UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2023

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 001-38196

DUPONT DE NEMOURS, INC.

(Exact name of registrant as specified in its charter)

Delaware	81-1224539
State or other jurisdiction of incorporation or organization	(I.R.S. Employer Identification No.)

974 Centre Road	Building 730	Wilmington	Delaware	19805
(Address of Principal Executive Offices)				(Zip Code)

(302) 774-3034

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

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 (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

                                                ☑ Yes ¨ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

                                 ☑ Yes ¨ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer	☑	Accelerated filer	¨
Non-accelerated filer	¨	Smaller reporting company	☐
		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. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). ☐ Yes ☑ No

The registrant had 459,016,772 shares of common stock, $0.01 par value, outstanding at May 1, 2023.

DuPont de Nemours, Inc.

QUARTERLY REPORT ON FORM 10-Q

For the quarterly period ended March 31, 2023

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION		PAGE
Item 1.	Consolidated Financial Statements (Unaudited)
	Consolidated Statements of Operations	5
	Consolidated Statements of Comprehensive Income	6
	Condensed Consolidated Balance Sheets	7
	Consolidated Statements of Cash Flows	8
	Consolidated Statements of Equity	9
	Notes to the Consolidated Financial Statements (Unaudited)	10
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	33
	Overview	33
	Results of Operations	34
	Segment Results	36
	Changes in Financial Condition	39
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	42
Item 4.	Controls and Procedures	42
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	43
Item 1A.	Risk Factors	43
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	43
Item 4.	Mine Safety Disclosures	43
Item 5.	Other Information	43
Item 6.	Exhibits	44
SIGNATURES		45

3

DuPont de Nemours, Inc.

DuPontTM and all products, unless otherwise noted, denoted with TM, SM or ® are trademarks, service marks or registered trademarks of affiliates of DuPont de Nemours, Inc.

FORWARD-LOOKING STATEMENTS

This communication contains "forward-looking statements" within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as "expect," "anticipate," "intend," "plan," "believe," "seek," "see," "will," "would," "target," and similar expressions and variations or negatives of these words. Capitalized terms used in this section but not defined below have the meanings assigned in the Notes to the Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

Forward-looking statements address matters that are, to varying degrees, uncertain and subject to risks, uncertainties, and assumptions, many of which that are beyond DuPont's control, that could cause actual results to differ materially from those expressed in any forward-looking statements. Forward-looking statements are not guarantees of future results. Some of the important factors that could cause DuPont's actual results to differ materially from those projected in any such forward-looking statements include, but are not limited to: (i) the possibility that the Company may fail to realize the anticipated benefits of the $5 billion share repurchase program announced on November 8, 2022 and that the program may be suspended, discontinued or not completed prior to its termination on June 30, 2024; (ii) ability to achieve anticipated tax treatments in connection with mergers, acquisitions, divestitures, and other portfolio changes and the impact of changes in relevant tax and other laws; (iii) indemnification of certain legacy liabilities; (iv) risks and costs related to each of the parties respective performance under and the impact of the arrangement to share future eligible PFAS costs by and between DuPont, Corteva and Chemours; (v) failure to timely close on anticipated terms (or at all), realize expected benefits and effectively manage and achieve anticipated synergies and operational efficiencies in connection with mergers, acquisitions, divestitures and other portfolio changes, including the acquisition of Spectrum; (vi) risks and uncertainties, including increased costs and the ability to obtain raw materials, related to operational and supply chain impacts or disruptions, which may result from, among other events, pandemics and responsive actions, timing and recovery from demand decline in consumer-facing markets, including in China, and geo-political and weather related events; (vii) ability to offset increases in cost of inputs, including raw materials, energy and logistics; (viii) risks from continuing or expanding trade disputes or restrictions, including on exports to China of U.S.-regulated products and technology impacting the semiconductor business; (ix) risks, including ability to achieve, and costs associated with DuPont’s sustainability strategy including the actual conduct of the company’s activities and results thereof, and the development, implementation, achievement or continuation of any goal, program, policy or initiative discussed or expected; and (x) other risks to DuPont's business, operations; each as further discussed in DuPont’s most recent annual report and subsequent current and periodic reports filed with the U.S. Securities and Exchange Commission. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business or supply chain disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on DuPont’s consolidated financial condition, results of operations, credit rating or liquidity. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. DuPont assumes no obligation to publicly provide revisions or updates to any forward-looking statements whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

4

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

DuPont de Nemours, Inc.

Consolidated Statements of Operations

	Three Months Ended March 31,
In millions, except per share amounts (Unaudited)	2023		2022
Net sales	$	3,018	$	3,274
Cost of sales	1,983		2,110
Research and development expenses	127		143
Selling, general and administrative expenses	340		389
Amortization of intangibles	147		153
Restructuring and asset related charges - net	14		101
Acquisition, integration and separation costs	—		8
Equity in earnings of nonconsolidated affiliates	15		26
Sundry income (expense) - net	29		3
Interest expense	95		120
Income from continuing operations before income taxes	356		279
Provision for income taxes on continuing operations	83		47
Income from continuing operations, net of tax	273		232
(Loss) income from discontinued operations, net of tax	(8)		276
Net income	265		508
Net income attributable to noncontrolling interests	8		20
Net income available for DuPont common stockholders	$	257	$	488
Per common share data:
Earnings per common share from continuing operations - basic	$	0.58	$	0.42
(Loss) earnings per common share from discontinued operations - basic	(0.02)		0.54
Earnings per common share - basic	$	0.56	$	0.95
Earnings per common share from continuing operations - diluted	$	0.58	$	0.42
(Loss) earnings per common share from discontinued operations - diluted	(0.02)		0.53
Earnings per common share - diluted	$	0.56	$	0.95
Weighted-average common shares outstanding - basic	458.8		512.0
Weighted-average common shares outstanding - diluted	460.2		513.8

See Notes to the Consolidated Financial Statements.

