Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.

(a)(1) FINANCIAL STATEMENTS: The following consolidated financial statements, related notes, and independent registered public accounting firm’s report are included in this Form 10-K:
Report of Independent Registered Public Accounting Firm (PCAOB ID: 238)			47
Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the years ended December 31, 2025, 2024 and 2023			50
Consolidated Balance Sheets as of December 31, 2025 and 2024			51
Consolidated Statements of Shareholders’ Equity for the years ended December 31, 2025, 2024 and 2023			52
Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024 and 2023			53
Notes to Consolidated Financial Statements			54
(a)(3) EXHIBITS			114
(a)(2) FINANCIAL STATEMENT SCHEDULES
Schedule II — Valuation and Qualifying Accounts and Reserves for the years ended December 31, 2025, 2024 and 2023			S-1

All other schedules are omitted because they are not applicable or the required information is shown in the financial statements or notes thereto.

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of International Flavors & Fragrances Inc.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of International Flavors & Fragrances Inc. and its subsidiaries (the “Company”) as of December 31, 2025 and 2024, and the related consolidated statements of income (loss) and comprehensive income (loss), of shareholders’ equity and of cash flows for each of the three years in the period ended December 31, 2025, including the related notes and financial statement schedule listed in the index appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Interim Goodwill Impairment Assessments of the Taste and Food Ingredients Reporting Units and Annual Goodwill Impairment Assessment of the Health & Biosciences Reporting Unit

As described in Notes 1 and 12 to the consolidated financial statements, the Company’s goodwill balance was $8.269 billion as of December 31, 2025, and the goodwill related to the Taste, Food Ingredients, and Health & Biosciences reporting units was $2.296 billion, $0, and $4.465 billion, respectively. The Company has five reporting units, three of which are the Taste, Food Ingredients, and Health & Biosciences reporting units. Management tests goodwill for impairment at the reporting unit level as of November 30 every year or more frequently, if events or changes in circumstances indicate it might be impaired. If a reporting unit’s carrying amount exceeds its fair value, the Company will record an impairment charge based on that difference. Effective January 1, 2025, the Nourish operating segment was reorganized into two new operating segments: Taste and Food Ingredients, which also represent reporting units. As a result of this change, goodwill related to the Nourish reporting unit was allocated between the two new reporting units and management performed interim quantitative goodwill impairment assessments. Management determined that the carrying amount of the Food Ingredients reporting unit exceeded its estimated fair value and recognized an impairment charge of $1.153 billion. For the annual impairment assessment as of November 30, 2025, management performed a quantitative impairment assessment of the Health & Biosciences reporting unit by comparing the fair value of the reporting unit with its carrying amount. Management determined the fair value of the reporting units by using a discounted cash flow method at a rate of return that reflects the relative risk of the projected future cash flows of each reporting unit, as well as a terminal value. Estimates and assumptions used in these valuations by management include revenue growth rates, gross margins, adjusted operating EBITDA margins, forecasted capital expenditures, terminal growth rates, and discount rates.

The principal considerations for our determination that performing procedures relating to the interim goodwill impairment assessments of the Taste and Food Ingredients reporting units and the annual goodwill impairment assessment of the Health & Biosciences reporting unit is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the Taste, Food Ingredients, and Health & Biosciences reporting units; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue growth rates, gross margins, adjusted operating EBITDA margins, and forecasted capital expenditures for the Taste and Health & Biosciences reporting units and terminal growth rates and discount rates for the Taste, Food Ingredients, and Health & Biosciences reporting units; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s goodwill impairment assessments, including controls over the valuation of the Taste, Food Ingredients, and Health & Biosciences reporting units. These procedures also included, among others (i) testing management’s process for developing the fair value estimate of the Taste, Food Ingredients, and Health & Biosciences reporting units; (ii) evaluating the appropriateness of the discounted cash flow method used by management; (iii) testing the completeness and accuracy of underlying data used in the discounted cash flow method; and (iv) evaluating the reasonableness of the significant assumptions used by management related to revenue growth rates, gross margins, adjusted operating EBITDA margins, and forecasted capital expenditures for the Taste and Health & Biosciences reporting units and terminal growth rates and discount rates for the Taste, Food Ingredients, and Health & Biosciences reporting units. Evaluating management’s assumptions related to revenue growth rates, gross margins, adjusted operating EBITDA margins, and forecasted capital expenditures involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the Taste and Health & Biosciences reporting units; (ii) the consistency with external market and industry data; and (iii) whether the assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the discounted cash flow method and (ii) the reasonableness of the terminal growth rate and discount rate assumptions.

Valuation of Certain U.S. and Foreign Legal Entities and the Related Income Tax Benefit Associated with the Legal Entity Realignment Project

As described in Note 10 to the consolidated financial statements, during the year ended December 31, 2025, the Company recorded an income tax benefit associated with the legal entity realignment project of $360 million. The legal entity realignment project is a phased restructuring initiative involving certain of the Company’s U.S. and foreign legal entities. To determine the

amount of the income tax benefit recorded, first management estimated the fair value of the relevant legal entities using the discounted cash flow method or the net asset value method, and then analyzed the relevant tax laws and regulations in assessing the tax consequences of the steps within the realignment project, including obtaining opinions from third-party tax and legal advisors. Under the discounted cash flow method, management used a rate of return that reflects the relative risk of the projected future cash flows of each legal entity, as well as a terminal value. Estimates and assumptions include revenue growth rates, gross margins, adjusted operating EBIT margins, terminal growth rates, and discount rates.

The principal considerations for our determination that performing procedures relating to the valuation of the certain U.S. and foreign legal entities and the related income tax benefit associated with the legal entity realignment project is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the certain U.S. and foreign legal entities and when determining and measuring the related income tax benefit associated with the legal entity realignment project; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to certain revenue growth rates and terminal growth rates used in the valuation of the certain U.S. and foreign legal entities and in evaluating audit evidence related to management’s determination and measurement of the related income tax benefit; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to income taxes, including controls over the valuation of the certain U.S. and foreign legal entities and the determination and measurement of the related income tax benefit associated with the legal entity realignment project. These procedures also included, among others (i) reading the underlying agreements; (ii) testing management’s process for developing the fair value estimate of the certain U.S. and foreign legal entities; (iii) evaluating the appropriateness of the discounted cash flow and net asset value methods used by management; (iv) testing the completeness and accuracy of certain underlying data used in the discounted cash flow and net asset value methods; (v) evaluating the reasonableness of significant assumptions used by management related to certain revenue growth rates and terminal growth rates; and (vi) testing the completeness and accuracy of certain underlying data used in the determination and measurement of the related income tax benefit associated with the legal entity realignment project. Evaluating management’s assumption related to certain revenue growth rates involved evaluating whether the assumption used by management was reasonable considering (i) the current and past performance of the certain U.S. and foreign legal entities; (ii) the consistency with external market and industry data; and (iii) whether the assumption was consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the discounted cash flow and net asset value methods; (ii) the reasonableness of the assumption related to certain terminal growth rates; and (iii) management’s assessment of the relevant tax laws and regulations in assessing the tax consequences of the steps within the realignment project.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 27, 2026

We have served as the Company’s auditor since 1957.

INTERNATIONAL FLAVORS & FRAGRANCES INC.

CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS)

			Year Ended December 31,
(AMOUNTS IN MILLIONS EXCEPT PER SHARE AMOUNTS)			2025						2024						2023
Net sales			$	10,890					$	11,484					$	11,479
Cost of sales			6,952						7,360						7,798
Gross profit			3,938						4,124						3,681
Research and development expenses			694						671						636
Selling and administrative expenses			1,834						1,995						1,787
Restructuring and other charges			70						29						68
Amortization of acquisition-related intangibles			568						610						680
Impairment of goodwill			1,153						64						2,623
Losses (Gains) on sale of assets			1						(11)						(3)
Operating (loss) profit			(382)						766						(2,110)
Interest expense			229						305						380
Gain on extinguishment of debt			(488)						—						—
Losses (Gains) on business disposals			109						(346)						23
Loss on assets classified as held for sale			115						317						—
Other expense, net			65						182						5
(Loss) income before taxes			(412)						308						(2,518)
(Benefit) Provision for income taxes			(53)						41						69
Net (loss) income			(359)						267						(2,587)
Net income attributable to non-controlling interest			2						4						4
Net (loss) income attributable to IFF shareholders			$	(361)					$	263					$	(2,591)
Net (loss) income per share — basic and diluted			$	(1.41)					$	1.04					$	(10.14)
Average number of shares outstanding — basic and diluted			256						256						255
Statements of Comprehensive Income (Loss)
Net (loss) income			$	(359)					$	267					$	(2,587)
Other comprehensive income (loss), after tax:
Foreign currency translation adjustments			1,153						(774)						414
Gains (losses) on derivatives qualifying as hedges			(2)						(3)						—
Pension and postretirement liability adjustment			(54)						146						(112)
Other comprehensive income (loss)			1,097						(631)						302
Comprehensive income (loss)			738						(364)						(2,285)
Net income attributable to non-controlling interest			2						4						4
Comprehensive income (loss) attributable to IFF shareholders			$	736					$	(368)					$	(2,289)

See Notes to Consolidated Financial Statements

INTERNATIONAL FLAVORS & FRAGRANCES INC.

CONSOLIDATED BALANCE SHEETS

			December 31,
(AMOUNTS IN MILLIONS EXCEPT PER SHARE AMOUNTS)			2025						2024
ASSETS
Current Assets:
Cash, cash equivalents, and restricted cash			$	590					$	469
Trade receivables (net of allowances of $27 and $26, respectively)			1,731						1,624
Inventories			2,245						2,133
Assets held for sale			151						3,056
Prepaid expenses and other current assets			877						686
Total Current Assets			5,594						7,968
Property, plant and equipment, net			4,029						3,739
Goodwill			8,269						9,075
Other intangible assets, net			6,043						6,445
Operating lease right-of-use assets			579						589
Other assets			1,025						907
Total Assets			$	25,539					$	28,723
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
Short-term debt and current portion of long-term debt			$	1,254					$	1,413
Accounts payable			1,287						1,283
Accrued payroll and bonus			327						420
Dividends payable			102						102
Liabilities held for sale			44						332
Other current liabilities			919						802
Total Current Liabilities			3,933						4,352
Other Liabilities:
Long-term debt			4,740						7,564
Retirement liabilities			186						167
Deferred income taxes			1,379						1,594
Operating lease liabilities			533						550
Other liabilities			582						627
Total Other Liabilities			7,420						10,502
Commitments and Contingencies (Note 21)
Shareholders’ Equity:
Common stock $0.125 par value; 500.0 shares authorized; 275.7 and 275.7 shares issued as of December 31, 2025 and December 31, 2024, respectively; and 255.7 and 255.7 shares outstanding as of December 31, 2025 and December 31, 2024, respectively			35						35
Capital in excess of par value			19,918						19,917
Accumulated deficit			(3,417)						(2,647)
Accumulated other comprehensive loss			(1,430)						(2,527)
Treasury stock, at cost (20.0 and 20.0 shares as of December 31, 2025 and December 31, 2024, respectively)			(952)						(944)
Total Shareholders’ Equity			14,154						13,834
Non-controlling interest			32						35
Total Shareholders’ Equity including non-controlling interest			14,186						13,869
Total Liabilities and Shareholders’ Equity			$	25,539					$	28,723

See Notes to Consolidated Financial Statements

INTERNATIONAL FLAVORS & FRAGRANCES INC.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(AMOUNTS IN MILLIONS EXCEPT PER SHARE AMOUNTS)			Common stock												Capital in excess of par value						Retained earnings (accumulated deficit)						Accumulated other comprehensive loss						Treasury stock												Non-controlling interest						Total
Shares						Cost			Shares						Cost
Balance at December 31, 2022			275.7						$	35					$	19,841					$	917					$	(2,198)					(20.8)						$	(978)					$	30					$	17,647
Net income (loss)																					(2,591)																								4						(2,587)
Other Comprehensive (loss) income, after tax																											302																								302
Cash dividends declared(1)																					(827)																														(827)
Stock options/SSARs															(4)																		0.1						4												—
Vested restricted stock units and awards															(22)																		0.3						11												(11)
Stock-based compensation															65																																				65
Redeemable NCI															(6)																																				(6)
Dividends on non-controlling interest and other																																													(3)						(3)
Balance at December 31, 2023			275.7						$	35					$	19,874					$	(2,501)					$	(1,896)					(20.4)						$	(963)					$	31					$	14,580
Net income (loss)																					263																								4						267
Other Comprehensive (loss) income, after tax																											(631)																								(631)
Cash dividends declared(1)																					(409)																														(409)
Stock options/SSARs															(1)																		—						2												1
Vested restricted stock units and awards															(33)																		0.4						17												(16)
Stock-based compensation															77																																				77
Balance at December 31, 2024			275.7						$	35					$	19,917					$	(2,647)					$	(2,527)					(20.0)						$	(944)					$	35					$	13,869
Net income (loss)																					(361)																								2						(359)
Other Comprehensive (loss) income, after tax																											1,097																								1,097
Cash dividends declared(1)																					(409)																														(409)
Stock options/SSARs															(4)																		—						2												(2)
Vested restricted stock units and awards															(113)																		0.6						28												(85)
Stock-based compensation															88																																				88
Treasury share repurchases																																	(0.6)						(38)												(38)
Impact of Business Divestitures																																													(4)						(4)
Dividends on non-controlling interest and other															30																														(1)						29
Balance at December 31, 2025			275.7						$	35					$	19,918					$	(3,417)					$	(1,430)					(20.0)						$	(952)					$	32					$	14,186

---

(1)Cash dividends declared per common share were $1.60, $1.60, and $3.24 for the twelve months ended December 31, 2025, 2024, and 2023, respectively.

See Notes to Consolidated Financial Statements

INTERNATIONAL FLAVORS & FRAGRANCES INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

			Year Ended December 31,
(AMOUNTS IN MILLIONS)			2025						2024						2023
Cash flows from operating activities:
Net (loss) income			$	(359)					$	267					$	(2,587)
Adjustments to reconcile to net cash provided by operating activities:
Depreciation and amortization			962						1,015						1,142
Deferred income taxes			(270)						(323)						(371)
Loss on assets classified as held for sale			115						317						—
Gains on sale of assets			1						(11)						(3)
Losses (Gains) on business disposals			109						(346)						23
Stock-based compensation			88						77						65
Gain on extinguishment of debt			(488)						—						—
Pension contributions			(29)						(29)						(36)
Pension-related (benefit) expense			(11)						125						(28)
Impairment of goodwill			1,153						64						2,623
Inventory write-down			—						—						72
Changes in assets and liabilities, net of acquisitions:
Trade receivables			(68)						(217)						51
Inventories			(41)						(34)						605
Accounts payable			(57)						40						(39)
Accruals for incentive compensation			(106)						190						(2)
Other assets/liabilities, net			(149)						(65)						(60)
Net cash provided by operating activities			850						1,070						1,455
Cash flows from investing activities:
Additions to property, plant and equipment			(594)						(463)						(503)
Additions to intangible assets			(2)						(5)						—
Proceeds from disposal of assets			21						21						27
Net proceeds received from business disposals			2,743						875						1,050
Cash received (paid) on foreign currency forward contracts			105						(102)						(16)
Joint venture capital contributions			(4)						—						—
Net cash provided by investing activities			2,269						326						558
Cash flows from financing activities:
Cash dividends paid to shareholders			(409)						(514)						(826)
Dividends paid to redeemable non-controlling interests			—						—						(13)
Decrease in revolving credit facility and short term borrowings			—						—						(99)
Net borrowings (repayments) of commercial paper (maturities less than three months)			314						—						(187)
Principal payments of debt			(2,913)						(1,030)						(655)
Purchases of redeemable non-controlling interests			—						—						(39)
Deferred and contingent consideration paid			—						(36)						(6)
Withholding tax paid on stock-based compensation			(24)						(16)						(13)
Other, net			(21)						(10)						(13)
Purchase of treasury stock			(38)						—						—
Net cash used in financing activities			(3,091)						(1,606)						(1,851)
Effect of exchange rate changes on cash, cash equivalents and restricted cash			91						(54)						21
Net change in cash, cash equivalents and restricted cash			119						(264)						183
Cash, cash equivalents and restricted cash at beginning of year			471						735						552
Cash, cash equivalents and restricted cash at end of year			$	590					$	471					$	735
Supplemental Disclosures:
Interest paid, net of amounts capitalized			$	229					$	308					$	370
Income taxes paid			329						370						578
Accrued capital expenditures			176						158						109

See Notes to Consolidated Financial Statements

INTERNATIONAL FLAVORS & FRAGRANCES INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

International Flavors & Fragrances Inc. and its subsidiaries (the “Registrant,” “IFF,” the “Company,” “we,” “us” and “our”) is a leading creator and manufacturer of products for application in food, beverage, health & biosciences, scent (and pharmaceuticals, until the recent sale of our Pharma Solutions disposal group), as well as complementary adjacent products, including natural health ingredients, all of which are used in a wide variety of consumer and end-use products. Our products are sold principally to manufacturers of dairy, meat, beverages, snacks, savory, sweet, baked goods, grain processors and other foods, personal care products, soaps and detergents, cleaning products, perfumes, dietary supplements, food protection, infant, elderly and animal nutrition, functional food, bio-fuel, pharmaceutical and oral care products. As a result, we hold global leadership positions in the Food & Beverage, Home & Personal Care and Health & Wellness markets, and across key Tastes, Textures, Scents, Nutrition, Enzymes, Cultures, Soy Proteins, and Probiotics categories, among others.

Fiscal Year End

The Company uses a calendar year of the twelve-month period from January 1 to December 31.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and judgments that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. The inputs into the Company’s judgments and estimates take into account ongoing global current events and adverse macroeconomic impacts on the critical and significant accounting estimates, including estimates associated with future cash flows that are used in assessing the risk of impairment of certain assets and in business combinations. Actual results could differ from those estimates.

Principles of Consolidation

The Consolidated Financial Statements include the accounts of International Flavors & Fragrances Inc. and those of its subsidiaries. Intercompany balances and transactions have been eliminated. To the extent a subsidiary is not wholly owned, any related non-controlling interests are included as a separate component of Shareholders’ Equity.

Revision of Previously Issued Financial Statements

In preparing the Consolidated Financial Statements as of and for the three and nine months ended September 30, 2025, Management identified certain income tax-related adjustments that primarily relate to the understatement of income tax expense due to errors in the accounting for transfer pricing, the correction of deferred tax liabilities on goodwill recorded in purchase accounting, and other income tax entries that impacted prior interim and annual financial statements.

Management also identified certain other errors that were concluded to be immaterial, individually and in the aggregate, to the Company’s consolidated financial statements as of and for the relevant periods. These include an adjustment to the Pharma Solutions disposal group loss on business disposal which should have been recognized upon the initial classification of the disposal group as held for sale, tax adjustments identified in prior periods primarily related to deferred taxes, balance sheet misclassifications to correct the netting of value added tax receivables and payables and uncertain tax provisions and benefits, an error in the classification of uncertain tax provisions recognized as deferred tax liabilities, an adjustment to record the right of use asset and lease liability related to a lease upon lease commencement that was incorrectly omitted, and a cash flow adjustment to correct the classification of cash paid/received on foreign currency forward contracts from operating activities to investing activities.

Management assessed the materiality of the errors on prior period interim and annual consolidated financial statements in accordance with the Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin No. 99, “Materiality,” codified in ASC 250, Accounting Changes and Error Corrections (“ASC 250”). Based on this assessment, in consideration of both quantitative and qualitative factors, management determined that the related impacts of the errors were not material to any previously issued interim or annual financial statements. However, if the corrections were recorded in the three months ended September 30, 2025, they would be material to that period. As such, management revised the prior period amounts presented in these financial statements to correct the errors.

In preparing the Consolidated Financial Statements for the year ended December 31, 2025, management identified an additional error related to tax expense on business disposals that affects the interim condensed consolidated financial statements for the three months and six months ended June 30, 2025 and nine months ended September 30, 2025 reported within our Quarterly Report on Form 10-Q for the fiscal periods ended June 30, 2025 and September 30, 2025. Management revised the

prior interim periods to correct this error. The error had no impact to our Consolidated Financial Statements as of and for the year ended December 31, 2025.

The following tables include the revisions to previously filed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss), Consolidated Balance Sheets, Consolidated Statements of Shareholders’ Equity, and Consolidated Statements of Cash Flows. A summary of the revisions to the previously issued interim financial information is included in Note 22 of the Consolidated Financial Statements, Revision of Quarterly Financial Information (Unaudited). The applicable notes to the accompanying financial statements have also been corrected to reflect the impact of the revisions of the previously filed consolidated interim financial statements and consolidated annual financial statements.

Impacts to Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)

			Year Ended December 31, 2024												Year Ended December 31, 2023
(DOLLARS IN MILLIONS EXCEPT PER SHARE AMOUNTS)			As Previously Reported			Adjustments			As Revised						As Previously Reported			Adjustments			As Revised
Net sales			$	11,484		$	—		$	11,484					$	11,479		$	—		$	11,479
Gross profit			4,124			—			4,124						3,681			—			3,681
Loss on assets classified as held for sale			347			(30)			317						—			—			—
Income (loss) before income taxes			278			30			308						(2,518)			—			(2,518)
Provision for income taxes			31			10			41						45			24			69
Net income (loss)			247			20			267						(2,563)			(24)			(2,587)
Net income (loss) attributable to IFF shareholders			243			20			263						(2,567)			(24)			(2,591)
Net income (loss) per share – basic			$	0.95		$	0.09		$	1.04					$	(10.05)		$	(0.09)		$	(10.14)
Net income (loss) per share – diluted			$	0.95		$	0.09		$	1.04					$	(10.05)		$	(0.09)		$	(10.14)
Comprehensive income (loss)			(384)			20			(364)						(2,261)			(24)			(2,285)
Comprehensive income (loss) attributable to IFF shareholders			$	(388)		$	20		$	(368)					$	(2,265)		$	(24)		$	(2,289)

Impacts to Consolidated Balance Sheet

			December 31, 2024
(DOLLARS IN MILLIONS)			As Previously Reported			Adjustments			As Revised
Assets held for sale			$	3,030		$	26		$	3,056
Prepaid expenses and other current assets			737			(51)			686
Total Current Assets			7,993			(25)			7,968
Goodwill			9,080			(5)			9,075
Operating lease right-of-use assets			573			16			589
Other Assets			837			70			907
Total Assets			28,667			56			28,723
Other current liabilities			783			19			802
Total Current Liabilities			4,333			19			4,352
Deferred income taxes			1,592			2			1,594
Operating lease liabilities			534			16			550
Other Liabilities			566			61			627
Total Other Liabilities			10,423			79			10,502
Accumulated deficit			(2,605)			(42)			(2,647)
Total Shareholders’ Equity			13,876			(42)			13,834
Total Shareholders’ Equity including Non-controlling interests			13,911			(42)			13,869
Total Liabilities and Shareholders’ Equity			$	28,667		$	56		$	28,723

Impacts to Consolidated Statements of Shareholders’ Equity

			As Previously Reported									Adjustments						As Revised
(DOLLARS IN MILLIONS)			Retained Earnings (Accumulated Deficit)			Total						Retained Earnings (Accumulated Deficit)						Retained Earnings (Accumulated Deficit)			Total
Balance at January 1, 2023			$	955		$	17,685					$	(38)					$	917		$	17,647
Net income (loss)			(2,567)			(2,563)						(24)						(2,591)			(2,587)
Balance at December 31, 2023			(2,439)			14,642						(62)						(2,501)			14,580
Balance at January 1, 2024			(2,439)			14,642						(62)						(2,501)			14,580
Net income (loss)			243			247						20						263			267
Balance at December 31, 2024			$	(2,605)		$	13,911					$	(42)					$	(2,647)		$	13,869

Impacts to Consolidated Statements of Cash Flows

			Year Ended December 31, 2024												Year Ended December 31, 2023
(DOLLARS IN MILLIONS)			As Previously Reported			Adjustments			As Revised						As Previously Reported			Adjustments			As Revised
Net Income (loss)			$	247		$	20		$	267					$	(2,563)		$	(24)		$	(2,587)
Adjustments to reconcile to net cash provided by operating activities:
Deferred Income taxes			(304)			(19)			(323)						(369)			(2)			(371)
Loss on assets classified as held for sale			347			(30)			317						—			—			—
Changes in assets and liabilities, net of acquisitions:
Other assets/liabilities, net			(94)			29			(65)						(102)			42			(60)
Net cash provided by operating activities			1,070			—			1,070						1,439			16			1,455
Cash received (paid) on foreign currency forward contracts			(102)			—			(102)						—			(16)			(16)
Net cash provided by investing activities			$	326		$	—		$	326					$	574		$	(16)		$	558

The Company also revised the Inventory and Property, plant, and equipment, net disclosures as of December 31, 2024 as follows:

			Year Ended December 31, 2024**(1)**
(DOLLARS IN MILLIONS EXCEPT PER SHARE AMOUNTS)			As Previously Reported			Adjustments			As Revised
Raw materials			$	657		$	27		$	684
Work in process			368			75			443
Finished goods			1,108			(102)			1,006
Total Inventory			2,133			—			2,133
Land			136			1			137
Building and improvements			1,688			7			1,695
Machinery and equipment			3,447			24			3,471
Information technology			507			7			514
Construction in process			389			(39)			350
Total Property, plant and equipment			$	6,167		$	—		$	6,167

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(1)The revision to the asset classes of Inventory was to correct certain classification errors. The revision to the asset classes of Property, plant and equipment, net was to correct the timing of transfer of completed Construction in process projects into service. As previously disclosed within our Quarterly Report on Form 10-Q for the fiscal period ended September 30, 2025, the Inventory, net disclosures as of December 31, 2024 reflected a $30 million reclassification from Raw materials to Finished goods. Those Inventory and Property, plant and equipment, net disclosures as of December 31, 2024 have since been updated to reflect additional corrections of the same nature.

