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8-K

DuPont de Nemours, Inc. (DD)

8-K 2025-05-28 For: 2025-05-22
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Added on April 10, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 28, 2025 (May 22, 2025)

DuPont de Nemours, Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-38196 81-1224539
(State or other jurisdiction of<br>incorporation) (Commission file number) (IRS Employer Identification No.)
974 Centre Road, Building 730 Wilmington, Delaware 19805
--- --- --- --- ---
(Address of Principal Executive Offices) (Zip Code)

(302) 295-5783

(Registrant’s Telephone Number, Including Area Code)

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.01 per share DD New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Section 5 - Corporate Governance and Management

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 22, 2025, DuPont de Nemours, Inc. (the “Company”) held its Annual Meeting of Stockholders. As of the close of business on March 31, 2025, the record date for the Annual Meeting, (the "Record Date"), 418,498,498 shares of the Company’s common stock, par value $0.01 per share, were outstanding and entitled to vote. A total of 339,910,658 shares of common stock were voted in person or by proxy, representing 81.22 percent of the shares entitled to be voted. The following are the final voting results on the matters considered and voted upon at the Annual Meeting, all of which are described in the Company’s 2025 Proxy Statement.

Agenda Item 1-Election of Directors. The Company’s stockholders elected the following 13 nominees to serve on the Board of Directors of the Company until the next annual meeting of stockholders or until their successors have been duly elected and qualified.

Director For Against Abstain Broker Non-Votes
Amy G. Brady 279,921,589 1,905,670 545,481 57,537,918
Edward D. Breen 275,968,608 5,853,928 550,204 57,537,918
Ruby R. Chandy 279,651,269 2,177,331 544,140 57,537,918
Terrence R. Curtin 278,625,970 3,132,098 614,672 57,537,918
Alexander M. Cutler 268,630,468 13,170,217 572,055 57,537,918
Eleuthère I. du Pont 278,656,246 3,184,625 531,869 57,537,918
Kristina M. Johnson 278,771,164 3,047,958 553,618 57,537,918
Luther C. Kissam, IV 278,596,924 3,201,664 574,152 57,537,918
Lori D. Koch 279,787,335 2,031,859 551,139 57,537,918
James A. Lico 279,767,639 2,019,558 585,543 57,537,918
Frederick M. Lowery 273,000,212 8,800,362 572,166 57,537,918
Kurt B. McMaken 277,579,563 4,205,106 588,071 57,537,918
Steven M. Sterin 279,804,322 1,943,153 625,265 57,537,918

Agenda Item 2-Advisory Resolution to Approve Executive Compensation. The Company’s stockholders approved, by advisory vote, the compensation of its named executive officers.

For Against Abstain Broker Non-Votes
257,257,815 22,559,036 2,555,889 57,537,918

Agenda Item 3-Ratification of the Appointment of the Independent Registered Public Accounting Firm. The Company’s stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2025.

For Against Abstain Broker Non-Votes
336,941,794 2,243,977 724,887

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits.

104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

DUPONT DE NEMOURS, INC.
Registrant
Date: May 28, 2025 By: /s/ Michael G. Goss
Name: Michael G. Goss
Title: Vice President and Controller