5

DuPont de Nemours, Inc.

Consolidated Statements of Comprehensive Income

	Three Months Ended March 31,
In millions (Unaudited)	2023		2022
Net income	$	265	$	508
Other comprehensive income (loss), net of tax
Cumulative translation adjustments	82		(272)
Pension and other post-employment benefit plans	(4)		(7)
Derivative instruments	(3)		11
Total other comprehensive income (loss)	75		(268)
Comprehensive income	340		240
Comprehensive income attributable to noncontrolling interests, net of tax	9		13
Comprehensive income attributable to DuPont	$	331	$	227

See Notes to the Consolidated Financial Statements.

6

DuPont de Nemours, Inc.

Condensed Consolidated Balance Sheets

In millions, except share amounts (Unaudited)	March 31, 2023		December 31, 2022
Assets
Current Assets
Cash and cash equivalents	$	3,525	$	3,662
Marketable securities	1,319		1,302
Accounts and notes receivable - net	2,438		2,518
Inventories	2,443		2,329
Prepaid and other current assets	157		168
Assets of discontinued operations	1,318		1,291
Total current assets	11,200		11,270
Property, plant and equipment - net of accumulated depreciation (March 31, 2023 - $4,574; December 31, 2022 - $4,448)	5,738		5,731
Other Assets
Goodwill	16,703		16,663
Other intangible assets	5,366		5,495
Restricted cash and cash equivalents	104		103
Investments and noncurrent receivables	744		733
Deferred income tax assets	112		109
Deferred charges and other assets	1,241		1,251
Total other assets	24,270		24,354
Total Assets	$	41,208	$	41,355
Liabilities and Equity
Current Liabilities
Short-term borrowings	$	300	$	300
Accounts payable	1,921		2,103
Income taxes payable	186		233
Accrued and other current liabilities	863		951
Liabilities of discontinued operations	136		146
Total current liabilities	3,406		3,733
Long-Term Debt	7,807		7,774
Other Noncurrent Liabilities
Deferred income tax liabilities	1,145		1,158
Pension and other post-employment benefits - noncurrent	527		522
Other noncurrent obligations	1,162		1,151
Total other noncurrent liabilities	2,834		2,831
Total Liabilities	14,047		14,338
Commitments and contingent liabilities
Stockholders' Equity
Common stock (authorized 1,666,666,667 shares of $0.01 par value each; issued 2023: 459,016,898 shares; 2022: 458,124,262 shares)	5		5
Additional paid-in capital	48,256		48,420
Accumulated deficit	(20,807)		(21,065)
Accumulated other comprehensive loss	(717)		(791)
Total DuPont stockholders' equity	26,737		26,569
Noncontrolling interests	424		448
Total equity	27,161		27,017
Total Liabilities and Equity	$	41,208	$	41,355

See Notes to the Consolidated Financial Statements.

7

DuPont de Nemours, Inc.

Consolidated Statements of Cash Flows

	Three Months Ended March 31,
In millions (Unaudited)	2023		2022
Operating Activities
Net income	$	265	$	508
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	277		342
Credit for deferred income tax and other tax related items	(9)		(252)
Earnings of nonconsolidated affiliates (in excess of) less than dividends received	(10)		18
Net periodic benefit costs (credits)	8		(1)
Periodic benefit plan contributions	(21)		(20)
Net (gain) loss on sales and split-offs of assets, businesses and investments	(19)		3
Restructuring and asset related charges - net	14		101
Other net loss	28		24
Changes in assets and liabilities, net of effects of acquired and divested companies:
Accounts and notes receivable	48		(254)
Inventories	(133)		(277)
Accounts payable	(52)		304
Other assets and liabilities, net	(53)		(287)
Cash provided by operating activities	343		209
Investing Activities
Capital expenditures	(241)		(251)
Proceeds from sales of property and businesses, net of cash divested	—		15
Acquisitions of property and businesses, net of cash acquired	—		5
Purchases of investments	(17)		—
Other investing activities, net	(1)		2
Cash used for investing activities	(259)		(229)
Financing Activities
Changes in short-term borrowings	—		254
Purchases of common stock	—		(375)
Proceeds from issuance of Company stock	12		83
Employee taxes paid for share-based payment arrangements	(26)		(22)
Distributions to noncontrolling interests	(34)		(18)
Dividends paid to stockholders	(165)		(169)
Cash transferred to IFF and subsequent adjustments	—		(11)
Cash used for financing activities	(213)		(258)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(7)		(25)
Decrease in cash, cash equivalents and restricted cash	(136)		(303)
Cash, cash equivalents and restricted cash from continuing operations, beginning of period	3,772		2,037
Cash, cash equivalents and restricted cash from discontinued operations, beginning of period	—		39
Cash, cash equivalents and restricted cash at beginning of period	3,772		2,076
Cash, cash equivalents and restricted cash from continuing operations, end of period	3,636		1,734
Cash, cash equivalents and restricted cash from discontinued operations, end of period	—		39
Cash, cash equivalents and restricted cash at end of period	$	3,636	$	1,773

See Notes to the Consolidated Financial Statements.

