DuPont de Nemours, Inc. - Form 8-K Filing

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): March 16, 2026
DuPont de Nemours, Inc. (Exact name of registrant as specified in its charter)
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| Delaware | | | 001-38196 | | | 81-1224539 | | |
| (State or other jurisdiction of
incorporation) | | | (Commission file number) | | | (IRS Employer Identification No.) | | |

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| 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))
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| 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 7 - Fair Disclosure Item 7.01 - Regulation FD Disclosure.
DuPont de Nemours, Inc., a Delaware corporation, expects to close the previously announced sale of its aramids business (Kevlar ® and Nomex ®) to Arclin 1 on April 1, 2026. All regulatory conditions to close the sale transaction were satisfied as of March 10, 2026.
The information contained in Item 7.01 of this report is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of Section 18 of the Exchange Act. Furthermore, the information contained in this report shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act.
Cautionary Statement Regarding 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”, “outlook”, “stabilization”, “confident”, “preliminary”, “initial” and similar expressions and variations or negatives of these words. All statements, other than statements of historical fact, are forward-looking statements, including statements regarding outlook, expectations and guidance, including with respect to the expected timing of the closing of the sale transaction. 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 parties’ ability to meet expectations regarding the timing, completion (if at all), account and tax treatment of the proposed transaction including (x) any failure to satisfy any of the other conditions to the proposed transaction, (y) the possibility that unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies that could impact the value, timing or pursuit of the proposed transaction, and (z) risks and costs and pursuit and/or implementation, timing and impacts to business operations of the separation of business lines in scope for the proposed transaction; (ii) the impact of the proposed transaction and ownership of a minority interest in the future Arclin company on DuPont’s results of operations; (iii) other risks to DuPont’s business and operations, including the risk of impairment; and (iv) other risk factors 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. 1 ARC Falcon Holdings, L.P., a Delaware limited partnership (“Holdings”) and New Arclin U.S. Holding Corp., a Delaware corporation and wholly-owned subsidiary of Holdings.
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.
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| | | | | | | | | | DUPONT DE NEMOURS, INC. | | | | | |
| | | | | | | | | | Registrant | | | | | |
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| Date: | | | March 16, 2026 | | | | | | By: | | | /s/ Erik T. Hoover | | |
| | | | | | | | | | Name: | | | Erik T. Hoover | | |
| | | | | | | | | | Title: | | | Senior Vice President and General Counsel | | |
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