Reclassifications

Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no effect on reported consolidated Net (loss) income.

Effective January 1, 2025, the Company implemented a reorganization of its internal structure, which impacted the way the Chief Operating Decision Maker (“CODM”), the Chief Executive Officer, allocates resources and assesses financial

performance. As a result, the Company has updated its reportable segments beginning with the first quarter of 2025. The Company also adjusted its corporate cost allocations to align with the new organizational structure and updated operating model, consistent with how management assesses performance effective January 1, 2025. As a result, certain segment information for the twelve months ended December 31, 2024 and December 31, 2023 has been recast to reflect these changes in corporate allocations among the Company’s reportable segments on a comparable basis. Please see Note 7 for more information.

Revenue Recognition

The Company recognizes revenue from contracts with customers when the contract or purchase order has received approval and commitment from both parties, has the rights of the parties and payment terms (which can vary by customer) identified, has commercial substance, collectability of consideration is probable, and control has transferred. The revenue recognized reflects the consideration the Company expects to be entitled to in exchange for those goods. Sales, value added, and other taxes the Company collects are excluded from revenues. The Company receives payment in accordance with standard customer terms.

Sales are reduced, at the time revenue is recognized, for applicable discounts, rebates, prebates, and sales allowances based on historical experience. Related accruals are included in Other current liabilities and Other assets in the accompanying Consolidated Balance Sheets. The Company considers shipping and handling activities undertaken after the customer has obtained control of the related goods as a fulfillment activity. Net sales include shipping and handling charges billed to customers. Cost of sales includes all costs incurred in connection with shipping and handling.

Contract Assets and Liabilities

With respect to a small number of contracts for the sale of compounds, the Company has an “enforceable right to payment for performance to date” and as the products do not have an alternative use, the Company recognizes revenue for these contracts over time and records a contract asset using the output method. The output method recognizes revenue on the basis of direct measurements of the value to the customer of the goods or services transferred to date relative to the remaining goods or services promised under the contract.

As of December 31, 2025 and 2024, the Company’s gross accounts receivable was $1.758 billion and $1.650 billion, respectively. The Company’s contract assets and contract liabilities as of December 31, 2025 and 2024 were not material.

Foreign Currency Translation

The Company translates the assets and liabilities of non-U.S. subsidiaries into U.S. dollars at year-end exchange rates. Income and expense items are translated at average exchange rates during the year. Foreign currency translation adjustments are shown as a component of Other comprehensive income (loss) on the Statements of Comprehensive Income (Loss) .

Research and Development

Research and development (“R&D”) expenses relate to the development of new and improved products, technical product support and compliance with governmental regulation. All research and development costs are expensed as incurred.

Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents include highly liquid investments with maturities of three months or less at date of purchase. Restricted cash is comprised of cash or cash equivalents which have been placed into an account that is restricted for a specific use and from which the Company cannot withdraw the cash on demand.

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported on the Company’s balance sheets as of December 31, 2025, 2024 and 2023 to the amounts reported on the Company’s statement of cash flows periods ended December 31, 2025, 2024 and 2023.

(DOLLARS IN MILLIONS)			December 31, 2025						December 31, 2024						December 31, 2023
Current assets
Cash and cash equivalents			$	590					$	469					$	703
Cash and cash equivalents included in Assets held for sale			—						2						26
Restricted cash			—						—						6
Cash, cash equivalents and restricted cash			$	590					$	471					$	735

Accounts Receivable

The Company has various factoring agreements globally under which it can factor up to approximately $533 million of its trade receivables (“Company’s own factoring agreements”) at a point in time. In addition, the Company utilizes factoring agreements sponsored by certain customers. Under all of the arrangements, the Company sells the trade receivables on a non-recourse basis to unrelated financial institutions and accounts for the transactions as sales of receivables. The applicable receivables are removed from the Company’s Consolidated Balance Sheets when the cash proceeds are received by the Company.

The Company sold approximately $1.873 billion, $1.732 billion and $1.752 billion of receivables in 2025, 2024 and 2023, respectively, under the Company’s own factoring agreements and customer sponsored factoring agreements. The cost of participating in these programs was approximately $23 million, $27 million and $25 million, in 2025, 2024 and 2023, respectively, and is included as a component of interest expense. Under the Company’s own factoring agreements for which the Company has continued responsibility to collect receivables and provide to its sponsor, it sold approximately $1.205 billion, $850 million and $843 million of receivables in 2025, 2024 and 2023, respectively. The outstanding principal amounts of receivables under the Company’s own factoring agreements amounted to approximately $361 million and $189 million as of December 31, 2025 and 2024, respectively. The proceeds from the sales of receivables are included in net cash from operating activities in the Consolidated Statements of Cash Flows.

Expected Credit Losses

The Company is exposed to credit losses primarily through its sales of products. To determine the appropriate allowance for expected credit losses, the Company considers certain credit quality indicators, such as aging of customer receivable balances, loss history and creditworthiness of debtors. The Company also considers current and anticipated future conditions of the general economy in the determination of allowances, including significant aspects of a geographic location and the industries in which the Company operates. The Company’s general allowance for credit losses is calculated using a loss rate model that is primarily based on historical write-off experiences and applied to trade receivables. As necessary, additional reserves are established based on other factors, such as aging of receivables, customer credit quality and account collectability and country risk. These allowances are reviewed and approved by the Regional and Global Credit committees.

As of December 31, 2025, the Company reported $1.731 billion of trade receivables, net of allowances of $27 million. Based on the aging analysis as of December 31, 2025, approximately 1% of the Company’s accounts receivable were past due by over 365 days based on the payment terms of the invoice.

The following is a roll forward of the Company’s allowances for bad debts for the years ended December 31, 2023, 2024 and 2025:

(DOLLARS IN MILLIONS)			Allowance for Bad Debts
Balance at January 1, 2023			$	53
Bad debt expense (reversal)			9
Write-offs			(11)
Foreign exchange losses (gains)			1
Balance at January 1, 2024			52
Bad debt expense (reversal)			(4)
Write-offs			(19)
Foreign exchange losses (gains)			(3)
Balance at January 1, 2025			26
Bad debt expense (reversal)			6
Write-offs			(8)
Foreign exchange losses (gains)			3
Balance at December 31, 2025			$	27

Inventories

Inventories are stated at the lower of cost (on a weighted-average basis) or net realizable value. The Company’s inventories consisted of the following:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024
Raw materials			$	731					$	684
Work in process			454						443
Finished goods			1,060						1,006
Total			$	2,245					$	2,133

Leases

The Company determines if an arrangement is a lease at contract inception. A lease exists when a contract conveys to the customer the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration. The definition of a lease embodies two conditions: (1) there is an identified asset in the contract that is land or a depreciable asset (i.e., property, plant, and equipment), and (2) the customer has the right to control the use of the identified asset.

When the Company determines the arrangement is a lease, or contains a lease, at inception, it then determines whether the lease is an operating lease or a finance lease at the commencement date.

The Company leases property and equipment principally under operating leases and records a right-of-use asset and related obligation at the present value of lease payments. Over the term of the lease, the Company depreciates the right-of-use asset and accretes the related obligation to future value. Some of the leases include rental escalation clauses, renewal options and/or termination options that are factored into the determination of lease payments when appropriate. The Company has elected not to separate non-lease components from lease components for all classes of leased assets.

When available, the Company uses the rate implicit in the lease to discount lease payments to present value, however, most of the Company’s leases do not provide a readily determinable implicit rate and the Company calculates the applicable incremental borrowing rate to discount the lease payments based on the term of the lease at lease commencement. The incremental borrowing rate is determined based on the Company’s credit rating, currency and lease terms.

Long-Lived Assets

Property, Plant and Equipment

Property, plant and equipment are recorded at cost. Depreciation is calculated on a straight-line basis, principally over the following estimated useful lives: buildings and improvements, 1 to 40 years; machinery and equipment, 1 to 20 years;

information technology hardware and software, 1 to 7 years; and leasehold improvements which are included in buildings and improvements, the estimated life of the improvements or the remaining term of the lease, whichever is shorter.

Interest incurred during the construction period of certain property, plant and equipment is capitalized until the underlying assets are placed in service, at which time straight-line amortization of the capitalized interest begins over the estimated useful lives of the related assets.

Finite-Lived Intangible Assets

Finite-lived intangible assets include customer relationships, patents, trade names, technological know-how and other intellectual property valued at acquisition and are amortized on a straight-line basis over the following estimated useful lives: customer relationships, 15 to 20 years; patents and trade names, 4 to 23 years; and technological know-how, 5 to 15 years.

The Company reviews long-lived assets for impairment when events or changes in business conditions indicate that their carrying value may not be recovered. An estimate of undiscounted future cash flows produced by an asset or group of assets is compared to the carrying value to determine whether impairment exists. If assets are determined to be impaired, the loss is measured based on an estimate of fair value using various valuation techniques, including a discounted estimate of future cash flows.

Goodwill

Goodwill represents the difference between the total purchase price and the fair value of identifiable assets and liabilities acquired in business acquisitions.

The Company tests goodwill for impairment at the reporting unit level as of November 30 every year or more frequently if events or changes in circumstances indicate that it might be impaired. A reporting unit is an operating segment or one level below an operating segment (referred to as a component) to which goodwill is assigned when initially recorded.

The Company identifies its reporting units by assessing whether the components of its reporting units constitute businesses for which discrete financial information is available and management of each reporting unit regularly reviews the operating results of those components. As of December 31, 2025, the Company has five reporting units under the Food Ingredients, Taste, Scent and Health & Biosciences segments: (1) Food Ingredients, (2) Taste, (3) Fragrance Compounds, (4) Fragrance Ingredients and (5) Health & Biosciences. As of December 31, 2024, the Company had five reporting units under the previous Nourish, Scent, Health & Biosciences and Pharma Solutions segments: (1) Nourish, (2) Fragrance Compounds, (3) Fragrance Ingredients, (4) Health & Biosciences and (5) Pharma Solutions. These reporting units were determined based on the level at which the performance is measured and reviewed by segment management. In cases where the components of an operating segment have similar economic characteristics, they are aggregated into a single reporting unit.

When testing goodwill for impairment, the Company has the option of first performing a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than the carrying amount. If the Company elects to bypass the qualitative assessment for any reporting units, or if a qualitative assessment indicates it is more likely than not that the estimated carrying value of a reporting unit exceeds its fair value, the Company performs a quantitative goodwill impairment test.

Under the quantitative goodwill impairment test, if a reporting unit’s carrying amount exceeds its fair value, the Company will record an impairment charge based on that difference, and the impairment charge will be limited to the amount of goodwill allocated to that reporting unit.

Income Taxes

The Company accounts for taxes under the asset and liability method. Under this method, deferred income taxes are recognized for temporary differences between the financial statement and tax return bases of assets and liabilities, based on enacted tax rates and other provisions of the tax law. The effect of a change in tax laws or rates on deferred tax assets and liabilities is recognized as income in the period in which such change is enacted. Future tax benefits are recognized to the extent that the realization of such benefits is more likely than not, and a valuation allowance is established for any portion of a deferred tax asset that management believes may not be realized.

The Company recognizes uncertain tax positions that it has taken or expects to take on a tax return. Pursuant to accounting requirements, the Company first determines whether it is “more likely than not” its tax position will be sustained if the relevant tax authority were to audit the position with full knowledge of all the relevant facts and other information. For those tax positions that meet this threshold, the Company measures the amount of tax benefit based on the largest amount of tax benefit that it has a greater than 50% chance of realizing in a final settlement with the relevant authority. Those tax positions failing to qualify for initial recognition are recognized in the first interim period in which they meet the more likely than not standard. The Company maintains a cumulative risk portfolio relating to all of its uncertainties in income taxes in order to perform this analysis, but the evaluation of its tax positions requires significant judgment and estimation in part because, in certain cases, tax law is subject to varied interpretation, and whether a tax position will ultimately be sustained may be uncertain.

Interest and penalties related to unrecognized tax benefits are recognized as a component of income tax expense.

Retirement Benefits

The vested benefit obligations for the Company’s pension and postretirement plans are determined using the actuarial present value of benefits earned to date, reflecting the benefits employees are entitled to receive at their expected date of separation or retirement. The current service cost component of net periodic benefit cost is accrued and presented within either Cost of sales, Research and Development expenses or Selling and Administrative expenses on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss). The interest cost, expected return on plan assets, amortization of actuarial (gain)/loss, amortization of prior service credit and settlement and curtailment loss components of net periodic benefit cost are presented within Other expense, net, on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).

Actuarial gains and losses in excess of 10% of the greater of the projected benefit obligation or the market-related value of plan assets are classified in Accumulated Other Comprehensive Income (Loss) along with the related tax impact, and recognized as a component of net periodic benefit cost over the average remaining service period of a plan’s active employees for active defined benefit pension plans and over the average remaining life expectancy of a plan’s active and inactive employees for frozen defined benefit pension plans. Prior service costs resulting from plan improvements are amortized over periods ranging from 7 to 25 years.

Financial Instruments

Derivative financial instruments are used to manage interest and foreign currency exposures. The gain or loss on the hedging instrument is recorded in earnings at the same time as the transaction being hedged is recorded in earnings. The associated asset or liability related to the open hedge instrument is recorded in Prepaid expenses and Other current assets or Other current liabilities, as applicable.

The Company records all derivative financial instruments on the balance sheet at fair value. Changes in a derivative’s fair value are recognized in earnings unless specific hedge criteria are met. If the derivative is designated as a fair value hedge, the changes in the fair value of the derivative and of the hedged item attributable to the hedged risk are recognized in Net (loss) income. If the derivative is designated as a cash flow hedge, the effective portions of changes in the fair value of the derivative are recorded in Accumulated other comprehensive loss in the accompanying Consolidated Balance Sheets and are subsequently recognized in Net (loss) income when the hedged item affects earnings. Ineffective portions of changes in the fair value of cash flow hedges, if any, are recognized as a charge or credit to earnings.

Software Costs

The Company capitalizes direct internal and external development costs for certain significant projects associated with internal-use software and typically amortizes these costs over seven years. Neither preliminary evaluation costs nor costs associated with the software after implementation are capitalized. Costs related to projects that are not significant are expensed as incurred.

Net (Loss) Income Per Share

Under the two-class method, earnings are adjusted by accretion of amounts to redeemable non-controlling interests recorded at redemption value. The adjustments represent in-substance dividend distributions to the non-controlling interest holders as the holders have a contractual right to receive a specified amount upon redemption. As a result, earnings are adjusted to reflect this in-substance distribution that is different from other common shareholders. In addition, the Company has unvested share-based payment awards with a right to receive non-forfeitable dividends and thus are considered participating securities which are required to be included in the computation of basic and diluted earnings per share.

Basic income (loss) per share represents the amount of earnings available to each share of common stock outstanding during the period. Basic income (loss) per share includes the effect of issuing shares of common stock. Diluted (loss) income per share also includes the effect of issuing shares of common stock, assuming (i) stock options and warrants are exercised, and (ii) restricted stock units are fully vested under the treasury stock method. See Note 2 for additional information.

Stock-Based Compensation

Compensation cost of all stock-based awards is measured at fair value on the date of grant and recognized over the service period for which awards are expected to vest. The cost of such stock-based awards is principally recognized on a straight-line attribution basis over their respective vesting periods, net of estimated forfeitures.

Financing Costs

Costs incurred in the issuance of debt are deferred and amortized as part of interest expense over the stated life of the applicable debt instrument. Unamortized deferred financing costs relating to debt are presented as a reduction in the amount of debt outstanding on the Consolidated Balance Sheets. Unamortized deferred financing costs relating to the revolving credit facility are recorded in Other assets on the Consolidated Balance Sheets.

Held for Sale

Assets and liabilities to be disposed of by sale (“disposal groups”) are reclassified into assets and liabilities held for sale on the Company’s Consolidated Balance Sheets. The reclassification occurs when management has committed to a plan to sell the assets within one year. Disposal groups are measured at the lower of carrying value or fair value less costs to sell and are not depreciated or amortized. When the net realizable value of a disposal group increases during a period, a gain can be recognized to the extent that it does not increase the value of the disposal group beyond its original carrying value when the disposal group was reclassified as held for sale. The fair value of a disposal group, less any costs to sell, is assessed each reporting period it remains classified as held for sale and any remeasurement to the lower of carrying value or fair value less costs to sell is reported as an adjustment to the carrying value of the disposal group. See Note 4 for additional information.

Recent Accounting Pronouncements

In December 2025, the FASB issued ASU 2025-12 “Codification Improvements” to address suggestions received from stakeholders on the Accounting Standards Codification and to make other incremental improvements to U.S. GAAP. The update represents changes to the Codification that (1) clarify, (2) correct errors, or (3) make minor improvements. The amendments make the Codification easier to understand and apply. The guidance is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years. The Company is currently evaluating the impact of this guidance on our Consolidated Financial Statements and related disclosures.

In December 2025, the FASB issued ASU 2025-11 to amend the guidance in “Interim Reporting” (Topic 270). The update provides clarifications intended to improve the consistency and usability of interim disclosure requirements, including a comprehensive listing of required interim disclosures and a new disclosure principle for reporting material events occurring after the most recent annual period. The amendments do not change the underlying objectives of interim reporting but are designed to enhance clarity in application. The guidance is effective for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years. The Company does not expect any significant impact on its financial condition or results of operations upon adoption.

In December 2025, the FASB issued ASU 2025-10, “Government Grants (Topic 832)”. The update provides recognition, measurement, presentation, and disclosure requirements for government grants, including guidance for grants related to an asset and grants related to income. The amendments introduce two permitted approaches for asset-related grants: a deferred income approach or a cost accumulation approach. The guidance is effective for fiscal years beginning after December 15, 2028, including interim periods within those fiscal years. The Company is currently evaluating the impact of this guidance on our Consolidated Financial Statements and related disclosures.

In November 2025, the FASB issued ASU 2025-09 to amend the guidance in “Derivatives and Hedging” (Topic 815). The update provides targeted improvements intended to enhance the application of hedge accounting, including expanded eligibility of forecasted transactions, additional flexibility in measuring hedge effectiveness, and clarifications related to hedging non-financial items. The guidance is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years. The Company is currently evaluating the impact of this guidance on our Consolidated Financial Statements and related disclosures.

In September 2025, the FASB issued ASU 2025-06, “Intangibles - Goodwill and Other - Internal use Software (Subtopic 350-40): Targeted improvements to the Accounting for Internal-use Software”. The ASU was issued to modernize the accounting for internal-use software by eliminating the accounting consideration of software project development stages and clarifying the threshold applied to begin capitalizing costs. This guidance is effective for annual periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods, with early adoption permitted. Public business entities are permitted to adopt the ASU prospectively or retrospectively. The Company is currently evaluating the impact of this guidance on our Consolidated Financial Statements and related disclosures.

In July 2025, the FASB issued ASU 2025-05, “Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets”, which provides a practical expedient to measure credit losses on

accounts receivable and contract assets. This guidance is effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. The Company will adopt the ASU prospectively and has determined that there is no material impact of this guidance on our Consolidated Financial Statements and related disclosures.

In November 2024, the FASB issued ASU 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses”, and in January 2025, issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date (“ASU 2025-01”). The ASU was issued to improve the disclosures about a public business entity’s expenses, primarily through disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. This guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. Public business entities are permitted to adopt the ASU prospectively or retrospectively. The Company is currently evaluating the impact that this guidance will have on its Consolidated Financial Statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” The ASU was issued to further enhance income tax disclosures, primarily through standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. This guidance was effective on a prospective basis for fiscal years beginning after December 15, 2024. The Company has adopted this guidance. See Note 10 for the updated disclosure.

NOTE 2. NET (LOSS) INCOME PER SHARE

A reconciliation of shares used in the computation of basic and diluted net (loss) income per share is as follows:

			December 31,
(AMOUNTS IN MILLIONS EXCEPT PER SHARE AMOUNTS)			2025						2024						2023
Net (Loss) Income
Net (loss) income attributable to IFF shareholders			$	(361)					$	263					$	(2,591)
Adjustment related to decrease in redemption value of redeemable non-controlling interests in excess of earnings allocated			—						—						2
Net (loss) income available to IFF shareholders			$	(361)					$	263					$	(2,589)
Shares
Weighted average common shares outstanding (basic and diluted)			256						256						255
Net (Loss) Income per Share
Net (loss) income per share – basic and diluted(1)			$	(1.41)					$	1.04					$	(10.14)

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(1)For the years ended December 31, 2024 and 2023, the basic and diluted net (loss) income per share cannot be recalculated based on the information presented in the table above due to the effects of rounding.

There were approximately 1 million and 0.2 million potentially dilutive securities excluded from the computation of diluted net loss per share for the years ended December 31, 2025 and December 31, 2023, respectively, because there was a net loss attributable to IFF for the period and, as such, the inclusion of these securities would have been anti-dilutive.

In addition to the above, for the years ended December 31, 2025, 2024 and 2023, there were approximately 0.3 million, 0.3 million and 0.4 million of share equivalents, respectively, that had an anti-dilutive effect and therefore were excluded from the computation of diluted net (loss) income per share.

NOTE 3. BUSINESS DIVESTITURES

Divestiture of the Rene Laurent Business in France

The Company completed the sale of its Rene Laurent business in France on December 1, 2025. The business was included within the Company’s Taste reportable operating segment. The Company received gross cash proceeds of approximately $19.3 million. The sale consideration is subject to certain post-closing adjustments, which are primarily related to cash, working capital balances, and other adjustments per the sale and purchase agreement.

As a result of the business divestiture, the Company recognized a pre-tax gain of approximately $2 million, subject to certain post-closing adjustments, presented in Losses (Gains) on business disposals on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the year ended December 31, 2025. The total income tax expense recognized was approximately $3 million for the year-ended December 31, 2025.