8

DuPont de Nemours, Inc.

Consolidated Statements of Equity

For the three months ended March 31, 2023 and 2022

In millions (Unaudited)	Common Stock		Additional Paid-in Capital		Retained Earnings (Accumulated Deficit)		Accumulated Other Comp Loss		Treasury Stock		Non-controlling Interests		Total Equity
Balance at December 31, 2021	$	5	$	49,574	$	(23,187)	$	41	$	—	$	617	$	27,050
Net income	—		—		488		—		—		20		508
Other comprehensive loss	—		—		—		(261)		—		(7)		(268)
Dividends ($0.33 per common share)	—		(169)		—		—		—		—		(169)
Common stock issued/sold	—		83		—		—		—		—		83
Stock-based compensation	—		(1)		—		—		—		—		(1)
Contributions from non-controlling interests	—		—		—		—		—		2		2
Distributions to non-controlling interests	—		—		—		—		—		(18)		(18)
Purchases of treasury stock	—		—		—		—		(375)		—		(375)
Retirement of treasury stock	—		—		(375)		—		375		—		—
Other	—		—		(22)				—		1		(21)
Balance at March 31, 2022	$	5	$	49,487	$	(23,096)	$	(220)	$	—	$	615	$	26,791
Balance at December 31, 2022	$	5	$	48,420	$	(21,065)	$	(791)	$	—	$	448	$	27,017
Net income	—		—		257		—		—		8		265
Other comprehensive income	—		—		—		74		—		1		75
Dividends ($0.36 per common share)	—		(165)		—		—		—		—		(165)
Common stock issued/sold	—		12		—		—		—		—		12
Stock-based compensation	—		(9)		—		—		—		—		(9)
Distributions to non-controlling interests	—		—		—		—		—		(34)		(34)
Other	—		(2)		1		—		—		1		—
Balance at March 31, 2023	$	5	$	48,256	$	(20,807)	$	(717)	$	—	$	424	$	27,161

See Notes to the Consolidated Financial Statements.

9

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Table of Contents

Note		Page
1	Summary of Significant Accounting Policies	11
2	Recent Accounting Guidance	11
3	Acquisitions and Divestitures	12
4	Revenue	14
5	Restructuring and Asset Related Charges - Net	15
6	Supplementary Information	16
7	Income Taxes	16
8	Earnings Per Share Calculations	17
9	Inventories	18
10	Nonconsolidated Affiliates	18
11	Goodwill and Other Intangible Assets	19
12	Short-Term Borrowings, Long-Term Debt, Available Credit Facilities and Other Obligations	20
13	Commitments and Contingent Liabilities	20
14	Leases	25
15	Stockholders' Equity	26
16	Pension Plans and Other Post-Employment Benefits	27
17	Stock-Based Compensation	27
18	Financial Instruments	28
19	Fair Value Measurements	30
20	Segments and Geographic Regions	31
21	Subsequent Events	32

10

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

In these notes, the terms "DuPont" or "Company" used herein mean DuPont de Nemours, Inc. and its consolidated subsidiaries. The accompanying unaudited interim Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP") for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In the opinion of management, the interim statements reflect all adjustments (including normal recurring accruals) which are considered necessary for the fair statement of the results for the periods presented. Results from interim periods should not be considered indicative of results for the full year. These interim Consolidated Financial Statements should also be read in conjunction with the audited Consolidated Financial Statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, collectively referred to as the "2022 Annual Report." The interim Consolidated Financial Statements include the accounts of the Company and all of its subsidiaries in which a controlling interest is maintained.

M&M Transaction

On November 1, 2022, DuPont completed the divestiture of the majority of its historical 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”), to Celanese Corporation (“Celanese”). The divestiture was pursuant to the Transaction Agreement (the "Transaction Agreement") with Celanese entered on February 17, 2022 and announced on February 18, 2022. The Company also announced on February 18, 2022, that its Board of Directors approved the divestiture of the Delrin® acetal homopolymer (H-POM) business (the “Delrin® Divestiture”), subject to entry into a definitive agreement and satisfaction of customary closing conditions, (the Delrin® Divestiture and together with the M&M Divestiture, collectively the "M&M Divestitures” and the businesses in scope of the M&M Divestitures collectively the "M&M Businesses"). As of March 31, 2023, the Company anticipates a closing date for the sale of Delrin® by the end of 2023. The Company determined that the M&M Businesses met the criteria to be classified as held for sale and that the sale represents a strategic shift that has a major effect on the Company’s operations and results.

