Dow (DOW) 10-K risk factor changes: FY2024 vs FY2023

*[Table of [removed: Contents](#ic50b290f13784177884cc9a49d0327ce_10)*][added: Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*]

For the fiscal year ended December 31, [removed: 2023][added: 2024]

[removed: ][added: ]

As of June 30, [removed: 2023,] [added: 2024,] the aggregate market value of the common stock of Dow Inc. held by non-affiliates of Dow Inc. was approximately [removed: $37.4] [added: $37.1] billion based on the last reported closing price of [removed: $53.26] [added: $53.05] per share as reported on the New York Stock Exchange.

Dow Inc. had [removed: 702,293,433] [added: 703,831,931] shares of common stock, $0.01 par value, outstanding at [removed: December 31, 2023.][added: January 15, 2025.]

The Dow Chemical Company had 100 shares of common stock, $0.01 par value, outstanding at [removed: December 31, 2023,] [added: January 15, 2025,] all of which were held by the registrant’s parent, Dow Inc.

Dow Inc.: Portions of Dow Inc.'s Proxy Statement for the [removed: 2024] [added: 2025] Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein.

Such proxy statement will be filed with the Securities and Exchange Commission within 120 days of Dow Inc.'s fiscal year ended December 31, [removed: 2023.][added: 2024.]

For the fiscal year ended December 31, [removed: 2023][added: 2024]

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*[Table of Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*

*[Table of Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*

| [PART I](#ib2a06b6fb89841308535ad5ad1d221ee_22) | | | | | | | | |

| [Item 1C.](#ib2a06b6fb89841308535ad5ad1d221ee_73) | | | [Cybersecurity.](#ib2a06b6fb89841308535ad5ad1d221ee_73) | | | [27](#ib2a06b6fb89841308535ad5ad1d221ee_73) | | |

| [PART II](#ib2a06b6fb89841308535ad5ad1d221ee_85) | | | | | | | | |

| [PART IV](#ib2a06b6fb89841308535ad5ad1d221ee_352) | | | | | | | | |

| [SIGNATURES](#ib2a06b6fb89841308535ad5ad1d221ee_364) | | | | | | [149](#ib2a06b6fb89841308535ad5ad1d221ee_364) | | |

*[Table of Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*

*[Table of Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*

*[Table of Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*

*[Table of Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*

Execution of the transition plan is ongoing and progressing towards aligning marketing rights and responsibilities to levels more consistent with each partner's equity ownership.

*[Table of Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*

- Dow acquired Circulus Holdings, LLC, a U.S. mechanical recycling company that converts plastic waste into post-consumer resin.

This acquisition includes two facilities in the United States with a total recycling capacity of 50,000 metric tons per year and supports Dow's efforts towards the Transform the Waste target.

- Dow completed the sale of its flexible packaging laminating adhesives business in 2024 to Arkema, S.A. The completion of this sale exemplifies Dow's commitment to aligning the Company's portfolio with its growth strategy and circularity platforms.

- Dow signed a Memorandum of Understanding ("MOU") with Ambipar, a Brazilian multinational and global leader in environmental solutions, to expand the strategic alliance between Dow and Ambipar and help drive transformation of the plastic recycling market in Brazil.

By 2030, Dow and Ambipar target leading polyethylene recycling in Brazil, increasing operations from 2,000 metric tons per year to 60,000 metric tons per year.

- Dow signed an additional MOU with SCG Chemicals in 2024 to expand its circularity partnership and transform 200,000 metric tons per year of plastic waste into circular products by 2030 in the Asia Pacific geographic region.

The partnership supports Dow's efforts towards the Transform the Waste target.

- Dow continued to collaborate with X-energy, a nuclear energy innovation company, to advance the design of the previously announced advanced small modular reactor nuclear project at the Seadrift Operations manufacturing site in Texas, which includes developing a construction permit application for submittal to the Nuclear Regulatory Commission.

