DuPont de Nemours, Inc.

Liquidity & Capital Resources

Information related to the Company's liquidity and capital resources can be found in the Company's 2025 Annual Report, Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations, Liquidity and Capital Resources. The discussion below provides the updates to this information for the nine months ended September 30, 2026.

The Company continually reviews its sources of liquidity and debt portfolio and may make adjustments to one or both to help ensure adequate liquidity and increase the Company’s optionality and financing efficiency as it relates to financing cost and balancing terms/maturities. The Company’s primary source of incremental liquidity is cash flows from operating activities. Management expects the generation of cash from operations and the ability to access the debt capital markets and other sources of liquidity will continue to provide sufficient liquidity and financial flexibility to meet the Company’s and its subsidiaries' obligations as they come due.

The Company's cash and cash equivalents at September 30, 2026 and December 31, 2025 were $1.7 billion and $0.7 billion, respectively, of which approximately $0.6 billion at September 30, 2026 and December 31, 2025 were held by subsidiaries in foreign countries, including United States territories. For each of its foreign subsidiaries, the Company makes an assertion regarding the amount of earnings intended for permanent reinvestment, with the balance available to be repatriated to the United States. Due to the Electronics Separation, the Company reevaluated its permanent reinvestment assertion and determined that certain foreign earnings would be repatriated to the United States. Refer to subsequent paragraphs for drivers of the change in cash and cash equivalents.

Total debt at September 30, 2026 and December 31, 2025 was $3,094 million and $3,194 million, respectively. The decrease was primarily due to the reduction in the commercial paper borrowing and the mark-to-market impact of the redesignated interest rate swap.

As of September 30, 2026, the Company is contractually obligated to make future cash payments of $3.2 billion and $2.0 billion associated with principal and interest, respectively, on debt obligations. Related to the principal, all payments will be due subsequent to 2026. Related to interest, $165 million will be due in the next twelve months, and the remainder will be due subsequent to September 30, 2027. The majority of interest obligations will be due in 2031 or later.

Revolving Credit Facilities

In May 2026, the Company entered into a $750 million 364-day revolving credit facility (the "2026 $750 million Revolving Credit Facility"). Prior to entering the new facility, the Company held a $1 billion 364-day revolving credit facility that expired in May 2026. There were no drawdowns of either facility during the nine month period ended September 30, 2026. The new 2026 $750 million Revolving Credit Facility will be used for general corporate purposes.

In May 2026, the Company entered into a $2 billion five-year revolving credit facility (the "2026 Five-Year Revolving Credit Facility"). Prior to entering the new facility, the Company held another $2 billion five-year revolving credit facility that was terminated when the 2026 Five-Year Revolving Credit Facility became effective. There were no drawdowns of either facility during the nine month period ended September 30, 2026. The new 2026 Five-Year Revolving Credit Facility serves as a backstop to the Company's commercial paper and letter of credit issuance.

New Jersey Settlement Agreement

In August 2025, DuPont together with Chemours and Corteva agreed to a proposed Judicial Consent Order with the State of New Jersey (the "NJ Settlement") to resolve all outstanding claims by the State of New Jersey pending against the companies related to legacy use of a wide variety of substances of concern. The NJ Settlement was subject to the entry of a Judicial Consent Order ("JCO") by the Court which entered its final order on August 7, 2026. It is payable over 25 years. DuPont's first annual payment of $71 million was paid on September 8, 2026.

The NJ Settlement also requires the Company and Corteva to provide $475 million of additional financial assurance for remaining remediation obligations, with the Company responsible for 71 percent and Corteva responsible for 29 percent of such financial assurance. The surety bond supporting the financial assurance was put in place in October 2026.

Upon the NJ Settlement being approved by the Court, DuPont and Corteva purchased Chemours’ interest in future, if any, insurance proceeds related to claims submitted in connection with the AFFF MDL Water District Settlement ("Insurance Proceeds MOU"). DuPont and Corteva purchased the rights by contributing a total of $150 million ($106.5 million from DuPont, $43.5 million from Corteva in accordance with the sharing percentages in the Letter Agreement) into an escrow fund to be applied to Chemours’ share of the NJ Settlement. At September 30, 2026, DuPont recorded a receivable of $86 million related to insurance proceeds, which were subsequently received in October 2026, in "Accounts and notes receivable - net" in the interim Condensed Consolidated Balance Sheets. See Note 13 to the interim Consolidated Financial Statements for more information.

Pursuant to the Legacy Liabilities Assignment Agreement, 44 percent of any funding obligations related to the NJ Settlement will be contractually allocated to Qnity (and for which Qnity will indemnify the Company). DuPont will indemnify Qnity for its portion of the insurance proceeds received under the Insurance Proceeds MOU. At September 30, 2026, DuPont recorded an indemnification payable of $20 million related to the aforementioned insurance proceeds recognized in September 2026. See Note 3 to the interim Consolidated Financial Statements for more information.