The financial position of DuPont as of March 31, 2023 and December 31, 2022, present the businesses to be divested as part of the Delrin® Divestiture, as discontinued operations. The results of operations for the three months ended March 31, 2023, present the financial results of Delrin® as discontinued operations. The results of operations for the three months ended March 31, 2022, present the financial results of the M&M Businesses as discontinued operations. The cash flows and comprehensive income of the M&M Businesses have not been segregated and are included in the interim Consolidated Statements of Cash Flows and interim Consolidated Statements of Comprehensive Income, respectively, for all periods presented. Unless otherwise indicated, the information in the notes to the interim Consolidated Financial Statements refer only to DuPont's continuing operations and do not include discussion of balances or activity of the M&M Businesses. See Note 3 for more information.

NOTE 2 - RECENT ACCOUNTING GUIDANCE

Recently Adopted Accounting Guidance

In September 2022, the FASB issued Accounting Standards Update No. 2022-04, "Liabilities-Supplier Finance Programs (Subtopic 405-50)" ("ASU 2022-04") to enhance transparency about the use of supplier finance programs. The new guidance requires that a buyer in a supplier finance program provides additional qualitative and quantitative disclosures about its program including the nature of the program, activity during the period, changes from period to period, and the potential magnitude of the program. The amendments in ASU 2022-04 are effective for fiscal years beginning after December 15, 2022 on a retrospective basis, including interim periods within those fiscal years, except for the amendment on rollforward information which is effective prospectively for fiscal years beginning after December 15, 2023.

The Company implemented the new disclosures, other than the rollforward information, as required in the first quarter of 2023. The disclosures around rollforward information will be implemented as required for the year-ended December 31, 2024. See Note 12 for more information.

11

NOTE 3 - ACQUISITIONS AND DIVESTITURES

Mobility & Materials Divestitures

The results of operations for the three months ended March 31, 2023, represents the Delrin® business comparatively, at March 31, 2022, the results of operations are related to both M&M Businesses. The following table summarizes the results of operations of the M&M Businesses are presented as discontinued operations as summarized below:

	Three Months Ended March 31,
In millions	2023		2022
Net sales	$	147	$	1,042
Cost of sales	84		782
Research and development expenses	1		15
Selling, general and administrative expenses	—		51
Amortization of intangibles	—		28
Acquisition, integration and separation costs 1	54		96
Equity in earnings of nonconsolidated affiliates	—		(1)
Sundry income (expense) - net	2		—
Income from discontinued operations before income taxes	10		69
Provision for (Benefit from) income taxes on discontinued operations	6		(219)
Income from discontinued operations, net of tax	4		288
Net income from discontinued operations attributable to noncontrolling interests	—		2
Gain on sale, net of tax 2	$	24	$	—
Income from discontinued operations attributable to DuPont stockholders, net of tax	$	28	$	286

1. Balance includes costs related to the M&M Divestitures for both periods presented.

2. Balance includes adjustments for estimated assets sold with the M&M Divestiture.

The following table presents depreciation, amortization, and capital expenditures of the discontinued operations related to the M&M Businesses:

	Three Months Ended March 31,
In millions	2023		2022
Depreciation and amortization	$	—	$	45
Capital expenditures 1	$	10	$	27

1.Total capital expenditures are presented on a cash basis.

12

The following table summarizes the major classes of assets and liabilities represent only those related to Delrin®, classified as held for sale presented as discontinued operations at March 31, 2023 and December 31, 2022:

In millions	March 31, 2023		December 31, 2022
Assets
Accounts and notes receivable - net	$	86	$	75
Inventories	121		104
Other current assets	6		6
Property, plant and equipment - net	259		256
Goodwill	405		405
Other intangible assets	341		338
Deferred income tax assets	26		36
Deferred charges and other assets	74		71
Total assets of discontinued operations	$	1,318	$	1,291
Liabilities
Accounts payable	$	69	$	78
Income taxes payable	6		—
Accrued and other current liabilities	9		8
Deferred income tax liabilities	49		53
Pension and other post employment benefits - noncurrent	1		5
Other noncurrent liabilities	2		2
Total liabilities of discontinued operations	$	136	$	146

During each reporting period that the Delrin® disposal group continues to be classified as held for sale, the Company assessed whether the fair value less cost to sell was less than the carrying value of each disposal group. The Company determined that the fair value less cost to sell of the Delrin® disposal unit was greater than its carrying value at March 31, 2023.

Pursuant to the Transaction Agreement, assets and liabilities related to the M&M Divestiture that could not be directly assumed by Celanese were transferred by way of indemnification between both parties. In addition, pursuant to the Transaction Agreement, DuPont indemnifies Celanese against certain litigation, environmental, workers' compensation and other liabilities that arose prior to the transaction. At March 31, 2023 indemnified assets of $42 million are recorded within "Accounts and notes receivable, net" with the corresponding liabilities of $76 million within "Accrued and other current liabilities" and $64 million within "Other noncurrent obligations" within the Condensed Consolidated Balance Sheets.

Acquisition, Integration and Separation Costs

Acquisition, integration and separation costs primarily consist of financial advisory, information technology, legal, accounting, consulting, and other professional advisory fees. The Company recorded no costs related to continuing operations for the three months ended March 31, 2023 and $8 million for the three months ended March 31, 2022. For the three months ended March 31, 2022, these costs were primarily associated with the execution of activities related to strategic initiatives including the acquisition of Laird Performance Materials ("Laird PM") and the cost related to the previously announced agreement to acquire the outstanding shares of Rogers Corporation ("Terminated Intended Rogers Acquisition"). These costs are recorded within "Acquisition, integration and separation costs" within the interim Consolidated Statements of Operations. Separation costs associated with the M&M Businesses of $54 million and $96 million for the three months ended March 31, 2023 and 2022, respectively, are reported within discontinued operations as noted above.