The project is expected to be funded 50 percent by the U.S. Department of Energy under the Advanced Reactor Demonstration Program and will be operated by a subsidiary of NextEra Energy, one of the nation’s major nuclear operators.

HEH and its shareholders approved the final investment decision for this project on March 4, 2024.

Under the terms of the supply agreement, Dow will support the

*[Table of Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*

- Dow has several renewable power agreements in place globally that continue to support progress toward its goal to reduce net annual Scope 1 and 2 CO2e emissions by 5 million metric tons by 2030.

This includes applications for appliances; furniture; bedding; refrigerated transport; building insulation panels; automotive seat cushions and acoustics; and aircraft deicing fluids.

*[Table of Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*

*[Table of Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*

This additional capacity came online in March 2024 and will support customer growth for food and pharma applications.

The Company also further advanced applications in data center cooling with DOWFROSTTM LC Heat Transfer Fluid, which is specifically formulated for liquid-cooled, direct-to-chip applications and provides exceptional corrosion protection, freeze protection and ensures a long life-span of the system.

The Company also announced its intent to invest in a new world-scale carbonate solvents facility in the United States to support domestic electric vehicle and energy storage markets in collaboration with the U.S. Department of Energy Office of Clean Energy Demonstrations.

- The Polyurethanes & Construction Chemicals business made significant progress in scaling key projects aligned with its long-term sustainability goals.

Together with key industry partners and selected customers, Dow has created an innovative industry ecosystem, which pioneers the RENUVATM end-of-life mattress recycling program at an industrial scale, covering everything from collection and dismantling to re-polyol production and mattress manufacturing.

Also, as part of its circular strategy, the Polyurethanes & Construction Chemicals business commercializes mass-balanced circular feedstock solutions, SPECFLEXTM CIR, for mobility applications.

- In support of customer requests to reduce Scope 3 emissions, the Polyurethanes & Construction Chemicals business successfully launched propylene glycol and CAV low-carbon offerings under Dow's DECARBIATM portfolio of reduced carbon materials, in which the decarbonization potential reaches from more than 40 percent to well above 90 percent depending on product grades.

- Dow announced a strategic review of select assets in Europe, primarily certain polyurethanes assets within the Industrial Intermediates & Infrastructure segment, as part of an effort to continue to optimize its global asset footprint.

The strategic review is expected to be completed in 2025.

*[Table of Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*

*[Table of Contents](#ib2a06b6fb89841308535ad5ad1d221ee_13)*

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| [PART I](#ic50b290f13784177884cc9a49d0327ce_19) | | | | | | | | |

| [Item 1C.](#ic50b290f13784177884cc9a49d0327ce_2879) | | | [Cybersecurity](#ic50b290f13784177884cc9a49d0327ce_2879)[.](#ic50b290f13784177884cc9a49d0327ce_2879) | | | [25](#ic50b290f13784177884cc9a49d0327ce_2879) | | |

| [PART II](#ic50b290f13784177884cc9a49d0327ce_79) | | | | | | | | |

| [PART III](#ic50b290f13784177884cc9a49d0327ce_340) | | | | | | | | |

| [SIGNATURES](#ic50b290f13784177884cc9a49d0327ce_358) | | | | | | [145](#ic50b290f13784177884cc9a49d0327ce_358) | | |

| | | | | | | | | | | | | | | |

As part of this arrangement, the Company purchases and sells Sadara products for a marketing fee.

In 2021, Dow and the Saudi Arabian Oil Company agreed to and began transitioning the marketing rights and responsibilities for Sadara’s finished products to levels more consistent with each partner’s equity ownership, which is being implemented through 2026.

Mura plans to construct a new facility at Dow's Böhlen site in Germany, the latest in a series of planned facilities across the United States and Europe to rapidly scale advanced recycling of plastics, and the first expected to be based at a Dow site.

- Plans to construct a clean hydrogen plant in Europe where by-products from core production processes would be converted into hydrogen and CO2.

The hydrogen plant would allow Dow's Terneuzen manufacturing site to reduce CO2e emissions by approximately 1.4 million metric tons per year.