North Carolina Settlement Agreement

The Company, together with Chemours and Corteva/EIDP, is a defendant in litigation brought by the Attorney General of the State of North Carolina and certain municipalities in the vicinity of the Fayetteville Works site. These actions generally claim damages arising from alleged PFAS-related emissions and seek various forms of monetary, equitable, and other relief (the "NC Settlement"). On September 9, 2026, the Company, Chemours and Corteva/EIDP entered into a settlement agreement with the State of North Carolina and certain North Carolina municipalities and other local government entities to resolve these and certain other specified claims. It is payable over 15 years. The initial settlement payment of $103 million ($36 million from DuPont) was made on October 9, 2026.

The settlement also required the Company and Corteva to provide $135 million of financial assurance for Chemours' remaining obligations under the 2019 North Carolina Consent Order, with the Company responsible for 71 percent and Corteva responsible for 29 percent of such financial assurance. The Company expects the bond supporting the reserve fund to be in place by November 2026.

Pursuant to the Legacy Liabilities Assignment Agreement, 44 percent of the funding obligations related to these matters will be contractually allocated to Qnity (and for which Qnity will indemnify the Company). See Note 3 to the interim Consolidated Financial Statements for more information.

Cash Activity Related to the New Jersey and North Carolina Settlements

The following tables reflect cash activity related to the NJ Settlement, NC Settlement, Insurance Proceeds MOU and other insurance recoveries discussed in Note 13 to the interim Consolidated Financial Statements:

1. NJ Settlement to be paid through the year 2050 and NC Settlement to be paid through the year 2040. Refer to Note 13 for further details.

1. NJ Settlement to be paid through the year 2050 and NC Settlement to be paid through the year 2040. Refer to Note 13 for further details.

2. Calculated based on DuPont's after-tax liability.

Credit Ratings

The Company's credit ratings impact its access to the debt capital markets and cost of capital. The Company remains committed to maintaining a strong financial position with a balanced financial policy focused on maintaining a strong investment-grade rating and driving shareholder value. At October 31, 2026, DuPont's credit ratings were as follows:

The Company's indenture covenants include customary limitations on liens, sale and leaseback transactions, and mergers and consolidations, subject to certain limitations. The 2026 Five-Year Revolving Credit Facility and the 2026 $750 million Revolving Credit Facility each contain a financial covenant, typical for companies with similar credit ratings, requiring that the ratio of Total Indebtedness to Total Capitalization for the Company and its consolidated subsidiaries not exceed 0.60. At September 30, 2026, the Company was in compliance with this financial covenant.

Summary of Cash Flows

The Company’s cash flows from operating, investing and financing activities from continuing operations and cash used in discontinued operations, as reflected in the interim Consolidated Statements of Cash Flows, are summarized in the following table.

Cash provided by operating activities - continuing operations

In the first nine months of 2026, cash provided by operating activities of continuing operations was $1,042 million, compared with $473 million in the same period last year. The increase in cash provided by operating activities of continuing operations is primarily due to higher earnings and improvements in net working capital.

The table below reflects net working capital on a continuing operations basis:

Cash provided by (used for) investing activities - continuing operations

In the first nine months of 2026, cash provided by investing activities of continuing operations was $920 million, compared with cash used for investing activities of $303 million in the first nine months of 2025. The increase in cash provided by investing activities is primarily driven by the proceeds from the Aramids Divestiture.

Cash used for financing activities - continuing operations

In the first nine months of 2026, cash used for financing activities of continuing operations was $842 million compared with cash used of $538 million in the same period last year. The increase in cash used for financing activities of continuing operations is primarily attributable to an increase in share buyback activities and cash used to repay commercial paper borrowings, partially offset by lower dividends paid to stockholders and proceeds from the issuance of common stock in 2026.

Cash (used in) provided by discontinued operations

In the first nine months of 2026 cash used in discontinued operations was $219 million compared with cash provided by discontinued operations of $2,279 million in the same period last year. The activity for the nine months ended September 30, 2026 presents the cash flows of the Aramids Business as discontinued operations. The activity for the nine months ended September 30, 2025 presents the cash flows of the Aramids Business and the Electronics Business as discontinued operations. Cash used from discontinued operations reflects MOU activity, including the Insurance Proceeds MOU buyout and indemnification activity, refer to Note 3 to the interim Consolidated Financial Statements for additional information.

Dividends

On February 19, 2026, the Board of Directors declared a first quarter 2026 dividend of $0.60 per share, retrospectively adjusted for the Reverse Stock Split, which was paid on March 16, 2026 to shareholders of record on March 2, 2026.

On April 15, 2026, the Board of Directors declared a second quarter 2026 dividend of $0.60 per share, retrospectively adjusted for the Reverse Stock Split, which was paid on May 29, 2026, to shareholders of record on May 15, 2026.

On June 24, 2026, the Company announced that its Board declared a third quarter 2026 dividend of $0.60 per share payable on September 15, 2026, to shareholders of record on August 31, 2026.

On October 13, 2026, the Company announced that its Board declared a fourth quarter 2026 dividend of $0.60 per share payable on December 15, 2026, to shareholders of record on November 30, 2026.

