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DuPont de Nemours, Inc.

For the period ended Sep 30, 2025. Filed Nov 6, 2025.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 6, 2025

DD$155.14+5.9%Stored close · as of Nov 9, 2026

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Divestitures

NOTE 4 -DIVESTITURES

On August 29, 2025, DuPont announced a definitive agreement to sell the Aramids business (Kevlar® and Nomex®), (the "Aramids Business") to TJC LP, (“TJC”), in a transaction for gross consideration of $1.8 billion (the “Aramids Divestiture”). In accordance with the transaction agreement, at the closing of the Aramids Divestiture, DuPont will receive cash proceeds of approximately $1.2 billion, subject to customary transaction adjustments, an interest bearing note receivable of $300 million, and a non-controlling common equity interest valued at $325 million, which is expected to represent an approximate 17.5 percent stake at the time of the closing in the future Arclin holding company that will hold the Arclin global materials business and the Aramids Business (the "Equity Consideration"). The transaction is expected to close in the first quarter of 2026, subject to customary closing conditions and receipt of regulatory approvals.

The Company has determined that the Aramids Divestiture meets the criteria to be classified as held for sale and that the sale represents a strategic shift that will have a major effect on the Company’s operations and results.

The results of operations of the Aramids Divestiture are presented as discontinued operations as summarized below:

Three Months Ended September 30,Nine Months Ended September 30,
In millions2025202420252024
Net sales$343$330$1,018$1,031
Cost of sales276259812805
Research and development expenses782223
Selling, general and administrative expenses14184954
Amortization of intangibles11174353
Restructuring and asset related charges - net52—5412
Goodwill impairment charges——768—
Acquisition, integration and separation costs14—49—
Equity in earnings of nonconsolidated affiliates972222
Sundry income (expense) - net1133
Loss from classification to held for sale(437)—(437)—
(Loss) income from discontinued operations before income taxes(458)36(1,191)109
(Benefit from) provision for income taxes on discontinued operations(86)7(72)22
(Loss) income from discontinued operations, net of tax(372)29(1,119)87
Net loss from discontinued operations attributable to noncontrolling interests——(1)(1)
(Loss) income from discontinued operations attributable to DuPont stockholders, net of tax$(372)$29$(1,118)$88

During the third quarter of 2025, in connection with the announcement of the Aramids Divestiture and due to the changes in facts and circumstances relevant to potential impairment triggers, the Company performed an impairment analysis on the Aramids reporting unit's equity method investments. As a result of the analysis performed, the Company recorded pre-tax, non-cash impairment charges of $51 million to write-down the value of certain equity method investments. The charge was recognized in “Restructuring and asset related charges-net” in the summarized results of discontinued operations for the three and nine months ended September 30, 2025.

Assets and liabilities classified as held for sale are required to be recorded at the lower of carrying value or fair value less costs to sell. Included within the fair value estimate calculation was the $300 million note receivable at a fair value of $183 million and the $325 million Equity Consideration. The fair value of the note receivable was determined using a market approach primarily based on current market interest rates for similar credit facilities and the duration of the note. The Equity Consideration fair value was determined using a contractually agreed-upon value per the transaction agreement. In the quarter ended September 30, 2025, the Company determined that the estimated fair value of the Aramids Business, less costs to sell, was lower than its carrying value and recorded a $437 million loss from classification to held for sale and a corresponding valuation allowance. The valuation allowance was subsequently reduced by the corresponding costs to sell incurred after the signing of the definitive agreement for the Aramids Divestiture. At September 30, 2025, the valuation allowance of $421 million was recorded against the assets held for sale within "Assets of discontinued operations" in the interim Condensed Consolidated Balance Sheets. The Company will revise the estimated fair value, less costs to sell, of the Aramids Business between signing and the expected closing in 2026 to account for factors such as final selling costs, market changes affecting the seller note, currency fluctuations, and the finalization of the allocation of sales proceeds for tax purposes among others and any updates will impact the valuation allowance.

