DOWDow Inc.

Materials · Plastics & Resins · NYSE

Dow Inc. was incorporated on August 30, 2018, under Delaware law, to serve as a holding company for The Dow Chemical Company and its consolidated subsidiaries ("TDCC" and together with Dow Inc., "Dow" or the "Company"). 10-K, Item 1

Employees: 34,600
Headquarters: Midland, MI
CEO: Karen S. Carter
Next results: around Jan 28, 2027

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What the 10-K filed 2026-02-03 says about risks that are not on the face of the balance sheet, from the notes to the financial statements, Legal Proceedings and the MD&A (and, for big customers and key suppliers, Business and Risk Factors). Tickdelta picks sentences with specifics (amounts, accruals, covenant ratios) and quotes them as filed. New marks a sentence with nothing like it in the 10-K filed 2025-02-04.

Big customers

Customers the company names as a large share of revenue or receivables (it must name any worth 10% of revenue).

No specific sentence about this in the 10-K.

Key suppliers

1 new

Parts or manufacturing that depend on one or a few suppliers.

New “Also, if the Company’s key suppliers of feedstock and energy, which may include limited or single source suppliers, are unable to provide the raw materials or energy required for production, it could have a negative impact on the Company’s results of operations.”
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Lawsuits and legal claims

3 new

Pending cases, settlements and what the company has set aside for them.

New “On June 10, 2025, The Court of King's Bench of Alberta, Canada signed a judgment ordering Nova Chemicals Corporation to pay the Company an additional amount of $1.62 billion Canadian dollars (equivalent to approximately $1.2 billion U.S. dollars) for damages the Company incurred through June 2018, which had not been previously quantified.”
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“For these reasons and based upon Union Carbide’s litigation and settlement experience, Union Carbide does not consider the damages alleged against Union Carbide and Amchem to be a meaningful factor in its determination of any potential asbestos-related liability.”
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“On September 18, 2019, the Court of King's Bench of Alberta, Canada ("Court"), signed a judgment ordering Nova Chemicals Corporation ("Nova") to pay the Company $1.43 billion Canadian dollars (equivalent to approximately $1.08 billion U.S. dollars) by October 11, 2019, for damages the Company incurred through 2012 related to the companies’ jointly-owned ethylene asset in Joffre, Alberta, Canada, which has been received by the Company.”
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New “Following an appeal, on June 10, 2025, the Court signed a separate judgment ordering Nova to pay an additional amount of $1.62 billion Canadian dollars (equivalent to approximately $1.2 billion U.S. dollars) for damages incurred through June 2018, which had not been previously quantified.”
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New “On August 11, 2025, the Court also awarded fees of approximately $100 million U.S. dollars, bringing Nova’s current payment obligation to approximately $1.3 billion U.S. dollars.”
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Guarantees and indemnities

Promises to pay someone else's debts or losses if they cannot.

“In addition, the Revolving Credit Agreement includes an event of default which would be triggered in the event Dow Inc. incurs or guarantees third party indebtedness for borrowed money in excess of $250 million or engages in any material activity or directly owns any material assets, in each case, subject to certain conditions and exceptions.”
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“(b)a default if TDCC or an applicable subsidiary fails to make any payment, including principal, premium or interest, under the applicable agreement on other indebtedness of, or guaranteed by, TDCC or such applicable subsidiary in an aggregate amount of $100 million or more when due, or any other default or other event under the applicable agreement with respect to such indebtedness occurs which permits or results in the acceleration of $400 million or more in the aggregate of principal, and”
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“The Company’s maximum guaranteed liability for the accounts receivable facilities is zero at December 31, 2025 ($239 million at December 31, 2024).”
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“As part of the debt re-profiling, Sadara established a $500 million revolving credit facility guaranteed by Dow to fund Dow’s pro-rata share of any potential shortfall.”
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“8.Estimated liability for TDCC's guarantee of Sadara's debt, of which $132 million is included in "Other noncurrent obligations" and $80 million is included in "Accrued and other current liabilities" in the consolidated balance sheets.”
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Debt covenants

Conditions in loan agreements that, if broken, can make debt due early.

“TDCC’s public debt instruments and primary, private credit agreements contain, among other provisions, certain customary restrictive covenant and default provisions.”
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“TDCC’s most significant debt covenant with regard to its financial position is the obligation to maintain the ratio of its consolidated indebtedness to consolidated capitalization at no greater than 0.70 to 1.00 at any time the aggregate outstanding amount of loans under the Five Year Competitive Advance and Revolving Credit Facility Agreement ("Revolving Credit Agreement") equals or exceeds $500 million.”
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“Management believes TDCC was in compliance with all of its covenants and default provisions at December 31, 2025.”
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“For information on TDCC's debt covenants and default provisions, see Note 14.”
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“Failure of TDCC to comply with any of the covenants or default provisions could result in a default under the applicable credit agreement which would allow the lenders to not fund future loan requests and to accelerate the due date of the outstanding principal and accrued interest on any outstanding indebtedness.”
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Commitments off the balance sheet

3 new

Contracts the company must pay for later: purchase obligations, take-or-pay deals.

“4.Includes a $1.3 billion purchase commitment for the use of a water supply reservoir asset expected to commence in 2028, as discussed in Note 15 to the Consolidated Financial Statements, and outstanding purchase orders and other commitments greater than $1 million obtained through a survey conducted within the Company.”
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New “Long-Term Debt (variable interest entities restricted - 2025: $190; 2024: $—) 17,849 15,711”
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New “Total other noncurrent liabilities (variable interest entities restricted - 2025: $364; 2024: $13) 13,984 13,462”
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New “Total other noncurrent liabilities (variable interest entities restricted - 2025: $364; 2024: $13) 13,846 13,328”
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“Additionally, the Company repaid $250 million of long-term debt at maturity and approximately $3 million of long-term debt was repaid by consolidated variable interest entities.”
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Sentences are chosen by their words, not read by AI, so some can be off topic. Always check the filing. Open the 10-K ↗

Work on DOW in a spreadsheet: Excel workbook (a sheet per section, ten years by column, charts, links to the filings) · CSV. For a Google Sheet that stays up to date, paste =IMPORTDATA("https://tickdelta.com/company/DOW/export.csv") into a cell.