarily due to the changes in capital structure during 2025 as a result of the Electronics Separation.

Provision for Income Taxes on Continuing Operations

The Company's effective tax rate fluctuates based on, among other factors, where income is earned and the level of income relative to tax attributes. The effective tax rate on continuing operations for the first quarter of 2026 was 17.1 percent, compared with an effective tax rate of 17.5 percent for the first quarter of 2025. The lower effective tax rate for the first quarter of 2026 in comparison to the first quarter of 2025 was principally the result of a discrete tax benefit relating to a change in tax classification of a non-U.S. legal entity.

SEGMENT RESULTS

The Company's measure of profit/loss for segment reporting purposes is Operating EBITDA as this is the manner in which the Company's chief operating decision maker ("CODM") assesses performance and allocates resources. The Company defines Operating EBITDA as earnings (i.e., “Income from continuing operations before income taxes") before interest, depreciation, amortization, non-operating pension / other post-employment benefits (“OPEB”) / charges, and foreign exchange gains / losses, excluding costs related to activities the Company will or continues to undertake post-closing of the Aramids Divestiture and Electronics Separation, and for which it is or will be reimbursed (“Future Reimbursable Indirect Costs”), environmental remediation costs, including certain investigate, remediate and restoration costs, associated with discontinued or divested operations, businesses or product lines (“Corporate DDOB Remediation Costs”), and is adjusted for significant items.

Healthcare & Water Technologies

Healthcare & Water Technologies			Three Months Ended
In millions			March 31, 2026			March 31, 2025
Net sales			$	806		$	763
Operating EBITDA			$	244		$	223
Equity in earnings of nonconsolidated affiliates			$	1		$	—

Healthcare & Water Technologies			Three Months Ended
Percentage change from prior year			March 31, 2026
Change in Net Sales from Prior Period due to:
Organic Sales1			3		%
Currency			3
Portfolio & other			—
Total			6		%

1.Organic sales (which includes both volume and selling price impacts), is defined as the change in net sales, absent the impacts from currency and portfolio. DuPont believes this information is useful to investors and management in understanding ongoing operations and in analysis of ongoing operating trends.

Healthcare & Water Technologies net sales were $806 million for the three months ended March 31, 2026, up 6 percent compared to $763 million for the three months ended March 31, 2025. Net sales increased due to a 3 percent increase in organic sales and 3 percent increase from favorable currency impacts. Organic sales growth in Healthcare & Water Technologies was driven by Healthcare Technologies, partially offset by decrease in organic sales growth for Water Technologies. Within Healthcare Technologies, organic sales gains were driven by broad-based volume growth led by medical packaging and biopharma. Organic sales declines in Water Technologies were driven by logistics disruptions in the Middle East, partially offset by strength in industrial water and microelectronics markets. The favorable currency impact was driven by the weakening of the U.S. dollar compared to the Euro.

Operating EBITDA was $244 million for the three months ended March 31, 2026, up 9 percent compared with $223 million for the three months ended March 31, 2025, primarily due to the impact of organic growth, favorable mix and manufacturing productivity.

Diversified Industrials

Diversified Industrials			Three Months Ended
In millions			March 31, 2026			March 31, 2025
Net sales			$	875		$	849
Operating EBITDA			$	200		$	185
Equity in loss of nonconsolidated affiliates			$	(1)		$	—

Diversified Industrials			Three Months Ended
Percentage change from prior year			March 31, 2026
Change in Net Sales from Prior Period due to:
Organic Sales1			—		%
Currency			3
Portfolio & other			—
Total			3		%

1.Organic sales (which includes both volume and selling price impacts), is defined as the change in net sales, absent the impacts from currency and portfolio. DuPont believes this information is useful to investors and management in understanding ongoing operations and in analysis of ongoing operating trends.