13

Other Discontinued Operations Activity

The Company recorded income from discontinued operations, net of tax of $(8) million and $276 million for the three months ended March 31, 2023 and 2022, respectively.

Discontinued operations activity consists of the following:

(Loss) Income from Discontinued Operations, Net of Tax	Three Months Ended March 31,
In millions	2023		2022
M&M Divestitures	$	28	$	288
Other 1	(36)		(12)
(Loss) income from discontinued operations, net of tax	$	(8)	$	276

1.Primarily related to the DWDP Separation and Distribution Agreement and Letter Agreement between Corteva, E. I. du Pont de Nemours and Company ("EIDP") and the Company and the binding Memorandum of Understanding (“MOU”) between Chemours, Corteva, EIDP and the Company. For additional information on these matters, refer to Note 13.

NOTE 4 - REVENUE

Revenue Recognition

Products

Substantially all of DuPont's revenue is derived from product sales. Product sales consist of sales of DuPont's products to supply manufacturers and distributors. DuPont considers purchase orders, which in some cases are governed by master supply agreements, to be a contract with a customer. Contracts with customers are considered to be short-term when the time between order confirmation and satisfaction of the performance obligations is equal to or less than one year.

Disaggregation of Revenue

The Company disaggregates its revenue from contracts with customers by segment and business or major product line and geographic region, as the Company believes it best depicts the nature, amount, timing and uncertainty of its revenue and cash flows.

Net Trade Revenue by Segment and Business or Major Product Line	Three Months Ended March 31,
In millions	2023		2022
Industrial Solutions	$	494	$	500
Interconnect Solutions	331		460
Semiconductor Technologies	471		576
Electronics & Industrial	$	1,296	$	1,536
Safety Solutions	$	676	$	654
Shelter Solutions	395		422
Water Solutions	378		353
Water & Protection	$	1,449	$	1,429
Retained Businesses 1	$	273	$	266
Other 2	—		43
Corporate & Other	$	273	$	309
Total	$	3,018	$	3,274

1. Retained Businesses includes the Auto Adhesives & Fluids, MultibaseTM and Tedlar® businesses.

2. Net sales in 2022 reflected in Other primarily include activity of Biomaterials.

Net Trade Revenue by Geographic Region	Three Months Ended March 31,
In millions	2023		2022
U.S. & Canada	$	1,023	$	1,049
EMEA 1	582		577
Asia Pacific 2	1,293		1,545
Latin America	120		103
Total	$	3,018	$	3,274

1.Europe, Middle East and Africa.

2.Net sales attributed to China, for the three months ended March 31, 2023 and 2022 were $525 million and $707 million, respectively.

14

Contract Balances

From time to time, the Company enters into arrangements in which it receives payments from customers based upon contractual billing schedules. The Company records accounts receivables when the right to consideration becomes unconditional. Contract liabilities primarily reflect deferred revenue from advance payment for product that the Company has received from customers. The Company classifies deferred revenue as current or noncurrent based on the timing of when the Company expects to recognize revenue.

Revenue recognized in the first three months of 2023 and 2022 from amounts included in contract liabilities at the beginning of the period was insignificant. Current and noncurrent deferred revenue balances in the current and comparative periods were also not material.

Contract Balances	March 31, 2023		December 31, 2022
In millions
Accounts and notes receivable - trade 1	$	1,636	$	1,593

1.Included in "Accounts and notes receivable - net" in the Condensed Consolidated Balance Sheets.

NOTE 5 - RESTRUCTURING AND ASSET RELATED CHARGES - NET

The Company records restructuring liabilities that represent nonrecurring charges in connection with simplifying certain organizational structures and operations, including operations related to transformational projects such as divestitures and acquisitions. Charges for restructuring programs and asset related charges, which includes asset impairments, were $14 million for the three months ended March 31, 2023 and $101 million for the three months ended March 31, 2022. These charges were recorded in "Restructuring and asset related charges - net" in the interim Consolidated Statements of Operations. The total liability related to restructuring programs was $60 million at March 31, 2023 and $67 million at December 31, 2022, recorded in "Accrued and other current liabilities" in the Condensed Consolidated Balance Sheets. Restructuring activity primarily consists of the following programs:

2022 Restructuring Program

In October 2022, the Company approved targeted restructuring actions to capture near-term cost reductions and to further simplify certain organizational structures following the M&M Divestitures (the "2022 Restructuring Program"). The Company recorded pre-tax restructuring charges of $71 million inception-to-date, consisting of severance and related benefit costs of $68 million and asset related charges of $3 million.

Total liabilities related to the 2022 Restructuring Program were $53 million at March 31, 2023 and $57 million at December 31, 2022, respectively, recognized in "Accrued and other current liabilities" in the Condensed Consolidated Balance Sheet. The Company expects the program to be substantially complete by the end of 2023.