Divestiture of the Pharma Solutions Disposal Group

During March 2024, the Company announced it had entered into an agreement to sell its Pharma Solutions business that is primarily made up of most businesses within the Company’s existing Pharma Solutions reportable operating segment (the “Pharma Solutions disposal group”). The Company completed the divestiture on May 1, 2025, and received gross cash proceeds of approximately $2.581 billion. The sale consideration is subject to certain post-closing adjustments, which are primarily related to cash, working capital balances, and other adjustments per the transaction agreement. There is significant uncertainty regarding the resolution of these post-closing adjustments, which can result in a significant increase or decrease in the total consideration received.

The following table summarizes the fair value of sale consideration received in connection with the business divestiture:

(DOLLARS IN MILLIONS)
Cash proceeds from the buyer			$	2,581
2024 earnout receivable			97
Other post-closing adjustment and 2025 earnout, net			42
Indemnifications payable			(12)
Direct costs to sell			(30)
Fair value of sale consideration			$	2,678

The fair value of sale consideration includes a payout of $97 million related to an earnout on 2024 results, which was collected by the Company in January 2026. The Company can earn up to $150 million of additional proceeds based on the 2025 results of the Pharma Solutions disposal group. The Company engaged an independent third party to determine the fair value of the expected earnout consideration as of December 31, 2025, which was based on a Monte Carlo simulation. The fair value estimation uses Level 3 unobservable inputs as categorized within the ASC Topic 820 fair value hierarchy. This method considers the terms and conditions of the earnout as described in the relevant transaction agreements, our best estimates of forecasted EBITDA for the earnout periods as applicable, and assumptions such as risk-adjusted discount rate, EBITDA volatility, counterparty discount rate and risk-free rate. The simulation consists first in risk-adjusting the EBITDA projections using a risk-adjusted discount rate and then simulating a range of EBITDA over the applicable period using the estimate of EBITDA volatility. The fair value of the earnout is estimated as the present value of the potential range of payouts averaged across the range of simulated EBITDA using the counterparty discount rate. As the determination of performance of the subject business in 2024 has not been resolved and the actual performance for all of 2025 is not yet known, these estimations are subject to significant uncertainty. The Company is also in process of determining final closing price adjustments with the buyer. Based on the final calculation of 2025 results and post-closing adjustments, there could be a significant increase or decrease in the total sale consideration.

The net proceeds received from the business divestiture presented under Cash flows from investing activities represent the cash portion of the sale consideration, reduced by the cash transferred to the buyer as part of the transaction. Amounts paid for direct costs to sell are presented under Cash flows from operating activities.

The following table summarizes the different components of net proceeds received from the business divestiture presented under Cash flows from investing activities:

(DOLLARS IN MILLIONS)
Cash proceeds from the buyer			$	2,581
Cash transferred to the buyer			(29)
Net Cash flows from investing activities			$	2,552

The carrying value of net assets associated with the Pharma Solutions disposal group, adjusted for currency translation adjustment, NCI, and pension adjustments, amounted to approximately $2.799 billion. The major classes of assets and liabilities sold consisted of the following:

(DOLLARS IN MILLIONS)			May 1, 2025
Assets
Cash and cash equivalents			$	29
Trade receivables, net			218
Inventories			289
Property, plant and equipment, net			439
Goodwill(1)			1,190
Other intangible assets, net			1,093
Operating lease right-of-use assets			68
Deferred tax assets			17
Other assets			116
Less: Loss recognized on assets held-for-sale(2)			(307)
Total assets			3,152
Liabilities
Accounts payable			$	(131)
Deferred tax liability			(75)
Other liabilities			(166)
Total liabilities			(372)
Equity
Accumulated other comprehensive income - currency translation adjustment			49
Accumulated other comprehensive income - pension adjustment			(26)
Non-controlling Interests (NCI)			(4)
Total equity			19
Carrying value of net assets (adjusted for currency translation, pension, and NCI adjustments)			$	2,799

---

(1) The goodwill balance presented here is net of the $64 million goodwill impairment charge.

(2) A loss was recorded on assets held-for-sale in the amount of $307 million through March 31, 2025.

As a result of the business divestiture, the Company recognized a pre-tax loss of approximately $121 million, subject to certain post-closing adjustments, presented in Losses (Gains) on business disposals on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the year ended December 31, 2025. This is in addition to the life-to-date loss on assets classified as held for sale of $307 million recognized through March 31, 2025. $274 million of the loss on assets classified as held for sale was recognized during the year ended December 31, 2024. The total income tax expense recognized was approximately $64 million, including approximately $70 million of income tax benefit that was recognized during the year ended December 31, 2024.

Divestiture of the Nitrocellulose Business

During October 2024, the Company entered into an agreement to sell its Nitrocellulose business (including the related industrial park in Germany), which was included within the Company’s existing Pharma Solutions reportable operating segment. The Company completed the divestiture on May 9, 2025, and received cash proceeds of approximately $161 million. The sale consideration is subject to certain post-closing adjustments, which are primarily related to cash, working capital balances, and other adjustments per the transaction agreement.

The following table summarizes the fair value of sale consideration received in connection with the business divestiture:

(DOLLARS IN MILLIONS)
Cash proceeds from the buyer			$	161
Direct costs to sell			(3)
Fair value of sale consideration			$	158

The net proceeds received from the business divestiture presented under Cash flows from investing activities represent the cash portion of the sale consideration, which was determined as the fair value of sale consideration adjusted by the cash transferred to the buyer as part of the transaction. Amounts paid for direct costs to sell are presented under Cash flows from operating activities.

The following table summarizes the different components of net proceeds received from the business divestiture presented under Cash flows from investing activities:

(DOLLARS IN MILLIONS)
Cash proceeds from the buyer			$	161
Cash transferred to the buyer			(9)
Net Cash flows from investing activities			$	152

The carrying amount of net assets associated with the Nitrocellulose business, adjusted for currency translation adjustment and pension adjustments, was approximately $148 million. The major classes of assets and liabilities sold consisted of the following:

(DOLLARS IN MILLIONS)			May 9, 2025
Assets
Cash and cash equivalents			$	9
Trade receivables, net			33
Inventories			15
Property, plant and equipment, net			60
Goodwill			77
Other intangible assets, net			19
Other assets			40
Total assets			253
Liabilities
Accounts payable			$	(30)
Other liabilities			(50)
Total liabilities			(80)
Equity
Accumulated other comprehensive income - currency translation adjustment			(1)
Accumulated other comprehensive income - pension adjustment			(24)
Total equity			(25)
Carrying value of net assets (adjusted for currency translation and pension adjustments)			$	148

As a result of the business divestiture, the Company recognized a pre-tax gain of approximately $10 million, subject to certain post-closing adjustments, presented in Losses (Gains) on business disposals on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the year ended December 31, 2025. The total income tax benefit recognized was approximately $1 million for the year ended December 31, 2025.

Divestiture of a Tobacco Flavoring Business in North America

The Company completed the divestiture of the Tobacco Flavoring Business in North America on April 1, 2025, and received gross cash proceeds of approximately $20 million.

As a result of the divestiture, the Company recognized a pre-tax gain of less than $1 million presented in Losses (Gains) on business disposals on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the year ended December 31, 2025. The total income tax expense recognized was approximately $5 million for the year ended December 31, 2025.

Divestiture of the Cosmetic Ingredients Business

During the third quarter of 2023, the Company announced it had entered into an agreement to sell its Cosmetic Ingredients business, which was a part of the Scent segment. The Company completed the divestiture on April 2, 2024, and received cash proceeds of approximately $839 million, which includes a $2 million post-closing net working capital adjustment made in the fourth quarter of 2024.

The following table summarizes the fair value of sale consideration received in connection with the business divestiture:

(DOLLARS IN MILLIONS)
Cash proceeds from the buyer			$	839
Direct costs to sell			(10)
Fair value of sale consideration			$	829

The Net proceeds received from business disposals presented under Cash flows from investing activities represent the cash portion of the sale consideration, which was determined as the fair value of sale consideration adjusted by the cash transferred to the buyer as part of the transaction and the net cash settlement for post-closing adjustments. Amounts paid for direct costs to sell are presented under Cash flows from operating activities. The following table summarizes the different components of Net proceeds received from business disposals presented under Cash flows from investing activities:

(DOLLARS IN MILLIONS)
Cash proceeds from the buyer			$	839
Cash transferred to the buyer			(32)
Net Cash flows from investing activities			$	807

The carrying amount of net assets associated with the business unit, adjusted for currency translation adjustment, was approximately $466 million. The major classes of assets and liabilities sold consisted of the following:

(DOLLARS IN MILLIONS)			April 2, 2024
Assets
Cash and cash equivalents			$	32
Trade receivables, net			18
Inventories			17
Property, plant and equipment, net			7
Goodwill			271
Other intangible assets, net			144
Operating lease right-of-use assets			10
Other assets			11
Total assets			510
Liabilities
Accounts payable			$	(5)
Deferred tax liability			(25)
Other liabilities			(18)
Total liabilities			(48)
Equity
Accumulated other comprehensive income - currency translation adjustment			4
Total equity			4
Carrying value of net asset (adjusted for currency translation adjustment)			$	466

As a result of the business divestiture, the Company recognized a pre-tax gain of approximately $363 million, presented in Losses (Gains) on business disposals on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the year ended December 31, 2024. The total income tax expense/(benefit) recognized was approximately $31 million, with approximately $(7) million that was recognized during the year ended December 31, 2023.

Divestiture of the Flavors and Essences UK Business

During the third quarter of 2024, the Company completed the divestiture of its Flavors and Essences UK (“F&E”) business, which was a part of the former Nourish segment. The Company completed the divestiture on September 1, 2024, and received net cash proceeds of approximately $28 million. The carrying amount of net assets associated with the business unit, adjusted for currency translation adjustment, was approximately $48 million. The majority of net assets sold included intangible assets and goodwill attributable to the F&E business. As part of the business divestiture, the Company recognized a pre-tax loss of approximately $20 million presented in Losses (Gains) on business disposals and a tax benefit of approximately $1 million presented in Provision for income taxes on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the year ended December 31, 2024.

Divestiture of the Flavor Specialty Ingredients Business

The Company completed the divestiture of the Flavors Specialty Ingredients (“FSI”) business on August 1, 2023, and received net cash proceeds of approximately $200 million.

As a result of the business divestiture, the Company recognized a pre-tax loss of approximately $10 million, presented in Losses (Gains) on business disposals on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the year ended December 31, 2023. There was a net working capital adjustment of $(3) million for the year ended December 31, 2024, resulting in a cumulative pre-tax loss of approximately $7 million.

Divestiture of a Portion of the Savory Solutions Business

The Company completed the divestiture of a portion of the Savory Solutions business on May 31, 2023, and received net cash proceeds of approximately $821 million. In addition, a receivable of approximately $37 million was recorded which reflected the remaining sale consideration that was received in January 2024.

As a result of the divestiture, the Company recognized a pre-tax loss of approximately $3 million presented in Losses (Gains) on business disposals on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the year ended December 31, 2023.

Liquidation of a Business in Russia

As part of the liquidation of a business in Russia for the sale of the portion of the Savory Solutions business, the Company recognized a pre-tax loss of approximately $10 million presented in the Losses (Gains) on business disposals, and tax benefits of approximately $2 million presented in Provision for income taxes on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the year ended December 31, 2023.

NOTE 4. ASSETS AND LIABILITIES HELD FOR SALE

Assets and Liabilities Held for Sale

Sale of Soy Crush, Concentrates & Lecithin Business

On August 5, 2025, the Company announced it had entered into a definitive agreement to divest its Soy Crush, Concentrates, and Lecithin business (the “SCL disposal group”), which is included in the Food Ingredients segment. This sale aligns with IFF’s strategy to strengthen its portfolio and supports the ongoing evaluation of strategic alternatives for the Food Ingredients segment. The transaction is subject to customary closing conditions and is expected to close by the second quarter of 2026.

The sale does not constitute a strategic shift of the Company’s operations and does not, and will not, have major effects on the Company’s operations and financial results considering only the SCL disposal group and not any future divestitures which may be considered as part of the same disposal plan. Therefore, the transaction does not meet the discontinued operations criteria.

The Company determined that the assets and liabilities of the SCL disposal group met the criteria to be presented as “held for sale” during the third quarter of 2025. As a result, as of December 31, 2025, such assets and liabilities were classified as held for sale on the Consolidated Balance Sheets.

The Company determined that the fair value of $107 million (fair value of $109 million less estimated costs to sell of $2 million) of the disposal group was less than its book value. As such, the Company recorded a year-to-date impairment loss of $115 million to adjust the net book value of this business to its fair value less costs to sell. The Company recorded the loss on classification of held for sale as a valuation allowance on the group of assets held for sale, without allocation to the individual assets or major classes of assets within the group. Due to the nature of estimates, the carrying value is subject to change based on developments leading up to the closing date, and the actual amounts realized upon sale may be more than or less than the estimated carrying value of the disposal group. Any difference will be recognized as a gain or loss in future financial statements.

For the year ended December 31, 2025, the Company recognized total income tax benefits of approximately $27 million related to loss on assets classified as held for sale for the SCL disposal group.

Carrying Amount of Assets and Liabilities Held for Sale

The Company’s Consolidated Balance Sheet as of December 31, 2025 included the carrying amounts of the assets and liabilities of the SCL disposal group as held for sale.

The Company’s Consolidated Balance Sheet as of December 31, 2024 included the carrying amounts of the assets and liabilities of the Pharma Solutions disposal group, Nitrocellulose disposal group, and a portion of the Savory Solutions business in Turkey as held for sale. The Company completed the sale of a portion of the Savory Solutions business in Turkey during the three months ended March 31, 2025, and the sale of the Pharma Solutions disposal group and Nitrocellulose disposal group during the three months ended June 30, 2025.

Included in the Company’s Consolidated Balance Sheets as of December 31, 2025 and December 31, 2024 are the following carrying amounts of the assets and liabilities held for sale:

(DOLLARS IN MILLIONS)			December 31, 2025						December 31, 2024
Assets
Cash and cash equivalents			$	—					$	2
Trade receivables, net			25						187
Inventories			37						274
Property, plant and equipment, net			98						451
Goodwill(1)			—						1,216
Other intangible assets, net			89						1,078
Operating lease right-of-use assets			7						57
Other assets			10						108
Less: Loss recognized on assets held-for-sale(2)			(115)						(317)
Total assets held-for-sale			$	151					$	3,056
Liabilities
Accounts payable			$	34					$	90
Deferred tax liability			—						51
Other liabilities			10						191
Total liabilities held-for-sale			$	44					$	332

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(1)The Company determined that the carrying value of the Pharma Solutions disposal group exceeded its fair value and recorded an impairment charge of $64 million in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the year ended December 31, 2024. The goodwill balance in assets held for sale for the Pharma Solutions disposal group as of December 31, 2024, is presented net of $64 million of goodwill impairment.

(2)The balance as of December 31, 2024 includes the impact of $131 million, primarily related to losses on foreign currency translation, which was reclassified out of accumulated other comprehensive loss upon close of the sales.

NOTE 5. RESTRUCTURING AND OTHER CHARGES

Restructuring and other charges primarily consist of separation costs for employees including severance, outplacement and other employee benefit costs (“Severance”), charges related to the write-down of fixed assets of plants to be closed (“Fixed asset write-down”) and all other related restructuring (“Other”) costs. All restructuring and other charges are separately stated on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).

N&B Merger Restructuring Liability

During 2024, the Company incurred approximately $2 million of charges related to a lease impairment and no charges related to severance. During 2023, the Company incurred approximately $2 million of lease termination costs and lease impairment charges. From the inception of the program in 2021 to its completion, there were a total of 215 headcount reductions and the Company expensed a total of $49 million, of which $35 million related to severance and $14 million related to lease termination, lease impairment, and other costs. As of December 31, 2024, the program was completed.

2023 Restructuring Program

In December 2022, the Company announced a restructuring program mainly related to headcount reduction to improve its organizational and operating structure, drive efficiencies and achieve cost savings. From the inception of the restructuring program, there were a total of 670 actual headcount reductions. During 2024 and 2023, the Company incurred approximately $4 million and $70 million of charges related to severance, respectively. As of December 31, 2024, the program was completed.

IFF Productivity Program

Beginning in 2024, the Company began undertaking a productivity enhancement program aimed at improving productivity and optimizing its organizational footprint to align with business needs. This program will involve a series of actions, including ceasing operations in select manufacturing plants, consolidating leased and owned real estate space, and reducing employee headcount. The Company aims to substantially complete this productivity program by December 31, 2026.

The estimated total cost of the program initiatives ranges from $110 million to $130 million. The anticipated cash charges include employee-related costs such as severance, contract terminations, and dismantling costs. Additionally, non-cash charges related to assets, such as fixed asset write downs, are expected.

Since the inception of the program, the Company has recognized $79 million in severance costs and $14 million in fixed asset write-downs and related expense. During 2025, the Company recognized $76 million in severance costs and $(6) million in fixed asset write-downs and site closure expenses, net of the gain on sale of fixed assets previously written down. During 2024, the Company incurred initial costs in connection with the program, recognizing $20 million in fixed asset write-downs and $3 million in severance costs.

Changes in Restructuring Liability

Changes in restructuring liabilities during 2023, 2024 and 2025 were as follows:

(DOLLARS IN MILLIONS)			Balance at January 1, 2023						Additional Charges (Reversals), Net						Non-Cash Charges						Cash Payments						Balance at December 31, 2023
Frutarom Integration Initiative
Severance			$	4					$	(3)					$	—					$	(1)					$	—
Other Restructuring Charges
Severance			1						(1)						—						—						—
N&B Merger Restructuring Liability
Severance			9						—						—						(9)						—
Other(1)			1						2						(2)						(1)						—
2023 Restructuring Program
Severance			—						70						—						(56)						14
Total Restructuring and other charges			$	15					$	68					$	(2)					$	(67)					$	14

(DOLLARS IN MILLIONS)			Balance at January 1, 2024						Additional Charges (Reversals), Net						Non-Cash Charges						Cash Payments						Balance at December 31, 2024
N&B Merger Restructuring Liability
Other(1)			$	—					$	2					$	(2)					$	—					$	—
2023 Restructuring Program
Severance			14						4						—						(18)						—
IFF Productivity Program
Severance			—						3						—						—						3
Fixed asset write-downs			—						20						(20)						—						—
Total Restructuring and other charges			$	14					$	29					$	(22)					$	(18)					$	3

(DOLLARS IN MILLIONS)			Balance at January 1, 2025						Additional Charges (Reversals), Net						Non-Cash Charges						Cash Payments												Balance at December 31, 2025
IFF Productivity Program
Severance			$	3					$	76					$	—					$	(43)											$	36
Fixed asset write-downs & related expense(2)			—						(6)						7						(1)												—
Total Restructuring and other charges			$	3					$	70					$	7					$	(44)											$	36

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(1)Includes lease impairment charges and losses incurred from restructuring activities related to the merger with N&B.

(2)Represents additional fixed asset write-downs and site closure expenses, net of the gain on sale of fixed assets previously written down..

Charges by Segment

The following table summarizes the total amount of costs incurred in connection with these restructuring programs and activities by segment:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024						2023
Taste			$	20					$	11					$	14
Food Ingredients			10						15						23
Health & Biosciences			19						1						13
Scent			21						1						15
Pharma Solutions			—						1						3
Total Restructuring and other charges			$	70					$	29					$	68

NOTE 6. STOCK COMPENSATION PLANS

The Company has various equity plans under which its officers, senior management, other key employees and Board of Directors may be granted options to purchase IFF common stock or other forms of stock-based awards.

The cost of all employee stock-based awards is principally recognized on a straight-line attribution basis over their respective vesting periods, net of estimated forfeitures. Total stock-based compensation expense included in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) was as follows:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024						2023
Equity-based awards			$	88					$	77					$	65
Liability-based awards			1						2						2
Total stock-based compensation			89						79						67
Less: Tax benefit			(18)						(15)						(11)
Total stock-based compensation, net of tax			$	71					$	64					$	56

The shareholders of the Company approved the Company’s Amended and Restated 2021 Stock Award and Incentive Plan on May 1, 2024 (the “2021 A&R SAIP”). The shareholders of the Company approved the Company’s 2021 Stock Award and Incentive Plan (the “2021 Plan”) on May 5, 2021. The 2021 Plan replaced the Company’s 2015 Stock Award and Incentive Plan (the “2015 Plan”) and the Company’s 2010 Stock Award and Incentive Plan (the “2010 Plan”), and provides the source for future deferrals of cash into deferred stock under the Company’s Deferred Compensation Plan (with the Deferred Compensation Plan being deemed a subplan under the 2010 Plan for the sole purpose of funding deferrals under the IFF Share Fund).

Under the 2021 A&R SAIP, an additional 6,900,000 shares were authorized for issuance, bringing the total number of shares authorized for issuance to 9,190,000. Under the 2021 Plan, a total of 2,290,000 shares were authorized for issuance. As of December 31, 2025, 2,275,605 shares were subject to outstanding awards and 5,627,390 shares remained available for future awards under all of the Company’s equity award plans (excluding shares not yet issued under open cycles of the Company’s Long-Term Incentive Plan).

The Company offers a Long-Term Incentive Plan (“LTIP”) for senior management. Beginning 2023, the targeted payout for all new cycles is 100% IFF common stock at the end of the three-year cycle.

For the 2023-2025 cycle, the LTIP awards are earned based on the achievement of: (i) 3-year cumulative Return on Invested Capital (“ROIC”) (representing one-half of the award value) and (ii) Relative Total Shareholder Return (“TSR”) targets (representing one-half of the award value).

The ROIC measures adjusted net operating profit after tax against average invested capital. When the award is granted, 50% of the target dollar value of the award is converted to a number of “notional” shares based on the closing price at the beginning of the cycle. For those shares whose payout is based on Relative TSR, compensation expense is recognized using a graded-vesting attribution method, while compensation expense for the remainder of the performance shares ( ROIC targets for the applicable cycle) is recognized on a straight-line basis over the vesting period based on the probable outcome of the performance condition.

For the 2024-2026 cycle, the LTIP awards are earned based on the achievement of: (i) the Company’s stock price appreciation based on the average of the highest 20 consecutive trading days over the 3-year cumulative period (“Stock Price Appreciation”) (representing 40% of the award value) (ii) Measurable savings related to organizational optimization programs & productivity programs (“Productivity Savings”) (representing 40% of the award value), and (iii) overall annual employee engagement survey results (“Employee Engagement”) (representing 20% of the award value). In addition, at the conclusion of the 3-year cycle, the final payout will be adjusted in accordance with a Performance Modifier based on the Company’s Relative TSR. If the Company’s Relative TSR for the 3-year cumulative period is at or above the 75th percentile or at or below the 25th percentile of the S&P 500 companies, the number of shares earned according to the performance metrics will be multiplied by 1.2x or 0.75x, respectively, for a maximum potential payout of 200% of target shares. If the Company’s relative TSR is between the 25th and 75th percentiles of the S&P 500 Companies, the Performance Modifier shall be determined on a straight-line interpolation basis.

For the 2024-2026 cycle, when the award is granted, the target dollar value of the award is converted to a number of “notional” shares based on the 20-day trailing average closing price at the beginning of the cycle. For those shares whose payout is based on a performance metric (Productivity Savings and Employee Engagement targets), compensation expense is recognized on a straight-line basis over the vesting period based on the probable outcome of the performance condition. For those shares whose payout is based on Stock Price Appreciation, compensation expense is recognized using a graded-vesting attribution method.

For the 2025–2027 Performance Cycle, LTIP awards are earned based on the achievement of the following performance metrics: (i) Adjusted EBITDA Margin, which measures basis‑point improvement versus the comparable 2024 year‑end adjusted operating EBITDA margin as of December 31, 2027 (representing 40% of the award value); (ii) Relative Total Shareholder Return (“Relative TSR”), measured against the S&P 500 Chemicals companies over the Performance Cycle, calculated using (1) the average closing stock price over the 20 consecutive trading days preceding January 1, 2025 and (2) the average closing stock price over the 20 consecutive trading days preceding December 31, 2027 (representing 40% of the award value); and (iii) Employee Engagement, which reflects the average employee engagement survey results over the three‑year period (representing 20% of the award value).