Diversified Industrials net sales were $875 million for the three months ended March 31, 2026, up 3 percent from $849 million for the three months ended March 31, 2025. Net sales increased due to a 3 percent increase from favorable currency impacts. Organic sales growth were flat in Diversified Industrials as organic growth in Industrial Technologies, was offset by a decrease in organic sales in Building Technologies. Industrial Technologies organic sales growth was led by strength in aerospace and automotive markets, partially offset by declines in printing and packaging. Building Technologies decline in organic sales was due to ongoing weakness in construction markets. The favorable currency impact was driven by the weakening of the U.S. dollar compared to the Euro.

Operating EBITDA was $200 million for the three months ended March 31, 2026, up 8 percent compared with $185 million for the three months ended March 31, 2025, primarily due to manufacturing productivity and favorable mix.

CHANGES IN FINANCIAL CONDITION

Liquidity & Capital Resources

Information related to the Company's liquidity and capital resources can be found in the Company's 2025 Annual Report, Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations, Liquidity and Capital Resources. The discussion below provides the updates to this information for the three months ended March 31, 2026.

The Company continually reviews its sources of liquidity and debt portfolio and may make adjustments to one or both to help ensure adequate liquidity and increase the Company’s optionality and financing efficiency as it relates to financing cost and balancing terms/maturities. The Company’s primary source of incremental liquidity is cash flows from operating activities. Management expects the generation of cash from operations and the ability to access the debt capital markets and other sources of liquidity will continue to provide sufficient liquidity and financial flexibility to meet the Company’s and its subsidiaries' obligations as they come due. However, DuPont is unable to predict the extent of macroeconomic related impacts which depend on uncertain and unpredictable future developments. In light of this uncertainty, the Company has taken steps to further ensure liquidity and capital resources, as discussed below.

In millions			March 31, 2026			December 31, 2025
Cash and cash equivalents			$	710		$	715
Total debt			$	3,172		$	3,194

The Company's cash and cash equivalents at March 31, 2026 and December 31, 2025 remained consistent at $0.7 billion, of which approximately $0.5 billion and $0.6 billion at March 31, 2026 and December 31, 2025, respectively, were held by subsidiaries in foreign countries, including United States territories. For each of its foreign subsidiaries, the Company makes an assertion regarding the amount of earnings intended for permanent reinvestment, with the balance available to be repatriated to the United States. Due to the Electronics Separation, the Company reevaluated its permanent reinvestment assertion and determined that certain foreign earnings would be repatriated to the United States. Refer to subsequent paragraphs for drivers of the change in cash and cash equivalents.

Total debt at March 31, 2026 and December 31, 2025 was $3,172 million and $3,194 million, respectively. The decrease was primarily due to the reduction in the commercial paper borrowing and the mark-to-market impact of the redesignated interest rate swap.

As of March 31, 2026, the Company is contractually obligated to make future cash payments of $3.2 billion and $2.1 billion associated with principal and interest, respectively, on debt obligations. Related to the principal, all payments will be due subsequent to 2026. Related to interest, $165 million will be due in the next twelve months, and the remainder will be due subsequent to March 31, 2027. The majority of interest obligations will be due in 2031 or later.

Revolving Credit Facilities

The Company's current $1 billion 364-day revolving credit facility (the "2025 $1B Revolving Credit Facility") will expire on May 6, 2026. There were no drawdowns during the three month period ended March 31, 2026. The Company expects to enter a new $750 million 364-day revolving credit facility on May 6, 2026 (the "2026 $750 million Revolving Credit Facility"). The 2026 $750 million Revolving Credit Facility will be used for general corporate purposes.

In May 2026, the Company expects to enter into a new $2.0 billion 5-year revolving credit facility (the “2026 Five-Year Revolving Credit Facility”). The 2026 Five-Year Revolving Credit Facility will terminate the Company's prior $2 billion five-year revolving credit facility entered in April 2022. The 2026 Five-Year Revolving Credit Facility is generally expected to remain undrawn and serve as a backstop to the Company's commercial paper and letter of credit issuance.

