SEC Form 4 · accession 0001751788-26-000141
DOW INC. · DOW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Karen S Carter
Officer — Chief Executive Officer · Director
Period of report
Jul 1, 2026
Accepted (ET)
Jul 6, 2026 · 4:17 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001751788
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 1, 2026 | A | 24,150 | $0.00 | A | 174,481 | D | |
| Common Stock | holding | — | — | — | 1,375 | I | By 401(k) Plan | |
| Common Stock | holding | — | — | — | 322 | I | By 401(k) Plan ESOP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (Right to Buy)F3 | $27.02 | Jul 1, 2026 | A | 126,640 | A | — | Feb 12, 2036 | Common Stock | 126,640 | 126,640 | D |
| Phantom Stock UnitsF4,F5 | — | holding | — | — | — | — | — | Common Stock | 14,184 | 14,184 | D |
Explanation of responses
- F1Restricted stock units to be delivered in one installment on or about February 12, 2029, subject to continued employment.
- F2Total includes previously reported restricted stock units.
- F3This option will vest in three equal annual installments beginning on February 12, 2027. Option shares will be used to satisfy withholding taxes.
- F4There is generally no conversion price for these phantom stock units. Each phantom stock unit is the equivalent of one share of common stock of the Issuer.
- F5Phantom stock units accrue under a compensation deferral election. Phantom stock units are payable in cash in lump sum or installments at the election of the Reporting Person, and do not carry an exercisable date or expiration date.