For the 2025–2027 cycle, when the award is granted, the target dollar value of the LTIP award is converted into a number of “notional” shares based on the closing price on the day of the grant. The valuation of the long-term incentive plan awards was determined using a Monte Carlo valuation approach. For those shares whose payout is tied to the achievement of performance metrics (Adjusted EBITDA Margin and Employee Engagement), compensation expense is recognized on a straight‑line basis over the vesting period based on the probable outcome of each performance condition. For those shares whose payout is based on Relative Total Shareholder Return, compensation expense is recognized using a graded-vesting attribution method.

The 2021-2023 cycle concluded at the end of 2023 and 5,333 shares of common stock were issued in March 2024. The 2022-2024 cycle concluded at the end of 2024 and no shares of common stock were issued in March 2025. The 2023-2025 cycle concluded at the end of 2025 and no shares of common stock will be issued in March 2026.

SSARs and Options

Stock-Settled Appreciation Rights (“SSARs”) are a contractual right to receive the value, in shares of Company stock, of the appreciation in our stock price from the grant date to the date the SSARs are exercised by the participant. SSARs granted become exercisable on the third anniversary of the grant date and have a maximum term of seven years. SSARs do not require a financial investment by the SSARs grantee. Stock options require the participant to pay the exercise price at the time they exercise their stock options. No SSARs or stock options were granted in 2025, 2024 or 2023.

SSARs and options activity was as follows:

(SHARE AMOUNTS IN THOUSANDS)			Shares Subject to SSARs/Options						Weighted Average Exercise Price						SSARs/ Options Exercisable
December 31, 2024			288						$	116.45					197
Granted			—						—
Exercised			—						—
Canceled			(11)						131.30
December 31, 2025			277						$	115.87					277
Expected to Vest at December 31, 2025			—						$	—

The weighted average exercise price of SSARs and options exercisable at December 31, 2025, 2024 and 2023 were $115.87, $111.70 and $109.59, respectively.

All outstanding SSARs and options are exercisable. SSARs and options outstanding and exercisable at December 31, 2025 was as follows:

Price Range			Number Outstanding and Exercisable (in thousands)						Weighted Average Remaining Contractual Life (in years)						Weighted Average Exercise Price						Aggregate Intrinsic Value (in millions)
Over $65			277						2.78						$	115.87					$	—

The total intrinsic value of options/SSARs exercised was $0 in 2025 and was less than $1 million in each of 2024 and 2023.

Restricted Stock Units

The Company has granted Restricted Stock Units (“RSUs”) to eligible employees and members of the Board of Directors. The Company has granted both time-based RSUs, which contain no performance criteria provisions, and performance-based RSUs. Such RSUs are subject to forfeitures or adjustments if certain conditions are not met, including service period or pre-established cumulative performance targets. RSUs principally vest 100% at the end of three years. An RSU’s fair value is calculated based on the market price of the Company’s stock at date of grant, with an adjustment to reflect the fact that such awards do not participate in dividend rights. The aggregate fair value is amortized to expense ratably over the vesting period.

RSU activity was as follows:

(SHARE AMOUNTS IN THOUSANDS)			Number of Shares						Weighted Average Grant Date Fair Value Per Share
December 31, 2024			1,785						$	87.75
Granted			1,021						73.84
Vested			(868)						94.34
Forfeited			(137)						80.08
Change due to performance conditions, net			(4)						125.82
December 31, 2025			1,797						$	77.36

The total fair value of RSUs that vested during the year ended December 31, 2025 was approximately $82 million.

As of December 31, 2025, there was approximately $71 million of total unrecognized compensation cost related to non-vested RSUs granted under the equity incentive plans; such cost is expected to be recognized over a weighted average period of approximately 1.79 years.

Liability Awards

The Company has granted cash-settled RSUs (“Cash RSUs”) to eligible employees that are paid out 100% in cash upon vesting. Such RSUs are subject to forfeiture if certain conditions are not met. Cash RSUs principally vest 100% at the end of three years and contain no performance criteria provisions. A Cash RSU’s fair value is calculated based on the market price of the Company’s stock at the date of the closing period and is accounted for as a liability award. The aggregate fair value is amortized to expense ratably over the vesting period.

Cash RSU activity was as follows:

(SHARE AMOUNTS IN THOUSANDS)			Cash RSUs						Weighted Average Fair Value Per Share
December 31, 2024			57						$	84.55
Granted			34						67.39
Vested			(45)						76.95
Forfeited			(1)						67.56
December 31, 2025			45						$	67.39

The total fair value of Cash RSUs that vested during the year ended December 31, 2025 was approximately $3 million.

As of December 31, 2025, there was approximately $1 million of total unrecognized compensation cost related to non-vested Cash RSUs granted under the equity incentive plans; such cost is expected to be recognized over a weighted average period of approximately 2.07 years. The aggregate compensation cost will be adjusted based on changes in the Company’s stock price.

NOTE 7. SEGMENT INFORMATION

Effective January 1, 2025, the Company implemented a reorganization of its internal structure, which impacted the way the CODM, the Chief Executive Officer, allocates resources and assesses financial performance. As a result, the Company updated its reportable segments beginning with the first quarter of 2025.

Specifically, the former Nourish segment has been separated into two new reportable segments: Taste and Food Ingredients. The Taste segment (formerly the Flavors business within Nourish) includes flavor compounds and natural taste solutions used in food and beverage applications. The Food Ingredients segment (formerly the Ingredients business within Nourish) includes a broad portfolio of natural and plant-based specialty ingredients that provide texturizing and food protection capabilities, as well as soy and pea protein solutions, emulsifiers, and sweeteners.

In addition, immaterial business transfers occurred between Food Ingredients and Pharma Solutions, and between Health & Biosciences and Taste. Accordingly, the Company’s reportable segments as of January 1, 2025 are: Taste, Food Ingredients, Health & Biosciences, Scent, and Pharma Solutions.

The Company also adjusted its corporate cost allocations to align with the new organizational structure and updated operating model, consistent with how management assesses performance effective January 1, 2025.

Segment information for the year ended December 31, 2024 and 2023 has been recast to reflect the updated segment structure and changes in corporate allocations among the Company’s reportable segments on a comparable basis.

Taste is comprised of a range of flavor compounds and natural taste solutions that are ultimately used by IFF's customers in a diverse variety of products, including savory products (soups, sauces, meat, fish, poultry, snacks, etc.), beverages (juice drinks, carbonated or flavored beverages, spirits, etc.), sweets (bakery products, candy, cereal, chewing gum, etc.), and dairy products (yogurt, ice cream, cheese, etc.). Taste also include value-added spices and seasoning ingredients for meat, food service, convenience, alternative protein and culinary products.

Food Ingredients is comprised of a diversified portfolio across natural, artificial, and plant-based specialty food ingredients that provide functional properties solutions for food and beverage products, as well as specialty soy and pea protein with value-added formulations, emulsifiers and sweeteners. Natural food protection ingredients consist of natural antioxidants and anti-microbials used for natural food preservation and shelf-life extension for beverages, cosmetic and healthcare products, pet food and feed additives. Food Ingredients also includes savory solutions (such as spices, marinades, mixtures) and inclusion products (such as products combining flavorings with fruit, vegetables and other natural ingredients).

Health & Biosciences is comprised of Health, Food Biosciences, Home & Personal Care, Animal Nutrition and Grain Processing, with a biotechnology-derived portfolio of enzymes, food cultures, probiotics and specialty ingredients for non-food applications. Health provides ingredients for dietary supplements, food and beverage, specialized nutrition and pharma. Food Biosciences provides products that aim to serve the global demand for healthy, natural, clean label and fermented food for fresh dairy, cheese, bakery and brewing products. Such products contribute to extended shelf life, stability, taste, and texture, helping IFF's customers to improve their product offerings. The business's enzyme solutions also allow IFF’s customers to provide low sugar, high fiber and lactose-free dairy products. Home & Personal Care produces enzymes for detergents, cleaning and textiles to help enhance the product and process performance of products in the fabric and home care, textiles and industrials and personal care markets. The business also produces patented enzymatic polymers that are renewable, biodegradable alternatives to functional ingredients used in home cleaning and beauty care products. Animal Nutrition produces feed enzymes and animal

health solutions that help to improve nutrition, welfare, performance and sustainability of livestock animal farming. Grain Processing produces yeast and enzymes for biofuel production and carbohydrate processing.

Scent is comprised of (1) Fragrance Compounds, which are ultimately used by IFF’s customers in two broad categories: Fine Fragrances, including perfumes and colognes, and Consumer Fragrances, including fragrance compounds for personal care (e.g., soaps), household products (e.g., detergents and cleaning agents) and beauty care, including toiletries; and (2) Fragrance Ingredients, which consists of natural and synthetic, and active and functional ingredients that are used internally and sold to third parties, including competitors, for use in the preparation of compounds. While the principal role of IFF's fragrance ingredients facilities is to support the fragrance compounds business, the Company utilizes excess manufacturing capacity to manufacture and sell certain fragrance ingredients to third parties, enabling the Company to leverage fixed costs while maintaining the security of supply for perfumers and ultimately IFF's customers.

The former Pharma Solutions segment produced, among other things, a vast portfolio of cellulosics and seaweed-based pharmaceutical excipients, used in prescription and over-the-counter pharmaceuticals and dietary supplements. IFF completed the divestiture of the Pharma Solutions disposal group, which included certain adjacent businesses, on May 1, 2025 and divested the nitrocellulose business, which was within the Pharma Solutions segment, on May 9, 2025.

The Company’s CODM evaluates the performance of these reportable segments based on its Adjusted Operating EBITDA, which is defined as (Loss) Income Before Taxes before depreciation and amortization expense, interest expense, restructuring and other charges and certain items that are not related to recurring operations.

The Company’s CODM uses Adjusted Operating EBITDA to evaluate segment performance in deciding whether to reinvest resources into the respective segment or into other parts of the entity. Budget versus actual results of Adjusted Operating EBITDA is used in assessing performance of the segment and in establishing certain compensation payouts. The Company’s CODM also uses Adjusted Operating EBITDA in competitive analysis by benchmarking to the Company’s competitors.

The Company’s CODM does not use assets by segment to evaluate segment performance or allocate resources and thus, total assets by segment are not disclosed.

The following tables show the Company’s reportable segment information for the years ended December 31, 2025, 2024 and 2023:

			December 31, 2025
			Taste						Food Ingredients						H&B						Scent						Pharma						Total
Net sales			$	2,481					$	3,278					$	2,283					$	2,479					$	369					$	10,890
Cost of sales			(1,500)						(2,531)						(1,246)						(1,424)						(248)
Research & development expenses			(172)						(54)						(219)						(241)						(8)
Selling & administrative expenses			(396)						(400)						(348)						(366)						(42)
Depreciation expense add-back (a)			65						130						124						67						5
Adjusted Operating EBITDA			$	478					$	423					$	594					$	515					$	76					$	2,086

Reconciliation of Adjusted Operating EBITDA:
Total Adjusted Operating EBITDA			$	2,086
Depreciation & Amortization			(962)
Interest Expense			(229)
Other (Expense), net (b)			(65)
Restructuring and Other Charges (c)			(70)
Impairment of Goodwill (d)			(1,153)
(Losses) on Business Disposals (e)			(109)
Loss on Assets Classified as Held for Sale (f)			(115)
Gain on Extinguishment of Debt (g)			488
Acquisition, Divestiture and Integration Related Costs (h)			(125)
Strategic Initiatives Costs (i)			(35)
Regulatory Costs (j)			(106)
Entity Realignment Costs (k)			(8)
Other (l)			(9)
(Loss) Before Taxes			$	(412)

			December 31, 2024
			Taste						Food Ingredients						H&B						Scent						Pharma						Total
Net sales			$	2,428					$	3,365					$	2,203					$	2,439					$	1,049					$	11,484
Cost of sales			(1,470)						(2,626)						(1,183)						(1,361)						(719)
Research & development expenses			(160)						(71)						(190)						(225)						(25)
Selling & administrative expenses			(403)						(391)						(368)						(376)						(115)
Depreciation expense add-back (a)			65						131						115						68						25
Adjusted Operating EBITDA			$	460					$	408					$	577					$	545					$	215					$2,205

Reconciliation of Adjusted Operating EBITDA:
Total Adjusted Operating EBITDA			$	2,205
Depreciation & Amortization			(1,015)
Interest Expense			(305)
Other (Expense), net (b)			(182)
Restructuring and Other Charges (c)			(29)
Impairment of Goodwill (d)			(64)
Gains on Business Disposals (e)			346
Loss on Assets Classified as Held for Sale (f)			(317)
Acquisition, Divestiture and Integration Related Costs (h)			(228)
Strategic Initiatives Costs (i)			(33)
Regulatory Costs (j)			(73)
Entity Realignment Costs (k)			(6)
Other (l)			9
Income Before Taxes			$	308

			December 31, 2023
			Taste						Food Ingredients						H&B						Scent						Pharma						Total
Net sales			$	2,303					$	3,692					$	2,071					$	2,393					$	1,020					$	11,479
Cost of sales			(1,449)						(3,028)						(1,168)						(1,401)						(752)
Research & development expenses			(154)						(70)						(172)						(213)						(26)
Selling & administrative expenses			(379)						(385)						(320)						(343)						(99)
Depreciation expense add-back (a)			68						160						113						60						59
Adjusted Operating EBITDA			$	389					$	369					$	524					$	496					$	202					$	1,980

Reconciliation of Adjusted Operating EBITDA:
Total Adjusted Operating EBITDA			$	1,980
Depreciation & Amortization			(1,142)
Interest Expense			(380)
Other (Expense), net (b)			(5)
Restructuring and Other Charges (c)			(68)
Impairment of Goodwill (d)			(2,623)
(Losses) on Business Disposals (e)			(23)
Acquisition, Divestiture and Integration Related Costs (h)			(174)
Strategic Initiatives Costs (i)			(31)
Regulatory Costs (j)			(50)
Entity Realignment Costs (k)			(2)
(Loss) Before Taxes			$	(2,518)

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(a)			There is depreciation recorded within Cost of sales, Research & development, and Selling & administrative expenses, so there is an add-back of depreciation to calculate segment Adjusted Operating EBITDA. This reflects how the CODM reviews Segment results.
(b)			For 2024, the amount includes a settlement loss of $130 million that was recognized as a result of the termination of the International Flavors & Fragrances Inc. Pension Plan. During 2025, a reduction of the previous settlement loss was recognized. See Note 8 for additional information on the net settlement loss and Note 9 for additional information on Other expense, net.

(c)			For 2025, represents costs related to the IFF Productivity Program including severance, fixed asset write-downs and site closure expenses, net of the gain on sale of fixed assets previously written down. For 2024, represents initial costs in connection with the IFF Productivity Program, primarily related to fixed asset write-downs. For 2023, represents costs primarily related to severance as part of the Company’s 2023 Restructuring Program.
(d)			For 2025, represents the impairment of goodwill related to the Food Ingredients reporting unit. For 2024, represents the impairment of goodwill related to the Pharma Solutions disposal group. For 2023, represents the impairment of goodwill in the Nourish reporting unit.
(e)			For 2025, primarily represents losses recognized as part of the sale of the Pharma Solutions disposal group, offset in part by gains recognized as part of the sale of the Nitrocellulose business and sale of the Rene Laurent business in France. For 2024, primarily represents gains recognized as part of the sale of the Cosmetic Ingredients business and losses recognized as part of the sale of the F&E UK business. For 2023, primarily represents losses recognized as part of the sale of the Flavors Specialty Ingredients business, the sale of a portion of the Savory Solutions business, and liquidation of a business in Russia for the sale of the portion of the Savory Solutions business.
(f)			For 2025, represents the loss recognized on assets classified as held for sale of the Soy Crush, Concentrates & Lecithin business. For 2024, represents the losses recognized on assets classified as held for sale of the Pharma Solutions disposal group and portion of the Savory Solutions business in Turkey.
(g)			For 2025, represents the gain recognized on extinguishment of debt in connection with the completion of tender offers.
(h)			For 2025, 2024 and 2023, primarily represents costs related to the Company's actual and planned acquisitions, divestitures and integration related activities primarily for N&B. These costs primarily consisted of external consulting fees, professional and legal fees and salaries of individuals who are fully dedicated to such efforts. For 2023, acquisition costs primarily relate to earn-out adjustments. For 2025, business divestiture costs were approximately $125 million. For 2024, business divestiture and integration costs were approximately $223 million and $5 million, respectively. For 2023, business divestiture, integration and acquisition related costs were approximately $108 million, $59 million, and $7 million, respectively.
(i)			Represents costs related to the Company’s strategic assessment and business portfolio optimization efforts and reorganizing the Global Shared Services Centers, primarily consulting fees, and strategic initiatives related to the Company’s business unit re-organization efforts.
(j)			Represents costs primarily related to legal fees incurred and provisions recognized for the ongoing investigations of the fragrance businesses.
(k)			Represents costs related to a phased restructuring initiative aimed at optimizing its legal entity framework.
(l)			For 2025, primarily represents the net impact of costs related to severance, including accelerated stock compensation expense, for certain executives who have separated from the Company. For 2025, also represents the impact of legislation changes in India related to the Wage Code. For 2024, primarily relates to gains on sales of assets.

Long-lived assets, net, by geographic area, consisted as follows:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024**(1)**
United States			$	1,620					$	1,610
Foreign Countries			2,409						2,129
Consolidated			$	4,029					$	3,739

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(1)The Long-lived assets, net for both the United States and Foreign Countries as of December 31, 2024 were revised from $1.326 billion to $1.610 billion and from $2.413 billion to $2.129 billion, respectively, to correct for certain assets incorrectly allocated by geographic area. These revisions did not impact the total Long-lived assets, net.

Segment capital expenditures consisted as follows:

			Capital Expenditures
(DOLLARS IN MILLIONS)			2025						2024						2023
Taste			$	99					$	69					$	75
Food Ingredients			223						166						177
Health & Biosciences			145						73						85
Scent			89						70						62
Pharma Solutions			38						85						104
Consolidated			$	594					$	463					$	503

Net sales are attributed to individual regions based upon the destination of product delivery and are as follows:

			Net Sales by Geographic Area
(DOLLARS IN MILLIONS)			2025						2024						2023
Europe, Africa and Middle East			$	3,727					$	3,840					$	3,834
Greater Asia			2,546						2,731						2,677
North America			3,195						3,440						3,477
Latin America			1,422						1,473						1,491
Consolidated			$	10,890					$	11,484					$	11,479

			Net Sales by Geographic Area
(DOLLARS IN MILLIONS)			2025						2024						2023
Net sales related to the U.S.			$	3,075					$	3,219					$	3,185
Net sales attributed to all foreign countries			7,815						8,265						8,294

The Company had no customers that accounted for greater than 10% of consolidated net sales in 2025, 2024 and 2023.

No country other than the U.S. had net sales greater than 10% of total consolidated net sales for 2025, 2024 and 2023.

NOTE 8. EMPLOYEE BENEFITS

The Company has pension and/or other retirement benefit plans covering approximately 20% of active employees. In 2007, the Company amended its U.S. qualified and non-qualified pension plans under which accrual of future benefits was suspended for all participants that did not meet the rule of 70 (age plus years of service equal to at least 70 as of December 31, 2007). Pension benefits are generally based on years of service and compensation during the final years of employment. Plan assets consist primarily of equity securities and corporate and government fixed income securities. Substantially all pension benefit costs are funded as accrued; such funding is limited, where applicable, to amounts deductible for income tax purposes. Certain other retirement benefits are provided by general corporate assets.

The Company sponsors a qualified defined contribution plan covering substantially all U.S. employees. Under this plan, effective January 1, 2023, the Company matches 100% of the first 6% of participants’ contributions.

In addition to pension benefits, certain health care and life insurance benefits are provided to qualifying U.S. employees upon retirement from IFF. Such coverage is provided through insurance plans with premiums based on benefits paid. The Company does not generally provide health care or life insurance coverage for retired employees of foreign subsidiaries; such benefits are provided in most foreign countries by government-sponsored plans, and the cost of these programs is not material.

The Company offers a non-qualified Deferred Compensation Plan (“DCP”) for certain key employees and non-employee directors. Eligible employees and non-employee directors may elect to defer receipt of salary, incentive payments and Board of Directors’ fees into participant-directed investments which are generally invested by the Company in individual variable life insurance contracts it owns that are designed to informally fund savings plans of this nature. The cash surrender value of life insurance is based on the net asset values of the underlying funds available to plan participants. At December 31, 2025 and December 31, 2024, the Consolidated Balance Sheets reflect liabilities of approximately $63 million and $57 million, respectively, related to the DCP in Other liabilities and approximately $9 million and $15 million, respectively, included in Capital in excess of par value related to the portion of the DCP that will be paid out in IFF shares.

The total cash surrender value of life insurance contracts the Company owns in relation to the DCP and post-retirement life insurance benefits amounted to $57 million and $52 million at December 31, 2025 and 2024, respectively, and are recorded in Other assets in the Consolidated Balance Sheets.

International Flavors & Fragrances Inc. Pension Plan Termination

On August 18, 2023, the Human Capital and Compensation Committee approved the termination of the International Flavors & Fragrances Inc. Pension Plan (the “Plan”). The Plan was formally terminated on April 1, 2024. The settlements of the terminated plan primarily occurred during November 2024, in which lump sum settlements in the amount of approximately $73 million were paid to eligible plan participants who elected such payments, and the purchase of annuity contracts in the amount of approximately $360 million were made to the remaining participants.

Upon settlement of the terminated plan, a settlement loss of $130 million was recognized and is presented in Other expense, net on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the twelve months ended December 31, 2024. The settlement loss primarily relates to the recognition of actuarial losses upon termination of the Plan. During 2025, a final true-up of the settlement was performed and the Company recognized a reduction of the previously recognized settlement loss of approximately $6 million, which is presented in Other expense, net on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the twelve months ended December 31, 2025. The total life to date tax benefit recognized upon termination of the Plan was $45 million, with $46 million recognized in 2024.

Upon completion of the Plan termination and settlement processes, the Company had a remaining pension surplus balance of $42 million as of December 31, 2025. In 2025, the pension surplus was transferred to the Company’s defined contribution plan trust covering substantially all U.S. employees. The majority of the surplus is presented in Other assets on the Consolidated Balance Sheets at December 31, 2025. Approximately $6 million of this balance, which was paid to U.S. employees in 2026, is presented in Prepaid expenses and other current assets on the Consolidated Balance Sheets at December 31, 2025.

Defined Benefit Pension Plans

The plan assets and benefit obligations of the defined benefit pension plans are measured at December 31 of each year.

			U.S. Plans																		Non-U.S. Plans
(DOLLARS IN MILLIONS)			2025						2024						2023						2025						2024						2023
Components of net periodic benefit cost
Service cost for benefits earned(1)			$	—					$	—					$	—					$	20					$	23					$	21
Interest cost on projected benefit obligation(2)			3						23						25						35						36						36
Expected return on plan assets(2)			—						(23)						(31)						(48)						(50)						(47)
Net amortization of deferrals(2)			1						4						2						6						7						(1)
Settlements and curtailments(2)			—						130						—						—						(1)						(8)
Net periodic benefit (income) cost			4						134						(4)						13						15						1
Defined contribution and other retirement plans			31						31						30						49						46						51
Total expense			$	35					$	165					$	26					$	62					$	61					$	52
Changes in plan assets and benefit obligations recognized in OCI
Net actuarial loss (gain)			$	4					$	(2)											$	11					$	(59)
Recognized actuarial (loss) gain			(1)						(135)												(6)						(6)
Business Divestitures			—						—												71						—
Recognized prior service credit			—						—												1						—
Currency translation adjustment			—						—												9						—
Total loss (gain) recognized in OCI (before tax effects)			$	3					$	(137)											$	86					$	(65)

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(1)Included as a component of Operating (loss) profit.