New Jersey Settlement Agreement

In August 2025, DuPont together with Chemours and Corteva agreed to a proposed Judicial Consent Order with the State of New Jersey (the “NJ Settlement”) to resolve all outstanding claims by the State of New Jersey pending against the companies related to legacy use of a wide variety of substances of concern, including, but not limited to DNAPL (dense non-aqueous phase liquids), chemical solvents, and PFAS. The NJ Settlement is subject to approval from the Federal District Court of New Jersey (Camden), (the “NJ Court”). The NJ Settlement is subject to the entry of a Judicial Consent Order ("JCO") by the NJ Court. It is payable over 25 years. DuPont's initial payment will be due within 30 days of the entry of the JCO. See Note 13 to the interim Consolidated Financial Statements for more information.

Credit Ratings

The Company's credit ratings impact its access to the debt capital markets and cost of capital. The Company remains committed to maintaining a strong financial position with a balanced financial policy focused on maintaining a strong investment-grade rating and driving shareholder value. At April 30, 2026, DuPont's credit ratings were as follows:

Credit Ratings			Long-Term Rating			Short-Term Rating			Outlook
Standard & Poor’s			BBB+			A-2			Stable
Moody’s Investors Service			Baa1			P-2			Stable
Fitch Ratings			BBB+			F-2			Stable

The Company's indenture covenants include customary limitations on liens, sale and leaseback transactions, and mergers and consolidations, subject to certain limitations. The Five-Year Revolving Credit Facility and the 2025 $1B Revolving Credit Facility each contain a financial covenant, typical for companies with similar credit ratings, requiring that the ratio of Total Indebtedness to Total Capitalization for the Company and its consolidated subsidiaries not exceed 0.60. At March 31, 2026, the Company was in compliance with this financial covenant.

Summary of Cash Flows

The Company’s cash flows from operating, investing and financing activities from continuing operations and cash used in discontinued operations, as reflected in the interim Consolidated Statements of Cash Flows, are summarized in the following table.

Cash Flow Summary			Three Months Ended
In millions			March 31, 2026			March 31, 2025
Cash provided by (used for) continuing operations:
Operating activities			$	232		$	77
Investing activities			$	(102)		$	(120)
Financing activities			$	(44)		$	(189)
Cash (used in) provided by discontinued operations			$	(88)		$	130
Effect of exchange rate changes on cash, cash equivalents and restricted cash			$	(5)		$	13

Cash Flows provided by Operating Activities – Continuing Operations

In the first three months of 2026, cash provided by operating activities of continuing operations was $232 million, compared with $77 million in the same period last year. The increase in cash provided by operating activities of continuing operations is primarily due to higher earnings, improvements in net working capital and the decrease in transaction costs related to the Electronics Separation.

The table below reflects net working capital on a continuing operations basis:

Net Working Capital			March 31, 2026			December 31, 2025
In millions (except ratio)
Current assets			$	3,790		$	3,719
Current liabilities			1,804			1,991
Net working capital			$	1,986		$	1,728
Current ratio			2.1:1			1.87:1

Cash Flows used for Investing Activities – Continuing Operations

In the first three months of 2026, cash used for investing activities of continuing operations was $102 million, compared with $120 million in the first three months of 2025. The decrease in cash used for investing activities of continuing operations is primarily attributable to lower capital expenditures in 2026 due to timing.

Cash Flows used for Financing Activities – Continuing Operations

In the first three months of 2026, cash used for financing activities of continuing operations was $44 million compared with cash used of $189 million in the same period last year. The decrease in cash used for financing activities of continuing operations is primarily attributable to proceeds from issuance of common stock and lower dividends paid to stockholders in 2026, partially offset by cash used to repay commercial paper borrowings.

Cash Flows provided by (used in) Discontinued Operations

In the first three months of 2026 cash used in discontinued operations was $88 million compared with cash provided by discontinued operations of $130 million in the same period last year. The activity for the three months ended March 31, 2026 presents the cash flows of the Aramids Business as discontinued operations. The activity for the period ended March 31, 2025 presents the cash flows of the Aramids Business and the Electronics Business as discontinued operations. Cash used from discontinued operations includes MOU activity, refer to Note 3 to the interim Consolidated Financial Statements for additional information.

