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Item 9A. Controls and Procedures

2023-02-09 compared with 2022-02-10 · 623 added, 931 removed, 2421 unchanged (39% of the section changed)

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There have been no changes in the company's internal control over financial reporting that occurred during the quarter ended December 31, 2022 that have materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting.

du Pont de Nemours and Company

a) Evaluation of Disclosure Controls and Procedures

EID maintains a system of disclosure controls and procedures to give reasonable assurance that information required to be disclosed in EID's reports filed or submitted under the Securities Exchange Act of 1934 ("Exchange Act") is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission.

EIDP maintains a system of disclosure controls and procedures to give reasonable assurance that information required to be disclosed in EIDP's reports filed or submitted under the Securities Exchange Act of 1934 ("Exchange Act") is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission.

These controls and procedures also give reasonable assurance that information required to be disclosed in such reports is accumulated and communicated to management to allow timely decisions regarding required disclosures.

As of December 31, 2021, EID's CEO and CFO, together with management, conducted an evaluation of the effectiveness of EID's disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) of the Exchange Act.

As of December 31, 2022, EIDP's CEO and CFO, together with management, conducted an evaluation of the effectiveness of EIDP's disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) of the Exchange Act.

Based on that evaluation, the CEO and CFO concluded that these disclosure controls and procedures are effective.

b) Changes in Internal Control over Financial Reporting

There have been no changes in EID's internal control over financial reporting that occurred during the quarter ended December 31, 2021 that have materially affected, or are reasonably likely to materially affect, EID's internal control over financial reporting.

There have been no changes in EIDP's internal control over financial reporting that occurred during the quarter ended December 31, 2022 that have materially affected, or are reasonably likely to materially affect, EIDP's internal control over financial reporting.

OTHER INFORMATION

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Executive Officers of the Registrant

Each of the executive officers became officers of the company in May 2019 with the exception of Mr.

Charles Magro, Mr.

David Anderson, and Dr.

Sam Eathington who became an executive officer in November 2021, April 2021 and January 2021, respectively.

Magro, age 52, is the Chief Executive Officer of Corteva.

Prior to joining Corteva on November 1, 2021, he served as President and chief executive officer of Nutrien Ltd.

("Nutrien") from the company’s launch in 2018 until April 2021.

From 2014 to 2018, Mr.

Magro served as President and chief executive officer of Agrium Inc., which merged with Potash Corporation of Saskatchewan to create Nutrien.

As President and CEO of Nutrien, Mr.

Our executive officers serve at the discretion of the Board of Directors.

The names of our executive officers and their ages, titles, and biographies as of February 9, 2023 are set forth below:

Magro, age 53, was named Chief Executive Officer of Corteva effective November 2021.

Prior to joining Corteva on November 1, 2021, Mr.

Magro served as President and CEO of Nutrien Ltd.

from the company’s launch in 2018 until April 2021.

From 2014 to 2018, he served as President and CEO of Agrium Inc., which merged with Potash Corporation of Saskatchewan Inc.

to create Nutrien Ltd.

As President and CEO of Nutrien Ltd., Mr.

Magro led more than 27,000 employees to achieve best-in-class engagement, top safety performance and exceptional business results.

He also led the company through numerous M&A transactions, expanding globally and restructuring the industry.

Prior to this role, he held a variety of other key leadership positions with the company, including Chief Operating Officer, Chief Risk Officer, Executive Vice President of Corporate Development, and Vice President of Manufacturing.

He joined Agrium in 2009 following a productive career with NOVA Chemicals.

Since 2018, Mr.

Magro has served on the Canada Pension Plan Investment Board and will continue to serve on the board through March 2022.

Previously, he served as Vice Chairman of the International Fertilizer Association and past Chair and Board Member of The Fertilizer Institute.

He also served as a Board Steward for the World Economic Forum’s Food Systems Initiative, providing strategic leadership to build inclusive, sustainable, efficient, and healthy global food systems, as well as on the Boards of the International Plant Nutrition Institute, Nutrients for Life Foundation, the Business Council of Canada, and the Business Council of Alberta.

Ingredion Inc., a global provider of ingredient solutions to the food and beverage manufacturing industry, elected Mr.

Magro to its board of directors effective May 1, 2022.

Anderson, age 72, is Executive Vice President and Chief Financial Officer of Corteva.

Prior to this role, Mr.

Magro held a variety of other key leadership positions with the company, including Chief Operating Officer, Chief Risk Officer, Executive Vice President of Corporate Development, and Vice President of Manufacturing.

He joined Agrium Inc.

in 2009 following a productive career with NOVA Chemicals Corp.

From 2018 to 2022, Mr.

Magro served on the Canadian Pension Plan Investment Board.

In May 2022, Mr.

Magro joined the board of Ingredion, Incorporated, a leading global ingredient solutions provider.

Magro also currently serves on the board of directors of CropLife International, Business Roundtable and the IMAGINE Food Collective.

He is also a member of the University of Waterloo Dean's Advisory Council.

