Dow Inc. · NYSE:DOW
Dow — Shareholder Meeting (March 2026)
15 slides from Dow's shareholder meeting presentation, Mar 18, 2026
Slide 1: Dow Inc.
Dow Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): ☒ No fee required ☐ Fee paid previously with preliminary materials ☐ Fee computed on table in exhibit required by Ite
Slide 2: DOW 2026 proxy statement stockholder engagement supplement
DOW® 2026 proxy statement stockholder engagement supplement
Slide 3: Stockholder Engagement
STOCKHOLDER ENGAGEMENT Dow engages regularly with stockholders to understand perspectives on corporate governance, executive compensation, enterprise risk oversight, and related matters that are important to long-term value creation. Management and Board engagement reached investors representing >70
Slide 4: Accountability in Action Through Corporate Governance
ACCOUNTABILITY IN ACTION THROUGH CORPORATE GOVERNANCE Independent Board with strong governance practices and leadership structure; Independent Lead Director with clear role and documented responsibilities Maintaining a qualified Board with a balance of backgrounds, relevant skills and experiences En
Slide 5: Our Leadership Team
OUR LEADERSHIP TEAM Jim Fitterling Chair & Chief Executive Officer Andre Argenton Chief Technology & Sustainability Officer Lisa Bryant Chief Human Resources Officer Brendy Lange President, Performance Materials & Coatings; Executive Oversight, Asia Pacific Karen S. Carter Chief Operating Officer De
Slide 6: Our Board of Directors
OUR BOARD OF DIRECTORS Jim Fitterling Chair and Chief Executive Officer, Dow Inc. Richard K. Davis Lead Director, Dow Inc. Former Executive Chairman and Chief Executive Officer, U.S. Bancorp Samuel R. Allen Former Chairman and Chief Executive Officer, Deere & Company Gaurdie E. Banister Jr. Former P
Slide 7: Strong Committees with Defined Risk Management Oversight
Strong Committees with Defined Risk Management Oversight Committee Best Practices All committees are comprised of independent directors Each committee operates to an annually reviewed written charter Executive sessions offered at each regular committee meeting Each committee conducts an annual evalu
Slide 8: Executive Compensation Linked to Priorities and Performance
Executive Compensation Linked to Priorities and Performance 1 Support the achievement of Dow’s vision and strategy 2 Motivate and reward executives when they deliver desired business results and stockholder value 3 Attract and retain the most talented executives to succeed in today’s competitive mar
Slide 9: Supporting Long-Term Value Creation: Amendment to 2019 Stock Incentive Plan
SUPPORTING LONG-TERM VALUE CREATION Agenda Item 4: Approval of the Amendment to the 2019 Stock Incentive Plan This amendment will increase the number of shares available for issuance under the Dow Inc. 2019 Stock Incentive Plan (the “SIP”). There are no other changes to the SIP. Pay for Performance
Slide 10: Board-Led Review of Equity Usage and Stockholder Impact
BOARD-LED REVIEW OF EQUITY USAGE AND STOCKHOLDER IMPACT Equity Usage Designed to Balance Competitiveness, Affordability and Dilution When approving the 60 million share increase, the Board considered: • Historical and projected share usage for the next three years • Stock price impact on outstanding
Slide 11: We Request Your Support at the 2026 Annual Meeting of Stockholders
WE REQUEST YOUR SUPPORT AT THE 2026 ANNUAL MEETING OF STOCKHOLDERS The Board asks that you vote 1 YEAR for Agenda Item 3 and FOR the other Agenda Items: Agenda Item 1: FOR Election of Directors Agenda Item 2: FOR Advisory Resolution to Approve Executive Compensation Agenda Item 3: 1 YEAR Advisory Re
Slide 12: Appendix
DOW® APPENDIX
Slide 13: General Comments and Safe Harbor
GENERAL COMMENTS AND SAFE HARBOR General Comments The Dow Inc. 2026 Notice of Annual Meeting of Stockholders & Proxy Statement was filed with the U.S. Securities and Exchange Commission on February 27, 2026 (the “2026 Proxy Statement”), and first distributed on such date to stockholders as of the cl
Slide 14: Non-GAAP Financial Measures & Definitions
NON-GAAP FINANCIAL MEASURES & DEFINITIONS Non-GAAP Financial Measures This presentation includes information that does not conform to GAAP and are considered non-GAAP measures. Management uses these measures internally for planning, forecasting and evaluating the performance of the Company's segment
Slide 15: Dow Seek Together
DOW® Seek Together TM