Equity Method Investment Impairment Related Charges

In the first quarter of 2022, a portion of an equity method investment was reclassified to “Assets of discontinued operations” within the Condensed Consolidated Balance Sheet, which triggered the Company to perform an impairment analysis on the retained portion of the equity method investment held within “Investments and noncurrent receivables” on the Condensed Consolidated Balance Sheet. The Company determined the fair value was less than the carrying value and concluded the impairment was other-than-temporary and recorded an impairment charge of $94 million ($65 million net of tax) in the first quarter of 2022 within “Restructuring and asset related charges - net” in the interim Consolidated Statements of Operations related to the Electronics & Industrial segment. No impairment was required to be recorded for the portion of the equity method investment included within “Assets of discontinued operations.”

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NOTE 6 - SUPPLEMENTARY INFORMATION

Sundry Income (Expense) - Net	Three Months Ended March 31,
In millions	2023		2022
Non-operating pension and other post-employment benefit (costs) credits	$	(2)	$	7
Interest income	46		1
Net gain (loss) on divestiture and sales of other assets and investments	6		(1)
Foreign exchange losses, net	(20)		(5)
Miscellaneous (expenses) income - net	(1)		1
Sundry income (expense) - net	$	29	$	3

Cash, Cash Equivalents and Restricted Cash

In connection with the cost sharing arrangement entered into as part of the MOU, as defined in Note 13, the Company is contractually obligated to make deposits into an escrow account to address potential future PFAS costs. At March 31, 2023 and December 31, 2022, the Company had restricted cash of $104 million and $103 million, respectively, included within non-current “Restricted cash and cash equivalents” in the Condensed Consolidated Balance Sheets, the majority of which is attributable to the MOU cost sharing arrangement. Additional information regarding the MOU and the escrow account can be found in Note 13.

Accrued and Other Current Liabilities

"Accrued and other current liabilities" in the Condensed Consolidated Balance Sheets were $863 million at March 31, 2023 and $951 million at December 31, 2022. Accrued payroll, which is a component of "Accrued and other current liabilities," was $194 million at March 31, 2023 and $291 million at December 31, 2022. No other component of "Accrued and other current liabilities" was more than 5 percent of total current liabilities at March 31, 2023 and at December 31, 2022.

NOTE 7 - INCOME TAXES

Each year the Company files hundreds of tax returns in the various national, state and local income taxing jurisdictions in which it operates. These tax returns are subject to examination and possible challenge by the tax authorities. Positions challenged by the tax authorities may be settled or appealed by the Company. As a result, there is an uncertainty in income taxes recognized in the Company’s financial statements in accordance with accounting for income taxes and accounting for uncertainty in income taxes. The ultimate resolution of such uncertainties is not expected to have a material impact on the Company's results of operations.

The Company's effective tax rate fluctuates based on, among other factors, where income is earned and the level of income relative to tax attributes. The effective tax rate on continuing operations for the first quarter of 2023 was 23.3 percent, compared with an effective tax rate of 16.8 percent for the first quarter of 2022. The lower effective tax rate for the first quarter of 2022 principally resulted from the recognition of a $94 million impairment charge of an equity method investment which resulted in a tax benefit of $29 million.

As a result of the M&M Businesses meeting the held for sale criteria in the first quarter of 2022, the Company recorded a net deferred tax benefit of $239 million in the first quarter of 2022 in connection with certain anticipated internal stock restructurings. These restructurings involved both legal entities within the M&M Businesses and legal entities which remained with DuPont. The aforementioned net deferred tax benefit is included in “Income from discontinued operations, net of tax” in the interim Consolidated Statements of Operations. See Note 3 for additional information on the M&M Divestitures.

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NOTE 8 - EARNINGS PER SHARE CALCULATIONS

The following tables provide earnings per share calculations for the three months ended March 31, 2023 and 2022:

Net Income for Earnings Per Share Calculations - Basic & Diluted	Three Months Ended March 31,
In millions	2023		2022
Income from continuing operations, net of tax	$	273	$	232
Net income from continuing operations attributable to noncontrolling interests	8		18
Income from continuing operations attributable to common stockholders	$	265	$	214
(Loss) income from discontinued operations, net of tax	(8)		276
Net income from discontinued operations attributable to noncontrolling interests	—		2
(Loss) income from discontinued operations attributable to common stockholders	(8)		274
Net income attributable to common stockholders	$	257	$	488

Earnings Per Share Calculations - Basic	Three Months Ended March 31,
Dollars per share	2023		2022
Earnings from continuing operations attributable to common stockholders	$	0.58	$	0.42
(Loss) earnings from discontinued operations, net of tax	(0.02)		0.54
Earnings attributable to common stockholders 1	$	0.56	$	0.95

Earnings Per Share Calculations - Diluted	Three Months Ended March 31,
Dollars per share	2023		2022
Earnings from continuing operations attributable to common stockholders	$	0.58	$	0.42
(Loss) earnings from discontinued operations, net of tax	(0.02)		0.53
Earnings attributable to common stockholders 1	$	0.56	$	0.95

Share Count Information	Three Months Ended March 31,
Shares in millions	2023	2022
Weighted-average common shares - basic	458.8	512.0
Plus dilutive effect of equity compensation plans	1.4	1.8
Weighted-average common shares - diluted	460.2	513.8
Stock options, restricted stock units, and performance-based restricted stock units excluded from EPS calculations 2	2.3	2.0

1.Earnings per share amounts are computed independently for income from continuing operations, income from discontinued operations and net income attributable to common stockholders. As a result, the per share amounts from continuing operations and discontinued operations may not equal the total per share amounts for net income attributable to common stockholders.