(2)Included as a component of Other expense, net.

			Postretirement Benefits
(DOLLARS IN MILLIONS)			2025						2024						2023
Components of net periodic benefit cost
Interest cost on projected benefit obligation			$	3					$	3					$	3
Net amortization and deferrals			(2)						(2)						(6)
Total cost (income)			$	1					$	1					$	(3)
Changes in plan assets and benefit obligations recognized in OCI
Net actuarial loss			$	—					$	4
Recognized actuarial loss			—						(1)
Recognized prior service credit			1						2
Total recognized in OCI (before tax effects)			$	1					$	5

The weighted-average actuarial assumptions used to determine expense at December 31 of each year are:

			U.S. Plans																		Non-U.S. Plans
2025						2024						2023						2025						2024						2023
Discount rate			5.52		%				4.47		%				5.42		%				4.02		%				3.60		%				3.98		%
Expected return on plan assets			5.20		%				4.93		%				6.00		%				4.87		%				4.95		%				4.92		%
Rate of compensation increase			N/A						3.75		%				3.75		%				3.14		%				3.06		%				3.01		%

Changes in the postretirement benefit obligation and plan assets, as applicable, are detailed in the following table:

			U.S. Plans												Non-U.S. Plans												Postretirement Benefits
(DOLLARS IN MILLIONS)			2025						2024						2025						2024						2025						2024
Benefit obligation at beginning of year			$	55					$	524					$	852					$	1,056					$	56					$	52
Service cost for benefits earned			—						—						20						23						—						—
Interest cost on projected benefit obligation			3						23						35						36						3						3
Actuarial loss (gain)			4						(14)						(30)						(75)						—						4
Adjustments for expense/tax contained in service cost			—						—						(3)						(3)						—						—
Plan participants’ contributions			—						—						4						4						—						—
Benefits paid			(6)						(40)						(37)						(35)						(2)						(4)
Curtailments/settlements			—						(439)						(3)						(13)						—						—
Translation adjustments			—						—						105						(51)						—						—
Transferred to Liabilities held for sale			—						—						(11)						(89)						—						—
Other			(1)						1						6						(1)						—						1
Benefit obligation at end of year			$	55					$	55					$	938					$	852					$	57					$	56
Fair value of plan assets at beginning of year			$	9					$	505					$	920					$	1,000
Actual return on plan assets			1						13						3						30
Employer contributions			5						6						24						23
Plan participants’ contributions			—						—						4						4
Benefits paid			(6)						(40)						(37)						(35)
Settlements			—						(439)						(3)						(13)
Translation adjustments			—						—						112						(51)
Transferred to Assets held for sale			—						—						(4)						(39)
Other(1)			—						(36)						—						1
Fair value of plan assets at end of year			$	9					$	9					$	1,019					$	920
Funded status at end of year			$	(46)					$	(46)					$	81					$	68

---

(1)2024 amount represents remaining pension surplus balance as a result of the Plan termination, that is presented in Other assets on the Consolidated Balance Sheets at December 31, 2024. As of December 31, 2025, the pension surplus balance has increased to $42 million.

The Company maintains defined benefit pension plans for certain employees in the United Kingdom (U.K.). In July 2024, the U.K. Court of Appeal upheld a ruling in the matter of Virgin Media Limited v NTL Pension Trustees II Limited, a decision that the Company was not a party to or involved in, that certain historical amendments for contracted out defined benefit schemes were invalid if they were not accompanied by the correct actuarial confirmation. In 2025, the U.K. Government has announced proposals to legislate in response to this case. The Company and its pension scheme trustees in the U.K. will continue to review this development and consider whether this decision has any implications for its U.K. defined benefit schemes.

The plan assets and benefit obligations of the defined benefit pension plans and postretirement benefits recognized in the balance sheet are detailed in the following table:

			U.S. Plans												Non-U.S. Plans												Postretirement Benefits
(DOLLARS IN MILLIONS)			2025						2024						2025						2024						2025						2024
Other assets			$	—					$	1					$	177					$	143					$	—					$	—
Other current liabilities			(5)						(5)						(4)						(3)						(4)						(4)
Retirement liabilities			(41)						(42)						(92)						(72)						(53)						(52)
Net amount recognized			$	(46)					$	(46)					$	81					$	68					$	(57)					$	(56)

The amounts recognized in AOCI are detailed in the following table:

			U.S. Plans												Non-U.S. Plans												Postretirement Benefits
(DOLLARS IN MILLIONS)			2025						2024						2025						2024						2025						2024
Net actuarial loss			$	20					$	18					$	203					$	134					$	3					$	4
Prior service credit			—						—						—						(1)						—						(2)
Total AOCI (before tax effects)			$	20					$	18					$	203					$	133					$	3					$	2

			U.S. Plans												Non-U.S. Plans
(DOLLARS IN MILLIONS)			2025						2024						2025						2024
Accumulated Benefit Obligation — end of year			$	55					$	54					$	876					$	800
Information for Pension Plans with an Accumulated Benefit Obligation (“ABO”) in excess of Plan Assets:
Accumulated benefit obligation			$	55					$	45					$	99					$	83
Fair value of plan assets			9						—						37						32
Information for Pension Plans with a Projected Benefit Obligation (“PBO”) in excess of Plan Assets:
Projected benefit obligation			$	55					$	45					$	119					$	99
Fair value of plan assets			9						—						37						35
Weighted-average assumptions used to determine obligations at December 31
Discount rate			5.19		%				5.52		%				4.41		%				4.06		%
Rate of compensation increase			N/A						N/A						3.42		%				3.18		%

(DOLLARS IN MILLIONS)			U.S. Plans						Non-U.S. Plans						Postretirement Benefits
Estimated Future Benefit Payments
2026			$	6					$	40					$	4
2027			6						40						4
2028			5						44						4
2029			5						43						4
2030			5						48						4
2031 – 2035			22						257						20
Contributions
Required Company Contributions in the Following Year (2026)			$	5					$	17					$	—

The Company considers a number of factors in determining and selecting assumptions for the overall expected long-term rate of return on plan assets. The Company considers the historical long-term return experience of its assets, the current and expected allocation of its plan assets and expected long-term rates of return. The Company derives these expected long-term rates of return with the assistance of its investment advisors. The Company bases its expected allocation of plan assets on a diversified portfolio consisting of domestic and international equity securities, fixed income, property and alternative asset classes. The asset allocation is monitored on an ongoing basis.

The Company considers a variety of factors in determining and selecting its assumptions for the discount rate at December 31. For the Non-U.S. Plans, the discount rates were determined by region and are based on high quality long-term corporate bonds. Consideration has been given to the duration of the liabilities in each plan when selecting the bonds to be used in determining the discount rate. The rate of compensation increase for all plans are based on plan experience.

The percentage of assets in the Company’s pension plans, by type, is as follows:

			U.S. Plans												Non-U.S. Plans
			2025						2024						2025						2024
Cash and cash equivalents			—		%				—		%				1		%				1		%
Equities			20		%				19		%				21		%				17		%
Fixed income			80		%				81		%				42		%				41		%
Property			—		%				—		%				8		%				8		%
Alternative and other investments			—		%				—		%				28		%				33		%

The expected annual rate of return for the non-U.S. plans employs a similar set of criteria adapted for local investments, inflation rates and in certain cases specific government requirements. Each plan has its own target asset allocation, which is reviewed periodically and rebalanced when necessary.

The following tables present the Company’s plan assets for the U.S. and non-U.S. plans using the fair value hierarchy as of December 31, 2025 and 2024. The plans’ assets were accounted for at fair value and are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of fair value assets and their placement within the fair value hierarchy levels. For more information on a description of the fair value hierarchy, see Note 16.

			U.S. Plans for the Year Ended
			December 31, 2025
(DOLLARS IN MILLIONS)			Level 1						Level 2						Level 3						Total
Assets Measured at Net Asset Value**(1)**
U.S. Equities																					$	2
U.S. Fixed Income																					7
Total Assets Measured at Net Asset Value			$	—					$	—					$	—					$	9

			U.S. Plans for the Year Ended
			December 31, 2024
(DOLLARS IN MILLIONS)			Level 1						Level 2						Level 3						Total
Assets Measured at Net Asset Value**(1)**
U.S. Equities																					$	2
U.S. Fixed Income																					7
Total Assets Measured at Net Asset Value			$	—					$	—					$	—					$	9

---

(1)Investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in the table above are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Balance Sheets.

			Non-U.S. Plans for the Year Ended
			December 31, 2025
(DOLLARS IN MILLIONS)			Level 1						Level 2						Level 3						Total
Cash			$	7					$	—					$	—					$	7
Equity Securities
U.S. Large Cap			153						—						—						153
Non-U.S. Large Cap			48						—						—						48
Emerging Markets			11						—						—						11
Fixed Income Securities
U.S. Corporate Bonds			42						—						—						42
Non-U.S. Treasuries/Government Bonds			118						—						—						118
Non-U.S. Corporate Bonds			63						82						—						145
Non-U.S. Other Fixed Income			—						50						—						50
Alternative Types of Investments
Insurance Contracts			—						—						285						285
Absolute Return Funds			1						—						—						1
Property
Non-U.S. Property			—						—						2						2
Total Assets Measured at Fair Value			$	443					$	132					$	287					$	862
Assets Measured at Net Asset Value**(1)**
Non-U.S. Fixed Income																					$	72
Non-U.S. Property																					85
Total Assets Measured at Net Asset Value																					157
Total Non-U.S. Plan Assets																					$	1,019

			Non-U.S. Plans for the Year Ended
			December 31, 2024
(DOLLARS IN MILLIONS)			Level 1						Level 2						Level 3						Total
Cash			$	11					$	—					$	—					$	11
Equity Securities
U.S. Large Cap			101						—						—						101
U.S. Mid Cap			8						—						—						8
Non-U.S. Large Cap			43						—						—						43
Non-U.S. Mid Cap			3						—						—						3
Non-U.S. Small Cap			1						—						—						1
Emerging Markets			9						—						—						9
Fixed Income Securities
U.S. Corporate Bonds			42						—						—						42
Non-U.S. Treasuries/Government Bonds			165						—						—						165
Non-U.S. Corporate Bonds			50						66						—						116
Non-U.S. Other Fixed Income			—						10						—						10
Alternative Types of Investments
Insurance Contracts			—						—						270						270
Absolute Return Funds			1						—						—						1
Property
Non-U.S. Property			7						—						2						9
Total Assets Measured at Fair Value			$	441					$	76					$	272					$	789
Assets Measured at Net Asset Value**(1)**
Non-U.S. Fixed Income																					$	60
Non-U.S. Property																					71
Total Assets Measured at Net Asset Value																					131
Total Non-U.S. Plan Assets																					$	920

---

(1)As of December 31, 2024, the Company revised the total non-U.S. Plan assets measured at fair value from $920 million to $789 million. $131 million of assets were corrected to be presented at net asset value, with $60 million and $71 million of assets previously presented as Level 2 and Level 3 investments in the fair value hierarchy, respectively. These revisions did not impact the total non-U.S. Plan Assets. Investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in the table above are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Balance Sheets.

Cash and cash equivalents are primarily held in registered money market funds which are valued using a market approach based on the quoted market prices of identical instruments. Other cash and cash equivalents are valued daily by the fund using a market approach with inputs that include quoted market prices for similar instruments.

Equity securities are primarily valued using a market approach based on the quoted market prices of identical instruments. Pooled funds are typically common or collective trusts valued at their net asset values (NAVs).

Fixed income securities are primarily valued using a market approach with inputs that include broker quotes and benchmark yields.

Derivative instruments are valued by the custodian using closing market swap curves and market derived inputs.

Property values are primarily based on valuation of the underlying investments, which include inputs such as cost, discounted future cash flows, independent appraisals and market comparable data.

Hedge funds are valued based on valuation of the underlying securities and instruments within the funds. Quoted market prices are used when available and NAVs are used for unquoted securities within the funds.

The following table presents a reconciliation of Level 3 non-U.S. plan assets held during the year ended December 31, 2025:

			Non-U.S. Plans
(DOLLARS IN MILLIONS)			Property						Insurance Contracts												Total
Ending balance as of December 31, 2024			$	2					$	270											$	272
Actual return on plan assets			—						15												15
Ending balance as of December 31, 2025			$	2					$	285											$	287

The following weighted average assumptions were used to determine the postretirement benefit expense and obligation for the years ended December 31:

			Expense												Liability
			2025						2024												2025						2024
Discount rate			5.70		%				5.10		%										5.50		%				5.70		%
Current medical cost trend rate			7.00		%				7.25		%										9.25		%				7.00		%
Ultimate medical cost trend rate			4.75		%				4.75		%										4.75		%				4.75		%
Medical cost trend rate decreases to ultimate rate in year			2034						2034												2035						2034

The Company contributed $24 million to its non-U.S. pension plans in 2025. $5 million of contributions were made to the Company’s non-qualified U.S. pension plans in 2025. In addition, $2 million of payments were made with respect to the Company’s other postretirement plans.

NOTE 9. OTHER EXPENSE, NET

Other expense, net consisted of the following:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024						2023
Foreign exchange losses			$	(92)					$	(91)					$	(77)
Interest income			19						15						5
Gain on China facility relocation			—						—						22
Pension-related benefit (expense)(1)			11						(125)						28
Other			(3)						19						17
Other expense, net			$	(65)					$	(182)					$	(5)

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(1)2025 and 2024 amounts include a reduction of the previously recognized settlement loss of $6 million and a settlement loss of $130 million, respectively, that were recognized as a result of the termination of the International Flavors & Fragrances Inc. Pension Plan. Refer to Note 8 for further information.

NOTE 10. INCOME TAXES

Earnings before income taxes consisted of the following:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024						2023
U.S. income (loss) before taxes			$	(1,421)					$	(810)					$	(1,777)
Foreign income (loss) before taxes			1,009						1,118						(741)
Total income (loss) before taxes			$	(412)					$	308					$	(2,518)

The income tax provision consisted of the following:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024						2023
Current tax provision
Federal			$	(178)					$	(44)					$	47
State and local			4						9						—
Foreign			391						399						393
Total current tax provision			217						364						440
Deferred tax provision
Federal			(144)						(203)						(161)
State and local			(16)						(28)						32
Foreign			(110)						(92)						(242)
Total deferred tax benefit			(270)						(323)						(371)
Total (benefit) provision for income taxes			$	(53)					$	41					$	69

Effective Tax Rate Reconciliation

As further described in Note 1, Summary of Significant Accounting Policies, the Company has adopted the guidance in ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Taxes Disclosures, or ASU 2023-09. The following table is a reconciliation of the U.S. federal statutory tax rate of 21% to the Company’s effective tax rate for the year ended December 31, 2025 in accordance with the guidance in ASU 2023-09:

			Year Ended December 31, 2025
			Total						%
Earnings from continuing operations, before income tax expense			$	(412)
U.S. Federal Statutory Tax Rate			(87)						21.1		%
United States
State and Local Income Taxes (a)			(13)						3.2		%
Federal
Effect of Cross-Border Tax Laws
Global intangible low taxed income			36						(8.7)		%
Other			(3)						0.7		%
Tax Credits
Research and development credit			(20)						4.8		%
Changes in Valuation Allowances			22						(5.3)		%
Nontaxable or Nondeductible Items
Non-taxable income			28						(6.8)		%
Tax effects of non-deductible goodwill impairment			236						(57.3)		%
Tax impact on gain on business divestitures			115						(27.9)		%
Other			4						(1.0)		%
Other Adjustments
Entity Realignment - One-time impact			(348)						84.4		%
Other			(11)						2.7		%
Foreign Tax Effects
Brazil			10						(2.4)		%
China			22						(5.3)		%
Cyprus
Effect of rates different than statutory			(13)						3.2		%
Enactment of new tax laws			(28)						6.8		%
Notional interest deduction			(12)						2.9		%
Other			(1)						0.2		%
Denmark
Non-taxable income			(28)						6.8		%
Other			15						(3.6)		%
Germany
Goodwill and intangibles			(16)						3.9		%
Luxembourg
Changes in valuation allowances			(27)						6.5		%
Other			28						(6.8)		%
Netherlands
Tax benefit from supply chain optimization			(13)						3.2		%
Other			10						(2.4)		%
Singapore			(11)						2.6		%
Other Foreign Jurisdictions			63						(15.3)		%
Changes in Unrecognized Tax Benefits			(11)						2.7		%
Income Tax Expense			$	(53)					12.9		%

(a)State taxes in Illinois, Minnesota and Michigan made up the majority of the tax effect of this category.

The Company has elected to treat global intangible low-taxed income (“GILTI”) as a current period cost if and when incurred. This tax position resulted in a net income tax expense of approximately $215 million for the year ended December 31, 2025, offset in part by foreign tax credits of approximately $178 million.

The following table is a reconciliation between the U.S. federal statutory income tax rate of 21% to the Company’s effective tax rate for the years ended December 31, 2024 and 2023 in accordance with the guidance prior to the adoption of 2023-09.

						December 31,
									2024						2023
Statutory tax rate									21.0		%				21.0		%
Tax effect of non-deductible goodwill impairment									—						(20.4)
Difference in effective tax rate on foreign earnings and remittances									34.7						(1.1)
Tax benefit from supply chain optimization									(4.4)						0.5
Unrecognized tax benefit, net of reversals									6.5						(0.8)
Tax impact on gain on business disposals(1)									(21.0)						(3.7)
Deferred taxes on deemed repatriation(2)									0.3						0.5
Global intangible low-taxed income									10.8						(0.4)
U.S. foreign tax credit - general limitation									(8.7)						0.2
Research and development credit									(7.3)						0.5
State and local taxes including rate changes(3)									(6.4)						(1.7)
Tax impact on internal asset transfer									(9.5)						5.3
Other, net									(2.7)						(2.6)
Effective tax rate									13.3		%				(2.7)		%

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(1)For 2024 the effective tax rate reflects the recording of the tax effects of the divestiture of the Cosmetic Ingredients business.

(2)For 2023 and 2024 the rate includes the establishment of the held for sale deferred tax liabilities due to a change in assertion.

(3)For 2023 and 2024 the rate includes rate change impacts related to the remeasurement of the state tax rate on deferred taxes.

Deferred Taxes

The deferred tax assets and liabilities, shown before jurisdictional netting, consisted of the following amounts:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024
Employee and retiree benefits			$	62					$	90
Credit and net operating loss carryforwards			359						294
Amortizable research and development expenses			167						154
Interest limitation			205						226
Inventory			33						29
Lease obligations			146						143
Other, net			125						101
Gross deferred tax assets			1,097						1,037
Property, plant and equipment, net			(203)						(195)
Intangible assets(1)			(1,241)						(1,529)
Right-of-use assets			(138)						(132)
Deferred taxes on deemed repatriation			(155)						(154)
Other, net			—						(5)
Gross deferred tax liabilities			(1,737)						(2,015)
Valuation allowance			(454)						(376)
Total net deferred tax liabilities			$	(1,094)					$	(1,354)

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(1)Includes deferred taxes on intangible assets owned by a fully consolidated partnership.

Net operating loss carryforwards were approximately $334 million and $267 million as of December 31, 2025 and 2024, respectively. If unused, approximately $103 million will expire between 2026 and 2045. The remainder, totaling approximately $231 million, may be carried forward indefinitely. Tax credit carryforwards were approximately $21 million as of both December 31, 2025 and 2024. If unused, the $21 million will expire between 2026 and 2045.

Of the deferred tax assets at December 31, 2025, the Company considers it unlikely that a portion of the tax benefit will be realized. Accordingly, a valuation allowance of approximately $454 million has been established against these deferred tax assets.

Uncertain Tax Positions

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024						2023
Balance of unrecognized tax benefits at beginning of year			$	270					$	215					$	144
Gross amount of increases in unrecognized tax benefits as a result of positions taken during a prior year			41						65						61
Gross amount of decreases in unrecognized tax benefits as a result of positions taken during a prior year			(21)						(12)						—
Gross amount of increases in unrecognized tax benefits as a result of positions taken during the current year			9						15						19
The amounts of decreases in unrecognized benefits relating to settlements with taxing authorities			(117)						(5)						(3)
Reduction in unrecognized tax benefits due to the lapse of applicable statute of limitation			(12)						(8)						(6)
Balance of unrecognized tax benefits at end of year			$	170					$	270					$	215

As of December 31, 2025, 2024 and 2023, there were approximately $151 million, $270 million and $215 million, respectively, of unrecognized tax benefits recorded to Other liabilities. As of December 31, 2025, there were approximately $19 million recorded to Other current liabilities. There were no amounts recorded to Other current liabilities for 2024 and 2023. If these unrecognized tax benefits were recognized, all the benefits and related interest and penalties would be recorded as a benefit to income tax expense.

The Company decreased its liabilities for interest and penalties by approximately $26 million, net, for the year ended December 31, 2025. The Company increased its liabilities for interest and penalties by approximately $16 million, net, and increased its liabilities for interest and penalties by approximately $14 million, net, for the years ended December 31, 2024 and 2023, respectively. As of December 31, 2025, 2024 and 2023, the Company had accrued approximately $33 million, $63 million and $49 million respectively, of interest and penalties classified as Other liabilities. As of December 31, 2025, the Company has accrued approximately $4 million of interest and penalties classified as other current liabilities.

As of December 31, 2025, the Company’s aggregate provision for unrecognized tax benefits, including interest and penalties, was approximately $208 million associated with various tax positions principally asserted in foreign jurisdictions.

The following table is a reconciliation of the Company’s tax payments and refunds for the year ended December 31, 2025:

			December 31,
(DOLLARS IN MILLIONS)			2025
Federal			$	27
State and local			10
Foreign			292
Total			$	329

Income taxes paid (net of refunds) exceeded 5 percent of total income taxes paid (net of refunds) in the following jurisdictions:

			December 31,
(DOLLARS IN MILLIONS)			2025
Brazil			$	18
China			27
France			33
Germany			20
Mexico			19
Netherlands			54
Total			$	171

Other

During the year ended December 31, 2025, the Company recorded an income tax benefit associated with the legal entity realignment project of $360 million. The legal entity realignment project is a phased restructuring initiative involving certain of the Company’s U.S. and foreign legal entities. To determine the amount of the income tax benefit recorded, first management estimated the fair value of the relevant legal entities using the discounted cash flow method or the net asset value method and then analyzed the relevant tax laws and regulations in assessing the tax consequences of the steps within the realignment project, including obtaining opinions from third-party tax and legal advisors. Under the discounted cash flow method, management used a rate of return that reflects the relative risk of the projected future cash flows of each legal entity, as well as a terminal value. Estimates and assumptions include revenue growth rates, gross margins, adjusted operating EBIT margins, terminal growth rates, and discount rates.

Tax benefits credited to Shareholders’ equity were not material for the years ended December 31, 2025, 2024 and 2023 associated with stock option exercises and purchased restricted stock unit dividends.

The Company regularly repatriates earnings from non-U.S. subsidiaries. As the Company repatriates these funds to the U.S., there will be required income taxes payable in certain U.S. states and applicable foreign withholding taxes during the period when such repatriation occurs. Accordingly, as of December 31, 2025, the Company had a deferred tax liability of approximately $155 million for the effect of repatriating the funds to the U.S., attributable to various non-U.S. subsidiaries.

There is no deferred tax liability associated with non-U.S. subsidiaries where the Company intends to indefinitely reinvest the earnings to fund local operations and/or capital projects.

The Company has ongoing income tax audits and legal proceedings which are at various stages of administrative or judicial review. In addition, the Company has other ongoing tax audits and legal proceedings that relate to indirect taxes, such as value-added taxes, capital tax, sales and use and property taxes, which are discussed in Note 21.

