DuPont De Nemours (DD) Proxy filing summary

Executive summary

• The annual meeting is scheduled for May 21, 2026, with voting on four key agenda items: election of 11 directors, advisory approval of executive compensation, ratification of PricewaterhouseCoopers LLP as auditor, and approval of a reverse stock split and reduction in authorized shares.

• The company completed significant portfolio changes, including the Electronics Separation, Aramids Divestiture, and realignment into Healthcare & Water Technologies and Diversified Industrials segments.

• 2025 financial highlights include $6.8B in net sales, $98M GAAP income from continuing operations, $1.63B operating EBITDA, and $1.68 adjusted EPS.

Voting matters and shareholder proposals

• Shareholders will vote on the election of 11 director nominees, advisory approval of executive compensation, ratification of the independent auditor, and an amendment to effect a reverse stock split and reduce authorized shares.

• The board recommends voting FOR all proposals.

• Proxy access is available for eligible shareholders to nominate directors.

Board of directors and corporate governance

• 9 of 11 director nominees are independent; all board committees are composed of independent directors.

• Annual board and committee self-evaluations are conducted, and directors are elected by majority vote.

• The board has a Lead Director when the Chair is not independent.

• The board dissolved the Environmental, Health, Safety & Sustainability Committee in 2025, reallocating responsibilities to other committees.

• Directors are subject to stock ownership requirements and a retirement policy at age 75 unless extended.