Dow Inc. Proxy Statement Filing

TL;DR

Dow Inc. filed its proxy statement, shareholders vote soon.

AI Summary

Dow Inc. filed a Definitive Additional Materials (DEFA14A) on March 19, 2024, related to its proxy statement. This filing is for the company's annual meeting where shareholders will vote on various proposals. The document is a public filing and does not require a fee.

Why It Matters

This filing provides shareholders with crucial information and voting materials for the company's annual meeting, impacting corporate governance and shareholder decisions.

Risk Assessment

Risk Level: low — This is a routine proxy filing providing information to shareholders and does not indicate any immediate financial or operational risks.

Key Players & Entities

• Dow Inc. (company) — Registrant
• 2211 H.H. Dow Way, Midland, MI 48674 (company) — Business and Mail Address
• 9896361000 (company) — Business Phone Number

FAQ

From the Filing

0001193125-24-071316.txt : 20240319 0001193125-24-071316.hdr.sgml : 20240319 20240319161600 ACCESSION NUMBER: 0001193125-24-071316 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 20240319 DATE AS OF CHANGE: 20240319 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DOW INC. CENTRAL INDEX KEY: 0001751788 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS, MATERIALS, SYNTH RESINS & NONVULCAN ELASTOMERS [2821] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 301128146 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38646 FILM NUMBER: 24763438 BUSINESS ADDRESS: STREET 1: 2211 H.H. DOW WAY CITY: MIDLAND STATE: MI ZIP: 48674 BUSINESS PHONE: 9896361000 MAIL ADDRESS: STREET 1: 2211 H.H. DOW WAY CITY: MIDLAND STATE: MI ZIP: 48674 FORMER COMPANY: FORMER CONFORMED NAME: Dow Inc. DATE OF NAME CHANGE: 20190305 FORMER COMPANY: FORMER CONFORMED NAME: Dow Holdings Inc. DATE OF NAME CHANGE: 20180831 DEFA14A 1 d90388ddefa14a.htm DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant  ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material under §240.14a-12 Dow Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): ☒ No fee required ☐ Fee paid previously with preliminary materials ☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 YOUR VOTE IS IMPORTANT PLEASE VOTE YOUR PROXY TODAY VOTE “AGAINST” AGENDA ITEMS 4 AND 5 March 19, 2024 Dear Fellow Stockholders, We recently distributed proxy materials of Dow Inc. (the “Company” or “Dow”) in connection with the 2024 Annual Meeting of Stockholders to be held on April 11, 2024. Your vote and your support are vital at this year’s meeting. This year’s agenda is critically important. In addition to requesting your support for our directors and management proposals, we ask for your support to vote AGAINST Agenda Items 4 and 5 regarding stockholder proposals for a Shareholder Right to Act by Written Consent and a Single-Use Plastics Report, respectively. Your attention to these proposals is very important. As we set forth below, our Board follows best practices in corporate governance, which provide meaningful opportunities for stockholders to act, both inside and outside of the annual meeting cycle. Our governance practices also allow for stockholders to communicate their priorities and concerns with the Board and management. Additionally, with robust Board and committee oversight, Dow continues to make significant investments in and has taken considerable steps to advance a circular economy, develop renewable solutions and lead our industry in transforming plastic waste into commercialized circular solutions, all of which have been publicly disclosed. Agenda Item 4, regarding a Shareholder Right to Act by Written Consent The Board believes that stockholder action by written consent has the potential for abuse and disenfranchisement of a large group of stockholders while creating substantial confusion and disruption. The written consent process may not require advance communication to be provided to all stockholders, may not provide sufficient time for proper consideration, and could allow a small group of stockholders engaging in short-term speculation to solicit the fewest possible votes required to act. Regular stockholde