The Company also has several other tax audits in process and has open tax years with various taxing jurisdictions that range primarily from 2011 to 2024.

NOTE 11. PROPERTY, PLANT AND EQUIPMENT, NET

Property, plant and equipment, net consisted of the following amounts:

(DOLLARS IN MILLIONS)			December 31,
2025						2024
Land			$	135					$	137
Buildings and improvements			1,798						1,695
Machinery and equipment			3,761						3,471
Information technology			627						514
Construction in process			504						350
Total Property, plant and equipment			6,825						6,167
Accumulated depreciation			(2,796)						(2,428)
Total Property, plant and equipment, net			$	4,029					$	3,739

Depreciation

Depreciation expense was $394 million, $405 million and $462 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Capitalized Interest

Capitalized interest was approximately $12 million, $14 million and $17 million for the years ended December 31, 2025, 2024 and 2023, respectively.

NOTE 12. GOODWILL AND OTHER INTANGIBLE ASSETS, NET

Goodwill

Movements in goodwill attributable to each reportable segment during the years ended December 31, 2024 and 2025 were as follows:

(DOLLARS IN MILLIONS)			Nourish						Taste						Food Ingredients						Scent						Health & Biosciences						Pharma Solutions						Total
Balance at December 31, 2023			$	3,489					$	—					$	—					$	1,490					$	4,391					$	1,265					$	10,635
Transferred to assets held for sale(1)			(55)						—						—						—						—						(1,248)						(1,303)
Reduction from business divestitures(2)			(10)						—						—						—						—						—						(10)
Foreign Exchange			(104)						—						—						(25)						(96)						(17)						(242)
Other			(5)						—						—						—						—						—						(5)
Balance at December 31, 2024			3,315						—						—						1,465						4,295						—						9,075
Reallocation of goodwill in segment reorganization			(3,315)						2,176						1,153						—						(14)						—						—
Transferred to assets held for sale(1)			—						(6)						—						—						—						—						(6)
Reduction from business divestitures(2)			—						(8)						—						—						—						—						(8)
Impairment			—						—						(1,153)						—						—						—						(1,153)
Foreign exchange			—						134						—						43						184						—						361
Balance at December 31, 2025			$	—					$	2,296					$	—					$	1,508					$	4,465					$	—					$	8,269

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(1)For 2025, related to the Tobacco Flavoring business. For 2024, related to the Pharma Solutions disposal group and the Nitrocellulose business. The Company recognized $64 million of impairment related to the Pharma Solutions disposal group classified as held for sale as of December 31, 2024. See Note 3 for additional information.

(2)For 2025, relates to the divestiture of the Rene Laurent business. For 2024, relates to the divestiture of the Flavors & Essences UK business. See Note 3 for additional information.

The goodwill balance at December 31, 2025 was net of accumulated goodwill impairment charges of $6.026 billion, which included $1.153 billion related to the Food Ingredients reporting unit, $2.623 billion related to the previous Nourish reporting unit, and $2.250 billion related to the Health & Biosciences reporting unit.

The goodwill balance at December 31, 2024 and December 31, 2023 was net of accumulated goodwill impairment charges of $4.873 billion, which included $2.623 billion related to the previous Nourish reporting unit and $2.250 billion related to the Health & Biosciences reporting unit.

For the interim and annual impairment assessments, the Company performed quantitative impairment assessments by comparing the fair value of the reporting units with their carrying amounts.

The Company assessed the fair value of the reporting units using an income approach for all impairment assessments performed. Under the income approach, the Company determined the fair value of the reporting units by using a discounted cash flow method at a rate of return that reflects the relative risk of the projected future cash flows of each reporting unit, as well as a terminal value. The Company used the most current actual and forecasted operating data available. Key estimates and assumptions used in these valuations include revenue growth rates, gross margins, adjusted operating EBITDA margins, forecasted capital expenditures, terminal growth rates and discount rates.

In performing the quantitative impairment assessment, the Company determined that the fair value of the reporting units exceeded their carrying values and determined that there was no impairment of goodwill in these reporting units as of November 30, 2025. Based on the quantitative impairment assessment performed, the Taste, Fragrance Compounds and Fragrance Ingredients reporting units had substantial headroom, as fair value exceeded carrying value by a wide margin, while the fair value of the Health & Biosciences reporting unit exceeded carrying value by 9%. While management believes that the assumptions used in the impairment assessment were reasonable, changes in key assumptions, including lower revenue growth,

operating margin, terminal growth rates or increase in discount rates could result in a future impairment. Such impairment could have a material effect on our Consolidated Statements of Operations and Balance Sheets.

Effective January 1, 2025, the Nourish operating segment was reorganized into two new operating segments: Taste and Food Ingredients, which also represent reporting units. As a result of this change in management reporting, goodwill related to the Nourish reporting unit was allocated between the two new reporting units and interim quantitative goodwill impairment assessments were performed both prior to and subsequent to the change. As a result, the Company determined that the carrying amount of the Food Ingredients reporting unit exceeded its estimated fair value and recognized an impairment charge of $1.153 billion, which is reflected in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) during the year ended December 31, 2025.

During 2024, the Company determined that goodwill impairment triggering events occurred for its Pharma Solutions disposal group. The Company determined that the carrying value of the disposal group exceeded its fair value and recorded an impairment charge of $64 million in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the year ended December 31, 2024.

During 2023, the Company determined that goodwill impairment triggering events occurred for its Nourish reporting unit. The Company determined that the carrying value of the Nourish reporting unit exceeded its fair value and recorded an impairment charge of $2.623 billion in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the year ended December 31, 2023. The primary drivers of the impairment charge were a decrease in fair value due to declines in projections of the reporting unit, impacts of continued inflation and increases in interest rates.

Other Intangible Assets

Other intangible assets, net consisted of the following amounts:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024
Asset Type
Customer relationships			$	7,200					$	7,004
Technological know-how			1,999						1,937
Trade names & patents			285						268
Other			24						25
Total carrying value			9,508						9,234
Accumulated Amortization
Customer relationships			(2,198)						(1,765)
Technological know-how			(1,087)						(875)
Trade names & patents			(159)						(128)
Other			(21)						(21)
Total accumulated amortization			(3,465)						(2,789)
Other intangible assets, net			$	6,043					$	6,445

Amortization

Amortization expense was $568 million for the year ended December 31, 2025, $610 million for the year ended December 31, 2024 and $680 million for the year ended December 31, 2023. Amortization expense for the next five years is expected to be as follows:

			December 31,
(DOLLARS IN MILLIONS)			2026						2027						2028						2029						2030
Estimated future intangible amortization expense			$	582					$	494					$	481					$	444					$	440

NOTE 13. OTHER CURRENT ASSETS AND LIABILITIES, AND OTHER ASSETS

Prepaid expenses and other current assets consisted of the following amounts:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024
Value-added tax receivable			$	131					$	118
Prepaid income taxes			212						177
Packaging materials and supplies			119						123
Prepaid expenses			170						159
Earnout receivable			139						—
Other			106						109
Total			$	877					$	686

Other assets consisted of the following amounts:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024
Finance lease right-of-use assets			$	32					$	27
Deferred income taxes			285						240
Overfunded pension plans			177						144
Cash surrender value of life insurance contracts			57						52
Equity method investments			15						10
Other(1)			459						434
Total			$	1,025					$	907

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(1)Primarily relates to long-term tax receivables due to an operating loss carryback, long-term uncertain tax benefits, receivables from certain government authorities which the Company has corresponding payables to DuPont in relation to the N&B merger in 2021, and land usage rights in China.

Other current liabilities consisted of the following amounts:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024
Rebates and incentives payable			$	103					$	111
Value-added tax payable			30						24
Interest payable			27						42
Current pension and other postretirement benefit obligation			13						12
Accrued restructuring			36						3
Current operating lease obligation			92						82
Accrued income taxes			180						129
Accrued expenses payable			283						203
Other			155						196
Total			$	919					$	802

NOTE 14. DEBT

Debt consisted of the following at December 31:

(DOLLARS IN MILLIONS)			Effective Interest Rate						2025						2024
2025 Notes(1)(2)			1.22		%				—						1,000
2026 Euro Notes(1)			1.93		%				940						827
2027 Notes(1)(2)			1.56		%				804						1,209
2028 Notes(1)			4.57		%				399						398
2030 Notes(1)(2)			2.21		%				1,238						1,507
2040 Notes(1)(2)			3.04		%				341						771
2047 Notes(1)(2)			4.44		%				392						495
2048 Notes(1)(2)			5.12		%				674						787
2050 Notes(1)(2)			3.21		%				888						1,568
2026 Term Loan Facility(1)			4.88		%				—						413
Revolving Credit Facility(3)									—						—
Commercial Paper(4)									314						—
Bank overdrafts and other									4						2
Total debt									$	5,994					$	8,977
Less: Short term borrowings									(1,254)						(1,413)
Total Long-term debt									$	4,740					$	7,564

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(1)Amount is net of unamortized discount and debt issuance costs.

(2)Included in the tender offers described below.

(3)Borrowings under the Revolving Credit Facility are subject to interest at varying spreads above quoted market rates and a commitment fee is paid on the total unused borrowings.

(4)The effective interest rate of commercial paper issuances fluctuates as short-term interest rates and demand fluctuate, and deferred debt issuance costs are immaterial. Refer to “Commercial Paper” below.

Tender Offers

On May 20, 2025, the Company completed tender offers to purchase for cash certain of its outstanding series of Senior Notes for an aggregate purchase price, excluding accrued and unpaid interest, of $2.0 billion. The carrying value of this series of Senior Notes purchased as a result of these tender offers was $2.5 billion. The Company also incurred approximately $6 million of banking and legal costs. In connection with the completion of these tender offers, the Company recognized a gain on debt extinguishment of $488 million within the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss). The tender offers were primarily funded through the proceeds received from the divestiture of the Pharma Solutions disposal group.

Term Loan Facility and Senior Notes

Following the business combination (the “Merger”) of IFF and the nutrition and biosciences business (the “N&B Business”) of DuPont de Nemours, Inc (“DuPont”), the Company assumed the indebtedness incurred by N&B in the debt financings completed prior to the Merger. This indebtedness includes (i) a Term Loan Facility of $1.250 billion pursuant to the term loan credit agreement (the “N&B Term Loan Facility”) and (ii) a series of Senior Notes in the aggregate amount of $6.250 billion with maturities ranging from 2 to 30 years as further described below.

N&B Term Loan Facility

The N&B Term Loan Facility was funded on February 1, 2021, and provided for a senior unsecured term loan credit facility in an aggregate principal amount of $1.250 billion, comprised of a $625 million three-year tranche (“2024 Term Loan Facility”) and a $625 million five-year tranche (“2026 Term Loan Facility”). Interest for each tranche equaled, at the Company’s option, a per annum rate equal to either (x) an adjusted LIBOR rate plus an applicable margin varying from 0.750% to 2.000% for the three-year tranche and from 1.125% to 2.375% for the five-year tranche or (y) a base rate plus an applicable margin varying from zero to 1.000% for the three-year tranche and from 0.125% to 1.375% for the five-year tranche, in each case depending on the class of IFF’s non-credit-enhanced, senior unsecured long-term debt credit rating.

The 2024 Term Loan Facility and 2026 Term Loan Facility were subject to customary affirmative and negative covenants and events of default after the closing of the Merger. On and after the closing of the Merger transaction, the 2024 Term Loan Facility and 2026 Term Loan Facility were also subject to financial covenant maintenance requirements.

During 2023, the Company made voluntary debt repayments of $355 million related to the 2024 Term Loan Facility. During 2024, the Company made a $270 million debt repayment at maturity related to the 2024 Term Loan Facility. The Company also made quarterly debt repayments totaling approximately $63 million related to the 2026 Term Loan Facility in accordance with the terms of the debt agreement, and voluntary repayments of $150 million related to the 2026 Term Loan Facility. During 2025, the Company made debt repayments totaling approximately $413 million on the remaining balance of the 2026 Term Loan Facility. This was done using a portion of the cash proceeds from the divestiture of the Pharma Solutions disposal group in accordance with the terms of the Term Loan Facility agreement.

N&B Senior Notes

On September 16, 2020, N&B issued $6.250 billion in aggregate principal amount of senior unsecured notes consisting of: (i) $300 million senior unsecured notes which matured on September 15, 2022 (the “2022 Notes”); (ii) $1.000 billion senior unsecured notes which matured on October 1, 2025 (the “2025 Notes”), bearing interest at a rate of 1.230% per year, payable semi-annually on April 1 and October 1 of each year, beginning April 1, 2021; (iii) $1.200 billion senior unsecured notes maturing on October 15, 2027 (the “2027 Notes”), bearing interest at a rate of 1.832% per year, payable semi-annually on April 15 and October 15 of each year, beginning April 15, 2021; (iv) $1.500 billion senior unsecured notes maturing on November 1, 2030 (the “2030 Notes”), bearing interest at a rate of 2.300% per year, payable semi-annually on May 1 and November 1 of each year, beginning May 1, 2021; (v) $750 million senior unsecured notes maturing on November 15, 2040 (the “2040 Notes”), bearing interest at a rate of 3.268% per year, payable semi-annually on May 15 and November 15 of each year, beginning May 15, 2021, and; (vi) $1.500 billion senior unsecured notes maturing on December 1, 2050 (the “2050 Notes”), bearing interest at a rate of 3.468% per year, payable semi-annually on June 1 and December 1 of each year, beginning June 1, 2021.

Interest on each series of notes began accruing from September 16, 2020 payable semi-annually in arrears as described above. Interest is computed on the basis of a 360-day year comprised of twelve 30-day months.

The 2025, 2027, 2030, 2040, and 2050 Notes outstanding as of May 20, 2025 were subject to the tender offers as described above.

On September 30, 2025, the Company made a $500 million debt repayment related to the 2025 Notes, which was primarily funded from commercial paper issuances.

Revolving Credit Facility

The Revolving Credit Facility is available for general corporate purposes of each borrower and its subsidiaries. The obligations under the Revolving Credit Facility are unsecured and the Company has guaranteed the obligations of each other borrower under the Revolving Credit Facility. The Company pays a commitment fee on the aggregate unused commitments; such fee is not material. The Revolving Credit Facility contains various covenants, limitations and events of default customary for similar facilities for similarly rated borrowers, including a maximum permitted ratio of Net Debt to Consolidated EBITDA. In connection with the initial issuance of the Revolving Credit Facility, the Company incurred $1 million of debt issuance costs.

On June 25, 2025, the Company, with its lenders, entered into the Fourth Amended and Restated Credit Agreement (“Revolving Credit Agreement”), which amended and restated the most recent Amendment No. 4 to the Third Amended and Restated Credit Agreement dated September 19, 2023. This amendment and restatement, among other things, extended the termination date to June 25, 2030. The Revolving Credit Agreement states that from the effective date through September 30, 2025, our net debt to credit adjusted EBITDA ratio shall not exceed 4.00x, and shall not exceed 3.75x thereafter, with a temporary step-up to 4.25x permitted for three fiscal quarters following an acquisition exceeding $500 million in paid consideration. As of December 31, 2025, the Company was in compliance with all financial and other covenants.

As of December 31, 2025, total capacity under the Revolving Credit Facility was $2.000 billion, with no outstanding borrowings. The Revolving Credit Facility matures on June 25, 2030 and, at the option of the Company, may be increased to $2.500 billion subject to certain conditions.

During 2025, the Company had no drawdowns or repayments under the Revolving Credit Facility. During 2024, the Company had drawdowns of $250 million and repayments of $250 million under the Revolving Credit Facility. During 2023, the Company had drawdowns of $800 million and repayments of $900 million under the Revolving Credit Facility.

2018 Senior Unsecured Notes

On September 25, 2018, the Company issued €800 million aggregate principal amount of senior unsecured notes that mature on September 25, 2026 (the “2026 Euro Notes”). The 2026 Euro Notes bear interest at a rate of 1.8% per year, payable annually on September 25 of each year, beginning September 25, 2019. Total proceeds from the issuance of the 2026 Notes, net of underwriting discounts and offering costs, were €794 million ($932 million in USD).

On September 26, 2018, the Company issued $400 million aggregate principal amount of senior unsecured notes that mature on September 26, 2028 (the “2028 Notes”). The 2028 Notes bear interest at a rate of 4.45% per year, payable semi-annually on March 26 and September 26 of each year, beginning March 26, 2019. Total proceeds from the issuance of the 2028 Notes, net of underwriting discounts and offering costs, were $397 million.

On September 26, 2018, the Company issued $800 million aggregate principal amount of senior unsecured notes that mature on September 26, 2048 (the “2048 Notes” and collectively with the 2026 Euro Notes, 2020 Notes, 2028 Notes, the “2018 Senior Unsecured Notes”). The 2048 Notes bear interest at a rate of 5.0% per year, payable semi-annually on March 26 and September 26 of each year, beginning March 26, 2019. Total proceeds from the issuance of the 2048 Notes, net of underwriting discounts and offering costs, were $787 million.

As discussed in Note 16, the 2026 Euro Notes have been designated as a hedge of the Company’s net investment in certain subsidiaries.

2024 Euro Notes

On March 14, 2016, the Company issued €500 million aggregate principal amount of senior unsecured notes that matured on March 14, 2024 (“2024 Euro Notes”). The 2024 Euro Notes bore interest at a rate of 1.75% per year, paid annually on March 14 of each year, beginning March 14, 2017. Total proceeds from the issuance of the 2024 Euro Notes, net of underwriting discounts and offering costs, were €496 million. In connection with the debt issuance, the Company entered into pre-issuance hedging transactions that were settled upon issuance of the debt and resulted in a loss of approximately $3 million. The discount, deferred financing costs and pre-issuance hedge loss were amortized as interest expense over the eight year term of the debt.

As discussed in Note 16, the 2024 Euro Notes were designated as a hedge of the Company’s net investment in certain subsidiaries.

For the year ended December 31, 2024, the Company made a €500 million (approximately $547 million) debt repayment at maturity related to the 2024 Euro Notes.

2047 Notes

On May 18, 2017, the Company issued $500 million aggregate principal amount of senior unsecured notes that mature on June 1, 2047 (“2047 Notes”). The 2047 Notes bear interest at a rate of 4.375% per year, payable semi-annually on June 1 and December 1 of each year, beginning December 1, 2017. Total proceeds from the issuance of the 2047 Notes, net of underwriting discounts and offering costs, were $494 million. In addition, the Company incurred $1 million in legal and professional costs associated with the issuance and such costs were recorded as deferred financing costs. In connection with the debt issuance, the Company entered into pre-issuance hedging transactions that were settled upon issuance of the debt and resulted in a loss of approximately $5 million. The discount, deferred financing costs and pre-issuance hedge loss are being amortized as interest expense over the 30-year term of the debt.

The 2047 Notes outstanding as of May 20, 2025 were subject to the tender offers as described above.

Commercial Paper

As of December 31, 2025, the amount of commercial paper outstanding was $314 million with a weighted average interest rate of 4.21% and a weighted average maturity of 35 days. As of December 31, 2024, there was no commercial paper outstanding.

During 2025, the Company had gross issuances of $5.146 billion and repayments of $4.832 billion under the commercial paper program. The commercial paper issued had original maturities of less than 90 days. During 2024, the Company had gross issuances of $4.083 billion and repayments of $4.083 billion under the commercial paper program.

The Commercial Paper Program is backed by the borrowing capacity available under the Revolving Credit Facility. The effective interest rate of commercial paper issuances does not materially differ from short-term interest rates, which fluctuate due to market conditions and as a result may impact our interest expense.

Lines of Credit

The Company has various lines of credit which are available to support its ongoing business operations. As of December 31, 2025, the Company has a total capacity of approximately $1.733 billion of lines of credit with various institutions, of which $1.731 billion is available as of December 31, 2025.

Redemption Provisions

The 2026 Euro Notes, 2028 Notes, 2047 Notes, and 2048 Notes (collectively, the “Notes”) share the same redemption provisions. Upon 30 days’ notice to holders of the Notes, the Company may redeem the Notes at any time at the greater of 100% or the discounted present value of the remaining scheduled payments of principal and interest from the redemption date to the maturity date at the Treasury Rate or the Comparable Government Bond Rate (as defined in the applicable agreements) plus (i) 25 basis points in the case of the 2026 Euro Notes, (ii) 25 basis points in the case of the 2028 Notes, (iii) 25 basis points in the case of the 2047 Notes and (iv) 30 basis points in the case of the 2048 Notes. The redemption dates of each of the Notes are provided in the below table:

Note						Redemption Date
2026 Euro Notes						June 25, 2026
2028 Notes						June 26, 2028
2047 Notes						December 1, 2046
2048 Notes						March 26, 2048

The 2027 Notes, 2030 Notes, 2040 Notes and 2050 Notes (collectively, the “N&B Senior Notes”) were assumed as a result of the N&B Merger and share the same redemption provisions. Upon 15 days’ notice to holders of the N&B Senior Notes, the Company may redeem the N&B Senior Notes at any time at the greater of 100% or the discounted present value of the remaining scheduled payments of principal and interest from the redemption date to the maturity date at the Treasury Rate (as defined in the applicable agreements) plus (i) 25 basis points in the case of the 2027 Notes, (ii) 25 basis points in the case of the 2030 Notes, (iii) 30 basis points in the case of the 2040 Notes and (iv) 30 basis points in the case of the 2050 Notes. The redemption dates of each of the N&B Senior Notes are provided in the table below:

Note						Redemption Date
2027 Notes						August 15, 2027
2030 Notes						August 1, 2030
2040 Notes						May 15, 2040
2050 Notes						June 1, 2050

On or after the applicable redemption dates, each series of the Notes and N&B Senior Notes (collectively, the “IFF Notes”) may be redeemed by the issuer at a redemption price equal to 100% of the principal amount of the IFF Notes to be redeemed, plus accrued and unpaid interest on the notes to be redeemed to, but excluding, the redemption date.

The indenture of the IFF Notes provides for customary events of default and contains certain negative covenants that limit the ability of the Company and its subsidiaries to grant liens on assets, or to enter into sale-leaseback transactions. In addition, subject to certain limitations, in the event of the occurrence of both (1) a change of control of the Company and (2) ratings of the IFF Notes is under publicly announced consideration or is downgraded below investment grade by either Moody’s Investors Services, Inc. or Standard & Poor’s Ratings Services within a specified time period, the Company will be required to make an offer to repurchase the IFF Notes at a price equal to 101% of the principal amount of the IFF Notes, plus accrued and unpaid interest to the date of repurchase.

Outstanding Borrowings

The following table shows the contractual maturities of the Company’s long-term debt as of December 31, 2025.

			Payments Due by Period
(DOLLARS IN MILLIONS)			Total						Less than 1 Year						1-3 Years						3-5 Years						More than 5 Years
Total Outstanding Borrowings(1)			$	5,637					$	940					$	1,200					$	1,233					$	2,264

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(1)The difference between the payments due by period and the carrying value of debt is due to purchase accounting adjustments, debt issuance costs, and deferred financing fees.

NOTE 15. LEASES

The Company has leases for corporate offices, manufacturing facilities, research and development facilities and certain transportation and office equipment, the majority of which are operating leases. The Company’s leases have remaining lease terms of up to 50 years, some of which include options to extend the leases for up to 15 years.

The components of lease expense were as follows:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024						2023
Operating leases
Operating lease cost			$	123					$	126					$	137
Variable lease cost			68						58						56
Total operating lease cost			$	191					$	184					$	193
Finance leases
Finance lease cost			$	14					$	12					$	10

Supplemental cash flow information related to leases was as follows:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024						2023
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows for operating leases			$	131					$	122					$	122
Operating cash flows for finance leases			2						1						1
Financing cash flows for finance leases			12						10						8
Right-of-use assets obtained in exchange for lease obligations
Operating leases			77						69						49
Finance leases			20						16						22

Supplemental balance sheet information related to leases was as follows:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024
Operating Leases
Operating lease right-of-use assets			$	579					$	589
Current operating lease obligations(2)			92						82
Operating lease liabilities			533						550
Total operating lease liabilities			$	625					$	632
Finance Leases
Finance lease right-of-use assets(1)			$	32					$	27
Current finance lease obligations(2)			12						10
Finance lease liabilities(3)			20						18
Total finance lease liabilities			$	32					$	28

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(1)Presented in Other assets on the Consolidated Balance Sheets.