2.These outstanding options to purchase shares of common stock, restricted stock units, and performance-based restricted stock units were excluded from the calculation of diluted earnings per share because the effect of including them would have been antidilutive.

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NOTE 9 - INVENTORIES

In millions	March 31, 2023		December 31, 2022
Finished goods	$	1,365	$	1,299
Work in process	542		522
Raw materials	409		388
Supplies	127		120
Total inventories	$	2,443	$	2,329

NOTE 10 - NONCONSOLIDATED AFFILIATES

The Company's investments in companies accounted for using the equity method ("nonconsolidated affiliates") are recorded in "Investments and noncurrent receivables" in the Condensed Consolidated Balance Sheets. The Company's net investment in nonconsolidated affiliates at March 31, 2023 and December 31, 2022 is $697 million and $686 million, respectively. In the first quarter of 2022, the Company recorded an other-than-temporary impairment on an equity method investment. See Note 5 for more information.

Sales to nonconsolidated affiliates represented approximately 2 percent of total net sales for the three months ended March 31, 2023 and less than 2 percent for the three months ended March 31, 2022. Purchases from nonconsolidated affiliates represented less than 3 percent of “Cost of sales” for the three months ended March 31, 2023 and less than 4 percent for the three months ended March 31, 2022. The Company maintained an ownership interest in six nonconsolidated affiliates at March 31, 2023.

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NOTE 11 - GOODWILL AND OTHER INTANGIBLE ASSETS

The changes in the carrying amounts of goodwill during the three months ended March 31, 2023 were as follows:

In millions	Electronics & Industrial		Water & Protection		Corporate & Other		Total
Balance at December 31, 2022	$	9,397	$	6,656	$	610	$	16,663
Currency Translation Adjustment	21		18		1		40
Balance at March 31, 2023	$	9,418	$	6,674	$	611	$	16,703

The Company tests goodwill for impairment annually during the fourth quarter, or more frequently when events or changes in circumstances indicate that fair value is below carrying value.

As part of its annual assessment in the fourth quarter of 2022, the Company determined that the estimated fair value of one of the reporting units within Water & Protection exceeded its carrying value by approximately 10%. As of March 31, 2023, the carrying amount of goodwill within this reporting unit was $5.6 billion. Given this level of fair value, the reporting unit is sensitive to changes in the significant assumptions used in the analysis. If the reporting unit does not perform to expected levels or there are adverse changes in certain macroeconomic factors, the related goodwill may be at risk for impairment in the future.

Other Intangible Assets

The gross carrying amounts and accumulated amortization of other intangible assets by major class are as follows:

	March 31, 2023						December 31, 2022
In millions	Gross Carrying Amount		Accum Amort		Net		Gross Carrying Amount		Accum Amort		Net
Intangible assets with finite lives:
Developed technology	$	1,958	$	(958)	$	1,000	$	1,955	$	(913)	$	1,042
Trademarks/tradenames	906		(364)		542		906		(349)		557
Customer-related	5,477		(2,485)		2,992		5,454		(2,389)		3,065
Other	55		(27)		28		54		(27)		27
Total other intangible assets with finite lives	$	8,396	$	(3,834)	$	4,562	$	8,369	$	(3,678)	$	4,691
Intangible assets with indefinite lives:
Trademarks/tradenames	804		—		804		804		—		804
Total other intangible assets	804		—		804		804		—		804
Total	$	9,200	$	(3,834)	$	5,366	$	9,173	$	(3,678)	$	5,495

The following table provides the net carrying value of other intangible assets by segment:

Net Intangibles by Segment	March 31, 2023		December 31, 2022
In millions
Electronics & Industrial	$	2,902	$	2,976
Water & Protection	2,371		2,424
Corporate & Other	93		95
Total	$	5,366	$	5,495

Total estimated amortization expense for the remainder of 2023 and the five succeeding fiscal years is as follows:

Estimated Amortization Expense
In millions
Remainder of 2023	$	433
2024	$	546
2025	$	501
2026	$	473
2027	$	425
2028	$	373

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NOTE 12 - SHORT-TERM BORROWINGS, LONG-TERM DEBT, AVAILABLE CREDIT FACILITIES AND OTHER OBLIGATIONS

A summary of DuPont's short-term borrowings, long-term debt and available credit facilities can be found in Note 15 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. If applicable, updates have been included in the respective section below.

Long-Term Debt

Long-term debt at March 31, 2023 and December 31, 2022 was $7,807 million and $7,774 million, respectively. Included in the long-term debt balance is a fair value hedging revaluation related to the Company's interest rate swap agreements. At March 31, 2023 and December 31, 2022 this balance was $40 million and $71 million, respectively. See Note 18 for additional information.

Uncommitted Credit Facilities and Outstanding Letters of Credit

Unused bank credit lines on uncommitted credit facilities were approximately $674 million at March 31, 2023. These lines are available to support short-term liquidity needs and general corporate purposes including letters of credit. Outstanding letters of credit were approximately $124 million at March 31, 2023. These letters of credit support commitments made in the ordinary course of business.