The following table summarizes the major classes of assets and liabilities of the Aramids Divestiture classified as held for sale presented as discontinued operations at September 30, 2025 and December 31, 2024:

In millionsSeptember 30, 2025December 31, 2024
Assets
Cash and cash equivalents$4$7
Accounts and notes receivable - net243188
Inventories445401
Prepaid and other current assets1518
Property, plant and equipment - net749754
Goodwill—754
Other intangible assets495537
Investments and noncurrent receivables202269
Deferred income tax assets321
Deferred charges and other assets4974
Valuation allowance to adjust assets to estimated fair value less costs to sell(421)—
Total assets of discontinued operations$1,813$3,003
Liabilities
Accounts payable$144$143
Income taxes payable33
Accrued and other current liabilities5143
Deferred income tax liabilities2653
Pension and other post employment benefits - noncurrent16
Other noncurrent liabilities2627
Total liabilities of discontinued operations$251$275

M&M Divestitures

On November 1, 2022, DuPont completed the previously announced divestiture of the majority of its historic Mobility & Materials segment, including the Engineering Polymers business line and select product lines within the Advanced Solutions and Performance Resins business lines (the “M&M Divestiture”). On November 1, 2023, the Company closed the sale of the Delrin® business, (the “Delrin® Divestiture”). The Delrin® Divestiture and together with the M&M Divestiture, (collectively the "M&M Divestitures”) represented a strategic shift that had a major impact on DuPont's operations and results.

Other Discontinued Operations Activity

The Company recorded a loss from discontinued operations, net of tax, of $415 million and income of $12 million for the three months ended September 30, 2025 and 2024, respectively, and a loss of $1,365 million and income of $93 million for the nine months ended September 30, 2025 and 2024, respectively.

Discontinued operations activity consists of the following:

(Loss) Income from Discontinued Operations, Net of TaxThree Months Ended September 30,Nine Months Ended September 30,
In millions2025202420252024
Aramids Divestiture 1$(372)$29$(1,118)$88
M&M Divestitures 2(1)(9)(1)(19)
MOU activity, net 3(19)(9)(198)(26)
Indemnification activity - environmental and legal 4(12)(1)(33)(6)
Tax related matters 5(10)1(8)57
Other(1)1(7)(1)
(Loss) income from discontinued operations, net of tax 6$(415)$12$(1,365)$93
  1. The three and nine months ended September 30, 2025 reflects the loss from classification to held for sale of $437 million.

  2. Primarily includes Acquisition, integration and separation costs.

  3. Includes the activity for the binding Memorandum of Understanding (“MOU”) between Chemours, Corteva Inc ("Corteva"), E. I. du Pont de Nemours and Company ("EIDP") and the Company. The nine months ended September 30, 2025, includes a charge related to the State of New Jersey legal matters discussed further in Note 14.

  4. Primarily related to the DowDuPont ("DWDP") Separation and Distribution Agreement and the Letter Agreement between Corteva and EIDP. For additional information on these matters, refer to Note 14.

  5. The three and nine months ended September 30, 2024 includes tax indemnification activity associated with divested businesses.

  6. The three and nine months ended September 30, 2025 amounts are presented net of tax benefit of $91 million and $114 million, respectively. The three and nine months ended September 30, 2024, amounts are presented net of tax provision of $3 million and $2 million, respectively.

Acquisition, Integration and Separation Costs

"Acquisition, integration and separation costs" within the interim Consolidated Statements of Operations primarily consist of financial advisory, information technology, legal, accounting, consulting, other professional advisory fees and other contractual transaction payments. The Company recorded $139 million and $43 million in costs for the three months ended September 30, 2025 and 2024, respectively, and $383 million and $51 million for the nine months ended September 30, 2025 and 2024, respectively. For the three and nine months ended September 30, 2025 and 2024, these costs were primarily associated with the Electronics Separation.

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