(2)Presented in Other current liabilities on the Consolidated Balance Sheets.

(3)Presented in Other liabilities on the Consolidated Balance Sheets.

Weighted average remaining lease term and discount rate were as follows:

			December 31,
			2025						2024
Weighted average remaining lease term in years
Operating leases			9.3						9.7
Finance leases			4.4						3.1
Weighted average discount rate
Operating leases			4.07		%				4.39		%
Finance leases			4.70		%				4.63		%

Maturities of lease liabilities as of December 31, 2025 were as follows:

(DOLLARS IN MILLIONS)			Operating Leases						Finance Leases						Total
2026			$	117					$	14					$	131
2027			102						10						112
2028			88						5						93
2029			76						2						78
2030			70						1						71
Thereafter			322						4						326
Total undiscounted liabilities			775						36						811
Less: Imputed interest			(150)						(4)						(154)
Total lease liabilities			$	625					$	32					$	657

NOTE 16. FINANCIAL INSTRUMENTS

Fair Value

Accounting guidance on fair value measurements specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs create the following fair value hierarchy:

• Level 1 — Quoted prices for identical instruments in active markets.

• Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.

• Level 3 — Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable*.*

This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. The Company also considers counterparty credit risk in its assessment of fair value. The Company determines the fair value of structured liabilities (where performance is linked to structured interest rates, inflation or currency risks) using the Secured Overnight Financing Rate (“Term SOFR”) swap curve and forward interest and exchange rates at period end. Such instruments are classified as Level 2 based on the observability of significant inputs to the model. Instruments classified as Level 3 include the earnout receivable as discussed in Note 3, as well as instruments held in pension asset trusts as discussed in Note 8. These valuations take into consideration the Company’s credit risk and its counterparties’ credit risk.

The carrying value and the estimated fair values of financial instruments at December 31 consisted of the following:

			2025												2024
(DOLLARS IN MILLIONS)			Carrying Value						Fair Value						Carrying Value						Fair Value
LEVEL 1
Cash and cash equivalents(1)			$	590					$	590					$	469					$	469
LEVEL 2
Bank overdrafts and other(2)			4						4						2						2
Derivatives
Derivative assets(3)			18						18						9						9
Derivative liabilities(3)			242						242						129						129
Long-term debt:
2025 Notes(4)			—						—						1,000						972
2026 Euro Notes(4)			940						935						827						813
2027 Notes(4)			804						768						1,209						1,102
2028 Notes(4)			399						403						398						391
2030 Notes(4)			1,238						1,113						1,507						1,274
2040 Notes(4)			341						255						771						536
2047 Notes(4)			392						322						495						392
2048 Notes(4)			674						607						787						686
2050 Notes(4)			888						585						1,568						985
2026 Term Loan Facility(5)			—						—						413						413

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(1)The carrying amount of cash and cash equivalents approximates fair value due to the short maturity of those instruments.

(2)The carrying amount approximates fair value as the interest rate is reset frequently based on current market rates as well as the short maturity of those instruments.

(3)The carrying amount approximates fair value as the instruments are marked-to-market and held at fair value on the Consolidated Balance Sheets.

(4)The fair value of the Note is obtained from pricing services engaged by the Company, and the Company receives one price for each security. The fair value provided by the pricing services are estimated using pricing models, where the inputs to those models are based on observable market inputs or recent trades of similar securities. The inputs to the valuation techniques applied by the pricing services are typically benchmark yields, benchmark security prices, credit spreads, reported trades and broker-dealer quotes, all with reasonable levels of transparency.

(5)The carrying amount approximates fair value as the interest rate is reset frequently based on current market rates.

Derivatives and Other Hedging Activities

Foreign Currency Forward Contracts

The Company periodically enters into foreign currency forward contracts with the objective of managing our exchange rate risk related to foreign currency denominated monetary assets and liabilities of our operations. These contracts generally involve the exchange of one currency for a second currency at a future date, have maturities not exceeding twelve months and are with counterparties which are major international financial institutions.

Commodity Contracts

The Company utilizes options that are not designated as hedging instruments to reduce exposure to commodity price fluctuations on purchases of inventory such as soybeans.

The Company also utilizes swaps that are designated as hedging instruments to reduce exposure to commodity price fluctuations on purchases of natural gas used in our manufacturing process.

Hedges Related to Issuances of Debt

Subsequent to the issuance of the 2026 Euro Notes during the third quarter of 2018, the Company designated the debt as a hedge of a portion of its net European investments. Accordingly, the change in the value of the debt that is attributable to

foreign exchange movements is recorded in Other comprehensive income (“OCI”) as a component of foreign currency translation adjustments in the accompanying Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).

Subsequent to the issuance of the 2024 Euro Notes during the first quarter of 2016, the Company designated the debt as a hedge of a portion of its net European investments. Accordingly, the change in the value of the debt that is attributable to foreign exchange movements is recorded in OCI as a component of foreign currency translation adjustments in the accompanying Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).

During the first quarter of 2016, the Company entered into and settled two Euro interest rate swap agreements to hedge the anticipated issuance of fixed-rate debt. These swaps were designated as cash flow hedges. The effective portions of cash flow hedges are recorded in OCI as a component of Losses on derivatives qualifying as hedges in the accompanying Consolidated Statements of Income (Loss) and Comprehensive Income (Loss). The Company incurred a loss of €3 million ($3 million) due to the termination of these swaps. The loss was amortized as interest expense over the life of the 2024 Euro Notes as discussed in Note 14.

During the fourth quarter of 2016 and the first quarter of 2017, the Company entered into interest rate swap agreements to hedge the anticipated issuance of fixed-rate debt, which are designated as cash flow hedges. The various hedge instruments were settled upon issuance of the debt on May 18, 2017 and resulted in a loss of approximately $5 million. As discussed in Note 14, the loss is being amortized as interest expense over the life of the 2047 Notes.

Cross Currency Swaps

The Company has seventeen EUR/USD cross currency swaps, with a notional value of $1.900 billion that mature through November 2030. The swaps all qualified as net investment hedges in order to mitigate a portion of the Company’s net European investments from foreign currency risk. As of December 31, 2025, the seventeen swaps were in a net liability position with an aggregate fair value of $237 million which were classified as Other liabilities on the Consolidated Balance Sheets. Changes in fair value related to cross currency swaps are recorded in OCI.

The following table shows the notional amount of the Company’s derivative instruments outstanding as of December 31, 2025 and December 31, 2024:

			December 31,
(DOLLARS IN MILLIONS)			2025						2024
Foreign currency forward contracts(1)			$	(1,840)					$	(1,512)
Commodity contracts(1)			11						7
Cross currency swaps			1,900						1,400

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(1)Foreign currency forward contracts and commodity contracts are presented net of contracts bought and sold.

The following tables show the Company’s derivative instruments measured at fair value (Level 2 of the fair value hierarchy) as reflected in the Consolidated Balance Sheets as of December 31, 2025 and December 31, 2024:

			December 31, 2025
(DOLLARS IN MILLIONS)			Fair Value of Derivatives Designated as Hedging Instruments						Fair Value of Derivatives Not Designated as Hedging Instruments						Total Fair Value
Derivative assets(1)
Foreign currency forward contracts			$	—					$	17					$	17
Cross currency swaps			1						—						1
Total derivative assets			$	1					$	17					$	18
Derivative liabilities(2)
Foreign currency forward contracts			$	—					$	3					$	3
Cross currency swaps			238						—						238
Commodity contracts			1						—						1
Total derivative liabilities			$	239					$	3					$	242

			December 31, 2024
(DOLLARS IN MILLIONS)			Fair Value of Derivatives Designated as Hedging Instruments						Fair Value of Derivatives Not Designated as Hedging Instruments						Total Fair Value
Derivative assets(1)
Foreign currency forward contracts			$	—					$	8					$	8
Commodity contracts			1						—						1
Total derivative assets			$	1					$	8					$	9
Derivative liabilities(2)
Foreign currency forward contracts			$	—					$	39					$	39
Cross currency swaps			90						—						90
Total derivative liabilities			$	90					$	39					$	129

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(1)Derivative assets are recorded to Prepaid expenses and other current assets on the Consolidated Balance Sheets.

(2)Derivative liabilities are recorded to Other current liabilities and Other liabilities on the Consolidated Balance Sheets.

The following table shows the effect of the Company’s derivative instruments which were not designated as hedging instruments in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the years ended December 31, 2025, 2024, and 2023:

(DOLLARS IN MILLIONS)			Amount of Gain or (Loss) Recognized in Income on Derivative Settlements December 31,																		Amount of Gain (Loss) Recognized in Income on Changes in Fair Value December 31,															Location of Gain (Loss) Recognized in Income on Derivative
2025						2024						2023						2025						2024						2023
Foreign currency forward contracts(1)			$	105					$	(102)					$	(16)					$	46					$	(68)					$	37		Other expense, net
Commodity contracts			—						(1)						2						1						—						—			Cost of sales
Total			$	105					$	(103)					$	(14)					$	47					$	(68)					$	37

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(1)The foreign currency forward contract net gains (losses) offset any recognized gains (losses) arising from the revaluation of the related intercompany loans during the same respective periods.

The following table shows the effect of the Company’s derivative and non-derivative instruments designated as cash flow and net investment hedging instruments, net of tax, in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the years ended December 31, 2025, 2024, and 2023:

			Amount of Gain (Loss) Recognized in OCI on Derivative and Non-Derivative (Effective Portion)															Location of Gain (Loss) Reclassified from AOCI into Income (Effective Portion)
			For the years ended December 31,
(DOLLARS IN MILLIONS)			2025						2024						2023
Derivatives in Cash Flow Hedging Relationships:
Foreign currency forward contracts			$	—					$	(7)					$	—		N/A
Commodity contracts			(2)						3						—			Cost of sales
Derivatives in Net Investment Hedging Relationships:
Cross currency swaps			$	(112)					$	55					$	(67)		N/A
Non-Derivatives in Net Investment Hedging Relationships:
2024 Euro Notes			—						3						(16)			N/A
2026 Euro Notes			(85)						42						(26)			N/A
Total			$	(199)					$	96					$	(109)

			Amount of Gain (Loss) Reclassified from AOCI into Income (Effective Portion)
			For the year ended December 31,
(DOLLARS IN MILLIONS)			2025						2024						2023
Derivatives in Cash Flow Hedging Relationships:
Interest rate swaps(1)			$	(1)					$	—					$	—
Commodity contracts			1						(1)						—
Total			$	—					$	(1)					$	—

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(1) Interest rate swaps were entered into as pre-issuance hedges for the Company’s bond offerings.

The ineffective portion of the above noted net investment hedges was approximately $15 million for each of the three years ended December 31, 2025, 2024, and 2023, and was recorded as a reduction to interest expense on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).

At December 31, 2025, based on current market rates, the Company does not expect any derivative losses (net of tax), included in AOCI, to be reclassified into earnings within the next 12 months.

Subsequent Event

On February 18, 2026, the Company entered into agreements with various banks to expand its cross currency swap capacity by $500 million, bringing the total notional value of swaps to $2.4 billion. The swaps mature in February 2033 and February 2036 and qualify as net investment hedges in order to mitigate a portion of the Company’s net European investments from foreign currency risk.

NOTE 17. SHAREHOLDERS’ EQUITY

Dividends

Cash dividends declared per share were $1.60, $1.60 and $3.24 for the years ended December 31, 2025, 2024 and 2023, respectively. The Consolidated Balance Sheets reflect $102 million of dividends payable at December 31, 2025. This amount relates to a cash dividend of $0.40 per share declared in December 2025 and paid in January 2026. Dividends declared, but not paid as of December 31, 2024 and December 31, 2023 were $102 million ($0.40 per share) and $207 million ($0.81 per share), respectively.

Share Repurchase Program

On August 5, 2025, the Company announced that its Board of Directors has authorized a new share repurchase program with a total value of $500 million. The program began on October 1, 2025 and does not have a specified term or termination date. Under the program, the Company is authorized to repurchase shares of common stock in privately negotiated transactions, and/or open market transactions, including under plans complying with Rule 10b5-1 under the Exchange Act, and in block trades, or a combination of the foregoing. The Board will review the share repurchase program periodically and may authorize adjustment of its term and size. The Company plans to fund repurchases from available cash and cash provided by operating activities.

During 2025, the Company repurchased approximately 584,000 shares of common stock at a cost of approximately $38 million.

NOTE 18. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The following tables present changes in the accumulated balances for each component of other comprehensive income (loss), including current period other comprehensive income (loss) and reclassifications out of accumulated other comprehensive income (loss):

(DOLLARS IN MILLIONS)			Foreign Currency Translation Adjustments						Gains (Losses) on Derivatives Qualifying as Hedges						Pension and Postretirement Liability Adjustment						Total
Accumulated other comprehensive (loss) income, net of tax, as of January 1, 2025			$	(2,426)					$	(2)					$	(99)					$	(2,527)
OCI before reclassifications			1,105						(2)						(8)						1,095
Reclassifications due to business divestitures			48						—						(50)						(2)
Amounts reclassified from AOCI			—						—						4						4
Net current period other comprehensive income (loss)			1,153						(2)						(54)						1,097
Accumulated other comprehensive (loss) income, net of tax, as of December 31, 2025			$	(1,273)					$	(4)					$	(153)					$	(1,430)

(DOLLARS IN MILLIONS)			Foreign Currency Translation Adjustments						Gains (Losses) on Derivatives Qualifying as Hedges						Pension and Postretirement Liability Adjustment						Total
Accumulated other comprehensive (loss) income, net of tax, as of January 1, 2024			$	(1,652)					$	1					$	(245)					$	(1,896)
OCI before reclassifications			(778)						(4)						53						(729)
Reclassifications due to business divestitures			4						—						—						4
Amounts reclassified from AOCI			—						1						93						94
Net current period other comprehensive income (loss)			(774)						(3)						146						(631)
Accumulated other comprehensive (loss) income, net of tax, as of December 31, 2024			$	(2,426)					$	(2)					$	(99)					$	(2,527)

(DOLLARS IN MILLIONS)			Foreign Currency Translation Adjustments						Gains (Losses) on Derivatives Qualifying as Hedges						Pension and Postretirement Liability Adjustment						Total
Accumulated other comprehensive (loss) income, net of tax, as of January 1, 2023			$	(2,066)					$	1					$	(133)					$	(2,198)
OCI before reclassifications			367						—						(100)						267
Reclassifications due to business divestitures			47						—						(1)						46
Amounts reclassified from AOCI			—						—						(11)						(11)
Net current period other comprehensive income (loss)			414						—						(112)						302
Accumulated other comprehensive (loss) income, net of tax, as of December 31, 2023			$	(1,652)					$	1					$	(245)					$	(1,896)

The following table provides details about reclassifications out of Accumulated other comprehensive loss including business divestitures to the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss):

			Year Ended December 31,
(DOLLARS IN MILLIONS)			2025						2024						2023						Affected Line Item in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)
Gains (losses) on pension and postretirement liability adjustments
Prior service cost			$	2					$	2					$	6					(1)
Actuarial gains (losses)			(7)						(142)						8						(1)
Business divestitures			50						—						—						(2)
Tax			1						47						(3)						Provision for income taxes
Total			$	46					$	(93)					$	11					Total, net of income taxes

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(1)The amortization of prior service cost and actuarial loss is included in the computation of net periodic benefit cost. See Note 8 for additional information regarding net periodic benefit cost.

(2)The pension and postretirement liability adjustments related to business divestitures is included in the computation of Losses (Gains) on business disposals. See Note 3 for additional information regarding the pension adjustments recognized for the divestitures of the Pharma Solutions disposal group and Nitrocellulose business.

NOTE 19. REDEEMABLE NON-CONTROLLING INTERESTS

Through certain subsidiaries of the Company’s Frutarom acquisition, there were certain non-controlling interests that carried redemption features. The non-controlling interest holders had the right, over a stipulated period of time, to sell their respective interests to Frutarom, and Frutarom had the option to purchase these interests (subject to the same timing). In most cases, these options carried similar price and conditions of exercise, and were settled on a pre-agreed formula based on a multiple of the average EBITDA of consecutive quarters to be achieved during the period ending prior to the exercise date.

The following table sets forth the details of the Company’s redeemable non-controlling interests:

(DOLLARS IN MILLIONS)						Redeemable Non-controlling Interests
Balance at December 31, 2022						$	59
Impact of foreign exchange translation						(8)
Redemption value adjustment for the current period						(2)
Dividends paid						(13)
Exercises of redeemable non-controlling interests						(25)
Disposal of redeemable non-controlling interests(1)						(11)
Balance at December 31, 2023						$	—
Balance at December 31, 2024						$	—
Balance at December 31, 2025						$	—

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(1)The disposal of redeemable non-controlling interests was related to the sale of the Company’s investment in the Sonarome business.

NOTE 20. CONCENTRATIONS OF CREDIT RISK

The Company does not have significant concentrations of risk in financial instruments. Temporary investments are made in a well-diversified portfolio of high-quality, liquid obligations of government, corporate and financial institutions.

A significant portion of our sales comes from a relatively small number of large multinational customers. In 2025, our 25 largest customers, a majority of which were multinational consumer products companies, collectively accounted for approximately 32% of our sales. Multinational customers have been facing their own competitive challenges, such as pressures by new smaller companies and specialty players that cater to or are more adept at adjusting to the latest consumer trends, including towards natural products and clean labels, changes in the retail landscape (including e-commerce and consolidation), and increased competition from private labels, which have resulted and may continue to result in decreased demand for our products. Multinational and increasingly middle market customers also rely on “core lists” of suppliers, requiring more favorable terms for inclusion, such as rebates, which could adversely affect our margins. If we fail to secure or maintain such “core list” status, our sales and margins could be adversely affected. Beyond large multinational customers, our customer base continues to be diverse. Based on fiscal year 2025 sales, we had approximately 20,000 customers. Approximately 69% of sales were from small and mid-sized companies. The Company had no customer that accounted for more than 10% of its consolidated net sales for the years ended 2025, 2024 and 2023. Given the large number of customers, including multinational customers, who are spread across many industries and geographic regions, there are limited concentrations of credit risk with respect to trade receivables.

NOTE 21. COMMITMENTS AND CONTINGENCIES

Guarantees and Letters of Credit

The Company has various bank guarantees, letters of credit and surety bonds which are used to support its ongoing business operations, satisfy governmental requirements associated with pending litigation in various jurisdictions and the payment of customs duties.

As of December 31, 2025, the Company had a total capacity of approximately $209 million of bank guarantees, commercial guarantees, standby letters of credit and surety bonds with various financial institutions. Included in the above aggregate amount was a total of approximately $11 million for other assessments in Brazil for various income tax and indirect tax disputes related to fiscal years 1998-2011. There was a total of approximately $50 million outstanding under the bank guarantees, standby letters of credit and commercial guarantees as of December 31, 2025.

In order to challenge the assessments in these cases in Brazil, the Company has been required to, and has separately pledged assets, principally property, plant and equipment, to cover assessments in the amount of approximately $7 million as of December 31, 2025.

Litigation

The Company assesses contingencies related to litigation and/or other matters to determine the degree of probability and range of possible loss if reasonably estimable. A loss contingency is accrued in the Company’s Consolidated Financial Statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Because litigation is inherently unpredictable and unfavorable resolutions could occur, assessing contingencies is highly sensitive and requires judgments about future events and any assessments or the related decisions on accruals could be inaccurate. On at least a quarterly basis, the Company reviews contingencies related to litigation to determine the adequacy of accruals. The amount of ultimate loss may substantially differ from these estimates and the amounts accrued, and further events may require the Company to increase or decrease the amounts it has accrued on any matter.

Periodically, the Company assesses its insurance coverage for all known claims, where applicable, taking into account aggregate coverage by occurrence, limits of coverage, self-insured retentions and deductibles, historical claims experience and claims experience with its insurance carriers. The probable liabilities are recorded at management’s best estimate of the probable outcome of the lawsuits and claims where reasonably estimable, taking into consideration the facts and circumstances of the individual matters as well as past experience on similar matters. At each balance sheet date, management assesses whether it is probable that a loss as to asserted or unasserted claims has been incurred and if so, whether the amount of loss can be reasonably estimated. The Company records the expected liability with respect to claims in Other current liabilities or Other liabilities and expected recoveries from its insurance carriers in Other current assets or Other assets. The Company recognizes a receivable when it believes that realization of the insurance receivable is probable under the terms of the insurance policies and its payment experience to date.

Litigation Matters

A motion to approve a securities class action was filed in the Tel Aviv District Court, Israel, in August 2019, alleging, among other things, false and misleading statements largely in connection with IFF’s acquisition of Frutarom and improper payments made by Frutarom businesses operating principally in Russia and Ukraine to representatives of customers. The motion (“Oman”) (following an initial amendment) asserted claims under the Israeli Securities Act-1968 against IFF, its former Chairman and CEO, and its former CFO, and against Frutarom and certain former Frutarom officers and directors, as well as claims under the Israeli Companies Act-1999 against certain former Frutarom officers and directors. On July 14, 2022, the court approved the parties’ motion to mediate the dispute, which postponed all case deadlines until after the mediation. The parties held mediation meetings on September 13, 2022, November 22, 2022, March 1, 2023, November 2023, March 3, 2024 and April 1, 2024. In November 2024, the court granted extensions to the parties’ joint filings of the responses to the Oman motion and for the evidential hearings, for the parties to exhaust the mediation proceeding. In the second quarter of 2025, the parties finalized a settlement agreement and submitted it to the court for approval. The settlement, approved by the court in November 2025, resolves all claims against Frutarom and its former officers and directors, and was made to avoid the cost, distraction and uncertainty of prolonged litigation. The settlement agreement states the settlement payment, fees and expenses totaling 24 million New Israel Shekel (approximately $7 million) will be paid by the respondents’ insurers.

On October 29, 2019, IFF and Frutarom filed a claim in the Tel Aviv District Court, Israel, against Ori Yehudai, the former President and CEO of Frutarom, and against certain former directors of Frutarom, challenging the bonus of $20 million granted to Yehudai in 2018. IFF and Frutarom allege, among other things, that Yehudai was not entitled to receive the bonus because he breached his fiduciary duty by, among other things, knowing of the above-mentioned improper payments and failing to prevent them from being made. The parties agreed, pursuant to the court’s recommendation, to attempt to resolve the dispute through mediation, and a court decision is pending with regard to the order in which this claim and the class action described below will be heard.

On March 11, 2020, an IFF shareholder filed a motion to approve a class action in Israel against, among others, Frutarom, Yehudai, and Frutarom’s former board of directors, alleging that former minority shareholders of Frutarom were harmed as a result of the US $20 million bonus paid to Yehudai. The court held an evidentiary hearing on the motion to approve a class action in March 2024. In September 2025, the court issued a decision granting the motion to certify a class action. In December 2025, Frutarom submitted its motion for rehearing of that decision.