The Company expects to continue to pay quarterly dividends, although each dividend is subject to the approval of the Company’s Board of Directors.

Share Buyback Programs

In the fourth quarter of 2025, the Company’s Board of Directors approved the $2B Authorization. Under the $2B Authorization, repurchases may be made from time to time on the open market at prevailing market prices or in privately negotiated transactions off market, including accelerated share repurchase ("ASR") transactions. The $2B Authorization will terminate once the authorized amount of shares have been repurchased and retired or when terminated by the Board of Directors. In the fourth quarter of 2025, DuPont entered into an ASR agreement with one counterparty for repurchase of about $500 million of common stock ("Q4 2025 ASR Transaction"). DuPont paid an aggregate of $500 million to the counterparty, whereby the counterparty is required to deliver a variable number of shares to the Company. DuPont received initial deliveries of 3.4 million shares of DuPont common stock, which were retired immediately and recorded as an increase to accumulated deficit of $400 million.

In January 2026, the Q4 2025 ASR Transaction was completed. The settlement resulted in the delivery of approximately 700,000 shares of additional DuPont common stock, which were retired immediately and recorded as an increase to accumulated deficit of approximately $90 million. In total, the Company repurchased 4.1 million shares at an average price of $122.66 per share under the Q4 2025 ASR Transaction.

On May 5, 2026, the Company launched an accelerated share repurchase transaction under the $2B Authorization to repurchase $275 million, in aggregate, of common stock ("Q2 2026 ASR Transaction"). In the same month, the Q2 2026 ASR Transaction was completed. The Q2 2026 ASR transaction resulted in the delivery of approximately 1.8 million shares of additional DuPont common stock at a price per share of $148.91, which were retired immediately and recorded as an increase to accumulated deficit of approximately $270 million.

On August 4, 2026, the Company launched an accelerated share repurchase transaction under the $2B Authorization to repurchase $250 million, in aggregate, of common stock ("Q3 2026 ASR Transaction"). In the same month, the Q3 2026 ASR Transaction was completed. The Q3 2026 ASR transaction resulted in the delivery of approximately 1.8 million shares of additional DuPont common stock at a price per share of $139.17, which were retired immediately and recorded as an increase to accumulated deficit of approximately $252 million.

In September 2026, DuPont entered into a $100 million open market repurchase agreement ("Q3 2026 OMR") under the $2B Authorization and repurchased approximately 700,000 shares of DuPont common stock, at an average price of $128.80 per share, which were retired immediately and recorded as an increase of $86 million to "Accumulated Deficit" in the Consolidated Statements of Equity.

Subsequent to the quarter-end, in October 2026, the Q3 2026 OMR was completed. The settlement resulted in delivery of approximately 100,000 additional DuPont common Stock for $14 million at an average price of $129.45 per share, which were retired immediately. In total, the Company repurchased approximately 800,000 shares at an average price of $128.89 per share under the Q3 2026 OMR.

On November 3, 2026, the Company announced that it expects to repurchase $250 million, in aggregate, of common stock under the $2B Authorization during the fourth quarter of 2026.

Pension and Other Post-Employment Plans

DuPont expects to make additional contributions in the aggregate of approximately $20 million by year-end 2026 to pension and other post-employment benefit plans. Any such contribution could be funded by existing cash balances and/or cash from other available sources of liquidity.

Restructuring and Other Cost Savings

In February 2026, the Company committed to a plan aimed at reducing costs, streamlining operations, and aligning its organizational and cost structure with its strategic priorities (the "2026 DuPont Restructuring Program"). Anticipated pre-tax restructuring charges and asset related charges and other cost savings of approximately $100 million to $150 million, starting in the first quarter of 2026 and continuing through 2028, are expected under the program. The Company recorded pre-tax restructuring charges of $60 million inception-to-date, consisting of severance and related benefit costs of $59 million and $1 million of asset related charges. Total current liabilities related to the Company's plan to reduce costs, streamline operations, and align its organizational and cost structure with its strategic priorities were $50 million at September 30, 2026 recognized in "Accrued and other current liabilities" in the interim Condensed Consolidated Balance Sheets. The Company expects the program to be substantially complete by the end of 2028.

In March 2025, the Company approved targeted restructuring actions to streamline, right-size and optimize specific organizational structures in preparation for the Electronics Separation and the future structure of DuPont (the "Transformational Separation-Related Restructuring Program"). The Company recorded pre-tax restructuring charges of $59 million inception-to-date, consisting of severance and related benefit costs of $48 million, $6 million of asset related charges and $5 million of accelerated restricted stock compensation expense. Total liabilities related to the Transformational Separation-Related Restructuring Program were $10 million at September 30, 2026 recognized in "Accrued and other current liabilities" in the interim Condensed Consolidated Balance Sheets. The Company expects the program to be substantially complete in 2026.

See Note 5 to the interim Consolidated Financial Statements for more information on the Company's restructuring programs.