Project completion and deployment is expected to occur after 2030.

- In 2022, Dow commissioned the retrofit of its first UNIFINITYTM Fluidized Catalytic Dehydrogenation ("FCDh") technology for cost-advantaged propylene and in 2023 has been optimizing operations of this new technology.

The FCDh unit, located at one of Dow's mixed-feed crackers in Plaquemine, Louisiana, will ultimately enable production of approximately 150,000 metric tons of additional on-purpose propylene at full run-rate.

The breakthrough propylene manufacturing technology, which Dow will license through Univation Technologies, LLC, a wholly owned subsidiary of the Company, can reduce capital outlay by up to 25 percent while lowering energy usage and CO2e emissions by up to 20 percent.

This project was originally announced in 2019.

- Dow previously signed an agreement with French recycling company Valoregen to contribute to building the largest single hybrid recycling site in France, to be owned and operated by Valoregen.

The project's 15,000 metric ton mechanical recycling line reached mechanical completion in the fourth quarter of 2023 and the advanced recycling line is expected to start-up in the first half of 2024.

This will mark an important step in bringing together mechanical recycling (which processes certain plastic waste into secondary products) and newer, advanced recycling processes (which breaks down mixed, hard-to-recycle plastics into their original naphtha-like liquid form to manufacture new virgin-like polymers).

Dow will be the main recipient of Valoregen’s post-consumer resins ("PCR"), which it will use to develop new plastic products marketed under Dow’s REVOLOOP™ product range.

It will also support the development of Valoregen's recycling technology capabilities.

- Dow announced a joint development agreement with X-energy, a nuclear energy innovation company which will help Dow advance its greenhouse gas emissions reduction goals through the development and deployment of X-energy's advanced small modular nuclear technology at an industrial site in North America.

In 2023, Dow selected its Seadrift Operations manufacturing site in Texas for its proposed advanced small modular reactor ("SMR") nuclear project.

The project will be focused on providing the Seadrift site with safe, reliable, zero emissions power and steam as existing energy and steam assets near their end-of-life.

Dow is

- Dow has signed several renewable and cleaner power agreements which are expected to reduce Scope 2 emissions by more than 600,000 metric tons of CO2e per year.

Also, in the past year, the Company further progressed and scaled key projects aligned to longer-term sustainability goals across the world leading propylene glycol franchise including propylene glycol RDC (lower carbon) featuring DECARBIATM bio-based technology from second generation bio-based raw material, and propylene glycol CIR (circular) featuring RENUVATM recycled content from post-consumer waste streams.

- Successful startup and operation of hydrogen to peroxide to propylene glycol pilot plant with Evonik at its site in Hanau, Germany.

In contrast to the traditional process, where propylene is used to make propylene oxide, which is converted to propylene glycol through hydrolysis, the pilot plant will leverage the HYPROSYN® process, which uses a novel catalytic system to generate propylene glycol directly from propylene and hydrogen peroxide.

The integration of all key reaction stages in a single reactor eliminates the need of additional investments in propylene oxide capacity and lowers capital requirements.

The process also enables a reduced environmental footprint.

The additional capacity will support customer growth across Asia Pacific and India and is expected to come online in 2024.

- Dow and Orion Chemicals Orgaform together with Eco-mobilier, H&S Anlagentechnik and The Vita Group have inaugurated a pioneering mattress recycling plant as part of the RENUVA™ program.

This is a major step forward for the recovery and recycling of polyurethane foam and a significant advancement to close the loop for end-of-life mattresses.

At full capacity, the plant will process up to 200,000 mattresses per year to address growing mattress waste.

The Company continues to make incremental investments in lower-capital, higher-return projects in the silicones and coatings franchises to further enhance competitiveness.

The investments aim to expand manufacturing capacity and increase product mix offerings of silicone intermediates and high-performance silicones to accelerate the downstream business growth.

| 6 to 10 years | | | 1,300 | | | 8,000 | | |