Docoh
Loading...

DOW Dow Chemical

Filed: 23 Apr 21, 7:03am
CIK0000029915

 

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):

April 23, 2021

 

Commission

File Number

Exact Name of Registrant as Specified in its Charter,

Principal Office Address and Telephone Number

State of Incorporation or

Organization

I.R.S. Employer

Identification No.

001-38646Dow Inc.Delaware30-1128146
 2211 H.H. Dow Way, Midland, MI 48674  
 (989) 636-1000  
001-03433The Dow Chemical CompanyDelaware38-1285128
 2211 H.H. Dow Way, Midland, MI 48674  
 (989) 636-1000  

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants 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))

 

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

RegistrantTitle of each classTrading Symbol(s)Name of each exchange on which registered
Dow Inc.

Common Stock, par value $0.01 per share

DOWNew York Stock Exchange
The Dow Chemical Company0.500% Notes due March 15, 2027DOW/27New York Stock Exchange
The Dow Chemical Company1.125% Notes due March 15, 2032DOW/32New York Stock Exchange
The Dow Chemical Company1.875% Notes due March 15, 2040DOW/40New York Stock Exchange
The Dow Chemical Company4.625% Notes due October 1, 2044DOW/44New York Stock Exchange

 

Indicate by check mark whether the registrants are 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 registrants have 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. ¨

 

   

 

 

 

 

EXPLANATORY NOTE

Dow Inc. and The Dow Chemical Company (“TDCC” and together with Dow Inc., “Dow” or the “Company”) is filing this Current Report on Form 8-K with the U.S. Securities and Exchange Commission (the “Commission”) solely to file Exhibit 99.1, in lieu of filing such exhibit with the Company’s quarterly report on Form 10-Q for the three months ended March 31, 2021, also filed today, due to exhibit size limits in the EDGAR system.  Certain confidential information contained in Exhibit 99.1 has been omitted because it is both (i) not material and (ii) the type of information that TDCC treats as private or confidential.

This Current Report on Form 8-K contains only the cover page, this Explanatory Note, Item 9.01, Exhibit Index, Exhibit 99.1 and the Signature Page. This Current Report on Form 8-K speaks only as of its original filing date and does not reflect events that may have occurred subsequent to the original filing date.

 

 

 

 

 

   

 

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits. The exhibits listed on the Exhibit Index are incorporated herein by reference.

 

EXHIBIT INDEX

 

Exhibit No.Description
99.1Amended and Restated Shareholders’ Agreement, effective as of March 25, 2021, between Excellent Performance Chemicals Company and Dow Saudi Arabia Holding B.V. (portions of this exhibit have been omitted because it is both (i) not material and (ii) the type of information that TDCC treats as private or confidential).
104Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).
  

 

 

 

   

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

DOW INC.

THE DOW CHEMICAL COMPANY

Date: April 23, 2021

 

 

 /s/ AMY E. WILSON

 Amy E. Wilson
 General Counsel and Corporate Secretary