Since March 2023, various putative class action lawsuits have been filed against IFF, Firmenich International SA, Givaudan SA, and Symrise AG and/or certain affiliates thereof in the Quebec Superior Court, the Federal Court of Canada, Ontario Superior Court, the Supreme Court of British Columbia and, in several cases, the United States District Court for the District of New Jersey. These actions allege violations of the Canadian Competition Act and the Sherman Act, as applicable, and other related claims, and seek damages and other relief. IFF announced on October 17, 2025, that it entered into a settlement agreement which will be a full settlement of the multiple civil class actions brought by direct purchasers of fragrance products in the United States. On November 17, 2025, the Court granted the motion for preliminary approval of this settlement and IFF then contributed $26 million to a settlement fund to resolve all class claims related to this direct purchaser class. The parties expect to resolve the class actions brought by indirect purchasers and end-user plaintiffs in the United States in the near future. During the twelve months ended December 31, 2025, the Company recognized a total provision of $43 million within “Selling and Administrative Expenses” in connection with the U.S. class action lawsuits, based on estimated potential settlement amount inclusive of the $26 million noted above related to settlement with direct purchasers. This provision does not include any potential liabilities that may arise from other civil proceedings not encompassed by the U.S. class action lawsuits. On January 27, 2026, an additional class action complaint was filed in the District of New Jersey on behalf of a class of purchasers in the United States of consumer goods containing fragrance products that were purchased outside the United States. IFF may face additional civil suits, in the United States, Canada, United Kingdom, European Union or in other countries, relating to such alleged conduct. At this time, IFF is unable to predict the potential outcome of these lawsuits or any potential effect they may have on the Company’s results of operations, liquidity or financial condition. The resolution of any of these items could have a material adverse effect on IFF’s results of operation, financial condition, and overall business.

Investigations

On June 3, 2020, the Israel Police’s National Fraud Investigation Unit and the Israeli Securities Authority commenced an investigation into Frutarom and certain of its former executives, based on suspected bribery of foreign officials, money laundering, and violations of the Israeli Securities Act-1968. On February 26, 2024, the Israeli authorities informed Frutarom that the authorities decided to close the criminal investigation.

On March 7, 2023, the European Commission (“EC”) and the United Kingdom Competition and Markets Authority (“CMA”) carried out unannounced inspections of certain of IFF’s facilities. IFF understands the EC, CMA and the Swiss Competition Commission are investigating potential anticompetitive conduct as it relates to IFF's fragrance businesses. On the same day, IFF was served with a grand jury subpoena by the Antitrust Division of the U.S. Department of Justice (“DOJ”). The Mexican Competition Commission has also announced that it is investigating potential anticompetitive conduct in the fragrance and fragrance ingredients industries. On February 5, 2026, IFF received a letter from DOJ confirming the closing of its investigation (such decision is independent of the other related civil or regulatory matters). The Company has applied for leniency in a number of jurisdictions. Leniency, if obtained in a jurisdiction, would generally carry significant benefits by, for example, reducing or eliminating monetary liability in that jurisdiction. Since March 7, 2023, other investigations have been underway or threatened in other jurisdictions related to claimed anti-competitive conduct. While these investigations are confidential, the Company is cooperating and/or seeking leniency in those jurisdictions, as well. IFF has been and intends to continue actively cooperating with these investigations, as well as any other present or future inquiries from governmental authorities. During the first three months of 2024, IFF recognized a provision of €16 million (approximately $18 million) in connection with a settlement with the EC, which was paid during the third quarter of 2024. This settlement pertains to a charge related to the deletion of messages relevant to the investigation by a former Scent employee. This settlement does not conclude the ongoing antitrust investigation. IFF is currently unable, however, to predict or determine the duration or outcome of the investigations, or whether the outcome of the investigations will materially impact the Company’s results of operations, liquidity or financial condition. However, an adverse judgment or other outcome or settlement with respect to any proceedings discussed above could result in significant fines or payments by IFF. The resolution of any of these items could have a material adverse effect on IFF’s results of operations, financial condition, and overall business.

Environmental Proceedings

Effective March 22, 2024, the Solae, LLC Memphis site (“Solae”) signed an Administrative Order on Consent (the “Consent Order”) resolving violations and penalties pertaining to the Administrative Order and Assessment received from the City of Memphis on May 27, 2022 related to alleged wastewater discharge violations. In view of the Consent Order, Solae withdrew its previously filed appeal. Pursuant to the Consent Order, Solae is completing its capital project efforts in accordance with the agreed schedule for attaining compliance with current wastewater permit requirements. This matter is not expected to have a material adverse effect on the Company’s financial position, cash flows or results of operations.

Other Commitments

The Company has contingencies involving third parties (such as labor, contract, technology or product-related claims or litigation) as well as government-related items in various jurisdictions in which it operates pertaining to such items as value-added taxes, other indirect taxes, customs and duties and sales and use taxes. It is possible that cash flows or results of operations, in any period, could be materially affected by the unfavorable resolution of one or more of these contingencies.

The most significant government-related contingencies exist in Brazil. With regard to the Brazilian matters, the Company believes it has valid defenses for the underlying positions under dispute; however, in order to pursue these defenses, the Company is required to, and has provided, bank guarantees and pledged assets in the aggregate amount of approximately $18 million. The Brazilian matters take an extended period of time to proceed through the judicial process and there are a limited number of rulings to date.

Other

The Company is subject to various legal proceedings and claims that have arisen in the ordinary course of business and have not been fully resolved. Due to the inherent subjectivity and unpredictability of outcomes of legal proceedings, the Company is unable to determine, with certainty, the probability of the outcome of these matters or the range of reasonably possible losses, if any.

NOTE 22. REVISION OF QUARTERLY FINANCIAL INFORMATION (UNAUDITED)

As discussed in Note 1, in preparing the Consolidated Financial Statements as of and for the three and nine months ended September 30, 2025 and for the year ended December 31, 2025, Management identified certain income tax-related errors. As a result of these errors, Management has revised the financial information for each of the periods ended March 31, 2024, June 30, 2024, September 30, 2024, December 31, 2024, June 30, 2025, and September 30, 2025. There is no impact to our Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the quarterly period ended March 31, 2025 or the quarterly period ended September 30, 2025. The Company has reflected the revisions for the periods ended September 30, 2024 in a previous Quarterly Report filed on Form 10-Q. The Company will revise its Consolidated Financial Statements for the three and six months ended June 30, 2025 and for the nine months ended September 30, 2025 to correct the errors when the financial statements for these periods are presented as comparative periods to the second and third quarter 2026 interim financial statements to be filed on Form 10-Q.

The following tables reflect the impact of the revision on the Company’s results of operations.

Impacts to Interim Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)

			Nine Months Ended September 30, 2025
(DOLLARS IN MILLIONS EXCEPT PER SHARE AMOUNTS)			As Previously Reported			Adjustments			As Revised
Net sales			$	8,301		$	—		$	8,301
Gross profit			3,048			—			3,048
Income (loss) before income taxes			(434)			—			(434)
(Benefit) for income taxes			(44)			(13)			(57)
Net income (loss)			(390)			13			(377)
Net income (loss) attributable to IFF shareholders			(392)			13			(379)
Net income (loss) per share – basic			$	(1.53)		$	0.05		$	(1.48)
Net income (loss) per share – diluted			$	(1.53)		$	0.05		$	(1.48)
Comprehensive income (loss)			674			13			687
Comprehensive income (loss) attributable to IFF shareholders			$	672		$	13		$	685

			Six Months Ended June 30, 2025**(1)**												Three Months Ended June 30, 2025**(1)**
(DOLLARS IN MILLIONS EXCEPT PER SHARE AMOUNTS)			As Previously Reported			Adjustments			As Revised						As Previously Reported			Adjustments			As Revised
Net sales			$	5,607		$	—		$	5,607					$	2,764		$	—		$	2,764
Gross profit			2,065			—			2,065						1,030			—			1,030
Loss on business disposals			81			30			111						81			30			111
Income (loss) before income taxes			(460)			(30)			(490)						534			(30)			504
(Benefit) for income taxes			(55)			(17)			(72)						(78)			(17)			(95)
Net income (loss)			(405)			(13)			(418)						612			(13)			599
Net income (loss) attributable to IFF shareholders			(406)			(13)			(419)						612			(13)			599
Net income (loss) per share – basic			$	(1.59)		$	(0.05)		$	(1.64)					$	2.39		$	(0.05)		$	2.34
Net income (loss) per share – diluted			$	(1.59)		$	(0.05)		$	(1.64)					$	2.38		$	(0.05)		$	2.33
Comprehensive income (loss)			707			(13)			694						1,320			(13)			1,307
Comprehensive income (loss) attributable to IFF shareholders			$	706		$	(13)		$	693					$	1,320		$	(13)		$	1,307

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(1)The previous revision to the Interim Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the three and six months ended June 30, 2025 as reported within our Quarterly Report on Form 10-Q for the fiscal period ended September 30, 2025, has been updated to reflect an additional correction of a $13 million reduction to tax expense on business disposals which has been reflected in (Benefit) for income taxes.

			Three Months Ended December 31, 2024												Nine Months Ended September 30, 2024
(DOLLARS IN MILLIONS EXCEPT PER SHARE AMOUNTS)			As Previously Reported			Adjustments			As Revised						As Previously Reported			Adjustments			As Revised
Net sales			$	2,771		$	—		$	2,771					$	8,713		$	—		$	8,713
Gross profit			980			—			980						3,144			—			3,144
Loss on assets classified as held for sale			33			—			33						314			(30)			284
Income (loss) before income taxes			(115)			—			(115)						393			30			423
Provision (benefit) for income taxes			(69)			14			(55)						100			(4)			96
Net income (loss)			(46)			(14)			(60)						293			34			327
Net income (loss) attributable to IFF shareholders			(46)			(14)			(60)						289			34			323
Net income (loss) per share – basic			$	(0.18)		$	(0.05)		$	(0.23)					$	1.13		$	0.14		$	1.27
Net income (loss) per share – diluted			$	(0.18)		$	(0.05)		$	(0.23)					$	1.13		$	0.14		$	1.27
Comprehensive income (loss)			(813)			(14)			(827)						429			34			463
Comprehensive income (loss) attributable to IFF shareholders			$	(813)		$	(14)		$	(827)					$	425		$	34		$	459

			Three Months Ended September 30, 2024												Six Months Ended June 30, 2024
(DOLLARS IN MILLIONS EXCEPT PER SHARE AMOUNTS)			As Previously Reported			Adjustments			As Revised						As Previously Reported			Adjustments			As Revised
Net sales			$	2,925		$	—		$	2,925					$	5,788		$	—		$	5,788
Gross profit			1,052			—			1,052						2,092			—			2,092
Loss on assets classified as held for sale			32			—			32						282			(30)			252
Income (loss) before income taxes			95			—			95						298			30			328
Provision (benefit) for income taxes			35			1			36						65			(5)			60
Net income (loss)			60			(1)			59						233			35			268
Net income (loss) attributable to IFF shareholders			59			(1)			58						230			35			265
Net income (loss) per share – basic			$	0.23		$	—		$	0.23					$	0.90		$	0.14		$	1.04
Net income (loss) per share – diluted			$	0.23		$	—		$	0.23					$	0.90		$	0.14		$	1.04
Comprehensive income (loss)			615			(1)			614						(186)			35			(151)
Comprehensive income (loss) attributable to IFF shareholders			$	614		$	(1)		$	613					$	(189)		$	35		$	(154)

			Three Months Ended June 30, 2024												Three Months Ended March 31, 2024
(DOLLARS IN MILLIONS EXCEPT PER SHARE AMOUNTS)			As Previously Reported			Adjustments			As Revised						As Previously Reported			Adjustments			As Revised
Net sales			$	2,889		$	—		$	2,889					$	2,899		$	—		$	2,899
Gross profit			1,068			—			1,068						1,024			—			1,024
Loss on assets classified as held for sale			282			(30)			252						—			—			—
Income (loss) before income taxes			183			30			213						115			—			115
Provision (benefit) for income taxes			11			6			17						54			(11)			43
Net income (loss)			172			24			196						61			11			72
Net income (loss) attributable to IFF shareholders			170			24			194						60			11			71
Net income (loss) per share – basic			$	0.67		$	0.09		$	0.76					$	0.23		$	0.05		$	0.28
Net income (loss) per share – diluted			$	0.66		$	0.10		$	0.76					$	0.23		$	0.05		$	0.28
Comprehensive income (loss)			48			24			72						(234)			11			(223)
Comprehensive income (loss) attributable to IFF shareholders			$	46		$	24		$	70					$	(235)		$	11		$	(224)

Impacts to Interim Consolidated Statements of Cash Flows

			Nine Months Ended September 30, 2025												Six Months Ended June 30, 2025**(1)**
(DOLLARS IN MILLIONS)			As Previously Reported			Adjustments			As Revised						As Previously Reported			Adjustments			As Revised
Net (loss) Income			$	(390)		$	13		$	(377)					$	(405)		$	(13)		$	(418)
Adjustments to reconcile to net cash provided by operating activities:
Deferred income taxes			(213)			(13)			(226)						(163)			(14)			(177)
Loss on business disposals			111			—			111						81			30			111
Changes in assets and liabilities, net of acquisitions:
Other assets/liabilities, net			(77)			—			(77)						26			(3)			23
Net cash provided by operating activities			$	532		$	—		$	532					$	368		$	—		$	368

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(1)The previous revision to the Interim Consolidated Statement of Cash Flows for the six months ended June 30, 2025 as reported within our Quarterly Report on Form 10-Q for the fiscal period ended September 30, 2025, has been updated to reflect an additional correction of a $13 million reduction to tax expense on business disposals which has been reflected in Net (loss) Income and Deferred income taxes.

			Nine Months Ended September 30, 2024
(DOLLARS IN MILLIONS)			As Previously Reported			Adjustments			As Revised
Net (loss) Income			$	293		$	34		$	327
Adjustments to reconcile to net cash provided by operating activities:
Deferred Income taxes			(128)			(15)			(143)
Loss on assets classified as held for sale			314			(30)			284
Changes in assets and liabilities, net of acquisitions:
Other assets/liabilities, net			(102)			(10)			(112)
Net cash provided by operating activities			$	702		$	(21)		$	681
Cash received on foreign currency forward contracts			—			21			21
Net cash provided by investing activities			$	586		$	21		$	607

(a)(3) EXHIBITS

Exhibit Number			Description
2.1			Agreement and Plan of Merger, dated May 7, 2018, by and among the Registrant, Frutarom Industries Ltd. and Icon Newco Ltd., incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed on May 9, 2018.
2.2			Amendment No. 1 to Agreement and Plan of Merger, dated August 25, 2018, by and among the Registrant, Frutarom Industries Ltd. and Icon Newco Ltd. incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed on August 27, 2018.
2.3			Agreement and Plan of Merger, dated December 15, 2019, by and among DuPont de Nemours Inc., Nutrition & Biosciences, Inc., the Registrant and Neptune Merger Sub I Inc., incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed on December 18, 2019.
2.4			Separation and Distribution Agreement, dated as of December 15, 2019, by and among DuPont de Nemours Inc., Nutrition & Biosciences, Inc. and the Registrant, incorporated by reference to Exhibit 2.2 to the Registrant’s Current Report on Form 8-K filed on December 18, 2019.
2.4(i)			Amendment No. 1 to the Separation and Distribution Agreement, dated January 22, 2021, by and among DuPont de Nemours, Inc., Nutrition & Biosciences, Inc., the Registrant and Neptune Merger Sub II LLC, incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed on January 25, 2021.
2.4(ii)			Amendment No. 2 to the Separation and Distribution Agreement, dated February 1, 2021, by and among DuPont de Nemours, Inc., Nutrition & Biosciences, Inc., the Registrant and Neptune Merger Sub II LLC, incorporated by reference to Exhibit 2.4 to the Registrant’s Current Report on Form 8-K filed on February 3, 2021.
3.1			Restated Certificate of Incorporation of the Registrant, incorporated by reference to Exhibit 10(g) to the Registrant’s Quarterly Report on Form 10-Q filed on August 12, 2002.
3.2			By-Laws of International Flavors & Fragrances Inc., effective as of November 1, 2023, incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on November 7, 2023.
3.3			Amended and Restated By-Laws of International Flavors & Fragrances Inc., effective as of October 29, 2025, incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on November 4, 2025.
4.1			Indenture, dated as of March 2, 2016, by and between the Registrant and U.S. Bank National Association, as Trustee (including the form of Debt Security), incorporated by reference to Exhibit 4.1 to the Registrant’s Registration Statement on Form S-3 (Registration No. 333-209889) filed on March 2, 2016.
4.1(i)			Second Supplemental Indenture, dated as of May 18, 2017, by and between the Registrant and U.S. Bank National Association, as Trustee (including the form of Notes), incorporated by reference to Exhibit 4.7 to the Registrant’s Current Report on Form 8-K filed on May 18, 2017.
4.1(ii)			Fourth Supplemental Indenture, dated as of September 25, 2018, by and between the Registrant and U.S. Bank National Association, as trustee, incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on September 25, 2018.
4.1(iii)			Fifth Supplemental Indenture, dated as of September 26, 2018, by and between the Registrant and U.S. Bank National Association, as trustee, incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on September 26, 2018.
4.2			Form of Global Note for the 2026 Notes, incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on September 25, 2018.
4.3			Form of Global Note for the 2028 Notes, incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on September 26, 2018.
4.4			Form of Global Notes for the 2048 Notes, incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on September 26, 2018.
4.5			Indenture, dated as of September 16, 2020, by and between the N&B and U.S. Bank National Association, as Trustee (including the form of Notes), incorporated by reference to Exhibit 99.16 to the Registrant’s Registration Statement on Form S-4 (Registration No. 333-238072) filed on October 5, 2020.
4.5(i)			First Supplemental Indenture, dated as of February 1, 2021, by and among Nutrition & Biosciences, Inc., the Registrant and U.S. Bank National Association, as Trustee. Incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on February 4, 2021.
4.5(ii)			Second Supplemental Indenture, dated as of March 4, 2021, by and among Nutrition & Biosciences, Inc., the Registrant and U.S. Bank National Association, as trustee, incorporated by reference to Exhibit 4.1 to the Registrant's Current Report on Form 8-K filed on March 4, 2021.
4.6			Description of Securities, incorporated by reference to Exhibit 4.17 to the Registrant's Annual Report on Form 10-K filed on March 3, 2020.

Exhibit Number			Description
*10.1			Supplemental Retirement Plan, incorporated by reference to Exhibit 10.5 to the Registrant’s Annual Report on Form 10-K filed on February 27, 2008.
*10.2			2021 Stock Award and Incentive Plan, incorporated by reference to Annex 1 to the Registrant’s Proxy Statement filed with the Commission on March 23, 2021.
*10.3			Form of Restricted Stock Units Agreement – Non-Employee Director under the 2021 Stock Award and Incentive Plan, incorporated by reference to Exhibit 10.5 to the Registrant’s Annual Report on Form 10-K, filed on February 28, 2022.
*10.4			Form of Restricted Stock Units Award Agreement under the 2021 Stock Award and Incentive Plan, incorporated by reference to Exhibit 10.6 to the Registrant’s Annual Report on Form 10-K, filed on February 28, 2022.
*10.5			Form of Equity Choice Program Award Agreement under the 2021 Stock Award and Incentive Plan, incorporated by reference to Exhibit 10.7 to the Registrant’s Annual Report on Form 10-K, filed on February 28, 2022.
*10.6			Form of Performance-Based Restricted Stock Units Award Agreement under the 2021 Stock Award and Incentive Plan, incorporated by reference to Exhibit 10.8 to the Registrant’s Annual Report on Form 10-K, filed on February 28, 2022.
*10.7			2015 Stock Award and Incentive Plan, as amended and restated February 7, 2017, incorporated by reference to Exhibit 10.13 to the Registrant’s Annual Report on Form 10-K filed on February 28, 2017.
*10.8			Form of Annual Incentive Plan Award Agreement under the 2015 Stock Award and Incentive Plan, incorporated by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q filed on May 12, 2015.
*10.9			Form of Long-Term Incentive Plan Award Agreement under the 2015 Stock Award and Incentive Plan, incorporated by reference to Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q filed on May 12, 2015.
*10.10			Form of Equity Choice Program Award Agreement under the 2015 Stock Award and Incentive Plan, incorporated by reference to Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q filed on May 12, 2015.
*10.11			Form of Non-Employee Director Restricted Stock Units Award Agreement under the 2015 Stock Award and Incentive Plan, incorporated by reference to Exhibit 10.7 to the Registrant’s Quarterly Report on Form 10-Q filed on May 12, 2015.
*10.12			Form of Long-Term Incentive Plan Award Agreement under the 2015 Stock Award and Incentive Plan, incorporated by reference to Exhibit 10.25 to the Registrant’s Annual Report on Form 10-K filed on March 1, 2016.
*10.13			Amended and Restated Executive Severance Policy, as amended through and including November 1, 2017, incorporated by reference to Exhibit 10.17 to the Registrant’s Annual Report on Form 10-K filed on February 27, 2018 (the “Executive Severance Policy”).
*10.14			Amendment to the Executive Severance Policy dated November 3, 2020, incorporated by reference to Exhibit 10.18 to the Registrant’s Annual Report on Form 10-K filed on February 22, 2021.
*10.15			Amended and Restated Executive Severance Policy, as amended and restated on February 1, 2023 (the “Executive Severance Policy”), incorporated by reference to Exhibit 10.6 to the Registrant’s Quarterly Report on Form 10-Q filed on May 10, 2023.
*10.16			Form of Director/Officer Indemnification Agreement, incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on July 28, 2008.
*10.17			Form of Executive Death Benefit Program - Plan Agreement, incorporated by reference to Exhibit 10.27 to the Registrant’s Annual Report on Form 10-K filed on February 28, 2012.
*10.18			Deferred Compensation Plan (the “2023 Deferred Compensation Plan”), incorporated by reference to Exhibit 4.3 to the Registrant’s Registration Statement on Form S-8 filed on November 29, 2022.
10.19			Fourth Amended and Restated Credit Agreement, dated as of June 25, 2025, by and among the Registrant, as borrower, the lenders signatory thereto, and Citibank, N.A., as administrative agent.
10.20			Employee Matters Agreement, dated as of December 15, 2019, by and among the Registrant, DuPont de Nemours Inc., and Nutrition & Biosciences, Inc, incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on December 18, 2019.
10.20(i)			Amendment to the Employee Matters Agreement, dated January 22, 2021, by and among the Registrant, DuPont de Nemours, Inc. and Nutrition & Biosciences, Inc., incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on January 25, 2021.

Exhibit Number			Description
10.21			Cooperation Agreement, dated as of February 1, 2023, by and between the Registrant, and Icahn Group, incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on February 2, 2023.
10.22			Tax Matters Agreement, dated as of February 1, 2021, by and among DuPont de Nemours, Inc., Nutrition & Biosciences, Inc. and the Registrant, incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on February 4, 2021.
10.23			Intellectual Property Cross-License Agreement, dated as of February 1, 2021, by and between Nutrition & Biosciences, Inc. and DuPont de Nemours, Inc., incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on February 4, 2021.
*10.24			Letter Agreement, effective January 11, 2024, by and between the Registrant and J. Erik Fyrwald, incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on January 11, 2024.
*10.25			International Flavors & Fragrances Inc. Executive Severance Policy.
19			International Flavors & Fragrances Inc. Insider Trading Policy.
21			List of Subsidiaries of International Flavors & Fragrances Inc.
23			Consent of PricewaterhouseCoopers LLP.
31.1			Certification of J. Erik Fyrwald pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2			Certification of Michael DeVeau pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32			Certification of J. Erik Fyrwald and Michael DeVeau pursuant to 18 U.S.C. Section 1350 as adopted pursuant to the Sarbanes-Oxley Act of 2002.
97			International Flavors & Fragrances Inc. Policy for the Recovery of Erroneously Awarded Compensation
101.INS			XBRL Instance Document
101.SCH			XBRL Taxonomy Extensions Schema
101.CAL			XBRL Taxonomy Extension Calculation Linkbase
101.DEF			XBRL Taxonomy Extension Definition Linkbase
101.LAB			XBRL Taxonomy Extension Label Linkbase
101.PRE			XBRL Taxonomy Extension Presentation Linkbase

____________________

*Management contract or compensatory plan or arrangement