Supplier Financing

The Company and certain of its designated suppliers, at their sole discretion, participate in a supplier financing program with a financial institution serving as an intermediary. Under this program, the Company agrees to pay the financial institution the stated amount of confirmed invoices from its designated suppliers on the same terms and on the original maturity dates of the confirmed invoices, which have a weighted average payment term of approximately 110 days. The Company does not pay any annual subscription or service fee to the financial institution, nor does the Company reimburse its suppliers for any costs they incur to participate in the program. The Company’s obligations are not impacted by the suppliers’ decision to participate in this program. The Company or the financial institution may terminate the agreement upon at least 30 days’ notice.

The amount of invoices outstanding confirmed as valid under the supplier financing programs as of March 31, 2023 and December 31, 2022 was $141 million and $127 million, respectively, and is recorded in “Accounts Payable” in the Condensed Consolidated Balance Sheets.

NOTE 13 - COMMITMENTS AND CONTINGENT LIABILITIES

Litigation, Environmental Matters, and Indemnifications

The Company and certain subsidiaries are involved in various lawsuits, claims and environmental actions that have arisen in the normal course of business with respect to product liability, patent infringement, governmental regulation, contract and commercial litigation, as well as possible obligations to investigate and mitigate the effects on the environment of the disposal or release of certain substances at various sites. In addition, in connection with divestitures and the related transactions, the Company from time to time has indemnified and has been indemnified by third parties against certain liabilities that may arise in connection with, among other things, business activities prior to the completion of the respective transactions. The term of these indemnifications, which typically pertain to environmental, tax and product liabilities, is generally indefinite. The Company records liabilities for ongoing and indemnification matters when the information available indicates that it is probable that a liability will be incurred and the amount of the loss can be reasonably estimated.

As of March 31, 2023, the Company has recorded indemnification assets of $64 million within "Accounts and notes receivable - net" and $238 million within "Deferred charges and other assets" and indemnification liabilities of $201 million within "Accrued and other current liabilities" and $307 million within "Other noncurrent obligations" within the Condensed Consolidated Balance Sheets.

The Company’s accruals for indemnification liabilities related to the binding Memorandum of Understanding (“MOU”) between Chemours, Corteva, EIDP and the Company and to the DowDuPont ("DWDP") Separation and Distribution Agreement and the Letter Agreement between the Company and Corteva (together the “Agreements”) discussed below, are included in the balances above.

20

PFAS Stray Liabilities: Future Eligible PFAS Costs

On July 1, 2015, EIDP, a Corteva subsidiary since June 1, 2019, completed the separation of EIDP’s Performance Chemicals segment through the spin-off of Chemours to holders of EIDP common stock (the “Chemours Separation”). On June 1, 2019, the Company completed the separation of its agriculture business through the spin-off of Corteva, Inc. (“Corteva”), including Corteva’s subsidiary EIDP.

On January 22, 2021, the Company, Corteva, EIDP and Chemours entered into the MOU pursuant to which the parties have agreed to release certain claims that had been raised by Chemours including any claims arising out of or resulting from the process and manner in which EIDP structured or conducted the Chemours Separation, and any other claims that challenge the Chemours Separation or the assumption of Chemours Liabilities (as defined in the Chemours Separation Agreement) by Chemours and the allocation thereof, subject in each case to certain exceptions set forth in the MOU. In connection with the MOU, the confidential arbitration process regarding certain claims by Chemours was terminated in February 2021. The parties have further agreed not to bring any future, additional claims regarding the Chemours Separation Agreement or the MOU outside of arbitration.

Pursuant to the MOU, the parties have agreed to share certain costs associated with potential future liabilities related to alleged historical releases of certain PFAS out of pre-July 1, 2015 conduct (“eligible PFAS costs”) until the earlier to occur of (i) December 31, 2040, (ii) the day on which the aggregate amount of Qualified Spend, as defined in the MOU, is equal to $4 billion or (iii) a termination in accordance with the terms of the MOU. PFAS refers to per- or polyfluoroalkyl substances, which include perfluorooctanoic acids and its ammonium salts (“PFOA”).

The parties have agreed that, during the term of this sharing arrangement, Qualified Spend up to $4 billion will be borne 50 percent by Chemours and 50 percent, up to a cap of $2 billion, by the Company and Corteva. The Company and Corteva will split their 50 percent of Qualified Spend in accordance with the Agreements. After the term of this arrangement, Chemours’ indemnification obligations under the Chemours Separation Agreement would continue unchanged, subject in each case to certain exceptions set forth in the MOU.

In order to support and manage any potential future eligible PFAS costs, the parties also agreed to establish an escrow account. The MOU provides that (1) no later than each of September 30, 2021 and September 30, 2022, Chemours shall deposit $100 million into an escrow account and DuPont and Corteva shall together deposit $100 million in the aggregate into an escrow account and (2) no later than September 30 of each subsequent year through and including 2028, Chemours shall deposit $50 million into an escrow account and DuPont and Corteva shall together deposit $50 million in the aggregate into an escrow account. Subject to the terms and conditions set forth in the MOU, each party may be permitted to defer funding in any calendar year beginning with 2022 through and including 2028. Additionally, if on December 31, 2028, the balance of the escrow account (including interest) is less than $700