Dividends

On February 19, 2026, the Board of Directors declared a first quarter 2026 dividend of $0.20 per share, which was paid on March 16, 2026 to shareholders of record on March 2, 2026.

On April 15, 2026, the Board of Directors declared a second quarter 2026 dividend of $0.20 per share, which is payable on May 29, 2026, to shareholders of record on May 15, 2026.

The Company expects to continue to pay quarterly dividends, although each dividend is subject to the approval of the Company’s Board of Directors.

Share Buyback Programs

In the fourth quarter of 2025, the Company’s Board of Directors approved the $2B Authorization. Under the $2B Authorization, repurchases may be made from time to time on the open market at prevailing market prices or in privately negotiated transactions off market, including accelerated share repurchase (“ASR”) transactions. The $2B Authorization will terminate once the authorized amount of shares have been repurchased and retired or when terminated by the Board of Directors. In the fourth quarter of 2025, DuPont entered into an ASR agreement with one counterparty for repurchase of about $500 million of common stock ("Q4 2025 ASR Transaction"). DuPont paid an aggregate of $500 million to the counterparty, whereby the counterparty is required to deliver a variable number of shares to the Company. DuPont received initial deliveries of 10.2 million shares of DuPont common stock, which were retired immediately and recorded as an increase to accumulated deficit of $400 million.

In January 2026, the Q4 2025 ASR Transaction was completed. The settlement resulted in the delivery of approximately 2 million shares of additional DuPont common stock, which were retired immediately and recorded as an increase to accumulated deficit of approximately $90 million. In total, the Company repurchased 12.2 million shares at an average price of $40.89 per share under the Q4 2025 ASR Transaction.

On May 5, 2026, the Company announced that it expects to launch an accelerated share repurchase transaction under the $2B

Authorization to repurchase $275 million, in aggregate, of common stock.

Pension and Other Post-Employment Plans

DuPont expects to make additional contributions in the aggregate of approximately $43 million by year-end 2026 to pension and other post-employment benefit plans. Any such contribution could be funded by existing cash balances and/or cash from other available sources of liquidity.

Restructuring and Other Cost Savings

In February 2026, the Company committed to a plan aimed at reducing costs, streamlining operations, and aligning its organizational and cost structure with its strategic priorities (the "2026 DuPont Restructuring Program"). Anticipated pre-tax restructuring charges and asset related charges and other cost savings of approximately $100 million to $150 million, starting in the first quarter of 2026 and continuing through 2028, are expected under the program. The Company recorded pre-tax restructuring charges of $52 million inception-to-date, consisting of severance and related benefit costs of $51 million and $1 million of asset related charges. Total current liabilities related to the Company's plan to reduce costs, streamline operations, and align its organizational and cost structure with its strategic priorities were $45 million at March 31, 2026 recognized in "Accrued and other current liabilities" in the interim Condensed Consolidated Balance Sheets. Noncurrent liabilities related to the 2026 DuPont Restructuring Program totaled $6 million and were recognized in "Other noncurrent obligations" in the interim Condensed Consolidated Balance Sheets. The Company expects the program to be substantially complete by the end of 2028.

In March 2025, the Company approved targeted restructuring actions to streamline, right-size and optimize specific organizational structures in preparation for the Electronics Separation and the future structure of DuPont (the "Transformational Separation-Related Restructuring Program"). The Company recorded pre-tax restructuring charges of $63 million inception-to-date, consisting of severance and related benefit costs of $52 million, $6 million of asset related charges and $5 million of accelerated restricted stock compensation expense. Total liabilities related to the Transformational Separation-Related Restructuring Program were $24 million at March 31, 2026 recognized in "Accrued and other current liabilities" in the interim Condensed Consolidated Balance Sheets. The Company expects the program to be substantially complete in 2026.

See Note 5 to the interim Consolidated Financial Statements for more information on the Company's restructuring programs.