Anderson, age 73, was named Executive Vice President and Chief Financial Officer of Corteva effective April 2021.

Anderson is an experienced Chief Financial Officer, with a career spanning a number of diverse global companies across a range of industries.

Prior to joining Corteva in April 2021, Mr.

Anderson was interim chief financial officer at Criteo S.A., which he joined after serving as chief financial officer and chief operating officer at Nielsen Holdings plc.

He previously served as executive vice president and chief financial officer of Alexion Pharmaceuticals, which he joined following his tenure of more than a decade as the chief financial officer for Honeywell.

Anderson was interim chief financial officer at Criteo S.A.

from May 2020 to August 2020, which he joined after serving as chief financial officer and chief operating officer at Nielsen Holdings plc from September 2018 to December 2019.

He previously served as executive vice president and chief financial officer of Alexion Pharmaceuticals from December 2016 to August 2017, which he joined following his tenure of more than a decade as the chief financial officer for Honeywell.

Prior to that, Mr.

Anderson was the chief financial officer for ITT, Inc., Newport News Shipbuilding Inc., and RJR Nabisco, Inc.

Anderson is currently a Board member of American Electric Power and previously a Board member of Cardinal Health.

Rajan Gajaria , age 54, is Executive Vice President, Business Platforms of Corteva.

Gajaria previously served as vice president, global crop protection business platform, of DowDuPont Inc.

Prior to this, he served as Vice President, Latin America and North America, for Dow AgroSciences since 2015.

He was selected to lead Dow AgroSciences’ Latin America and Asia Pacific geographies in 2012 after being named marketing director for the company’s U.S.

business in 2009.

Gajaria advanced through leadership roles at Dow AgroSciences in corporate strategy, marketing, and e-business before serving as global supply chain director.

He joined Dow AgroSciences’ Indian joint venture partner in Mumbai in 1993, where he served in sales and marketing roles as well as in human resources before moving to the company’s global headquarters in Indianapolis, Indiana.

Effective February 18, 2022, Mr.

Gajaria will retire from the company.

Glenn , age 55, is Executive Vice President, Chief Commercial Officer of Corteva.

Glenn previously served as Vice President, Global Seed Business Platform of DowDuPont Inc.

Prior to this, he served as President, DuPont Crop Protection since 2015, and from 2014 to 2015 served as vice president, integrated operations and commercial effectiveness for DuPont Pioneer.

Anderson previously served on the boards of American Electric Power from 2011 through June 2022 and Cardinal Health from April 2014 to September 2018.

Glenn , age 56, was named Executive Vice President, Seed Business Unit of Corteva effective April 2022.

A global agricultural industry leader, Mr.

Glenn has more than three decades of experience across all facets of business leadership for seeds and crop protection, including sales, marketing, integrated operations, and commercial effectiveness.

Glenn previously served as Executive Vice President, Chief Commercial Officer of Corteva from 2018 to April 2022.

Prior to this, he served as Vice President, Global Seed Business Platform of DowDuPont Inc.

From 2015 to 2017, Mr.

Glenn served as President, DuPont Crop Protection, and from 2014 to 2015, he served as vice president, integrated operations and commercial effectiveness for DuPont Pioneer.

He previously held other leadership positions at DuPont Pioneer, including regional business director, Latin America and Canada, after rejoining DuPont Pioneer in 2006 as director, North America Marketing.

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in 1991, and held a variety of marketing roles in seed markets around the world.

Meghan Cassidy , age 46, is Senior Vice President, Chief Human Resources and Diversity Officer of Corteva.

In February 2021, Ms.

Cassidy became Chief Diversity Officer in addition to her human resources duties at Corteva.

Prior to joining Corteva, Ms.

Cassidy served as the head of human resources of the agriculture division of DowDuPont Inc.

since September 2017.

Prior to this, Ms.

Cassidy was director, global talent management and leadership development for DuPont since 2015.

From 2011 to 2015, she served as chief human resources officer for Sunoco Logistics after joining Sunoco in 2010 as director, corporate human resources.

Cassidy’s early career was spent at Aramark, where she held progressive human resources roles before serving as vice president, executive development and corporate human resources.

Sam Eathington , age 53, joined Corteva in November 2020 and became Senior Vice President, Chief Technology Officer of Corteva in January 2021, where he is responsible for leading the company’s global research and development organization, building and expanding its industry-leading pipeline, and sustainability.

Glenn is a member of the Iowa Business Council and currently vice chair for the Food Bank of Iowa Board of Directors.

Robert King, age 52, was named Executive Vice President, Crop Protection Business Unit of Corteva effective April 2022.

King is a highly experienced executive in the specialty chemicals and agriculture industry.

Prior to joining Corteva, Mr.

King served as Senior Vice President and Chief Integrated Supply Chain Officer at Nouryon from December 2020 to March 2022, where he spearheaded the global and cross-business integration of the company’s supply chain.

From December 2019 to December 2020, he previously served as Vice President of Global Operations for PPG’s industrial segment.

King was also the Vice President of Global Supply Chain from July 2018 to December 2019 for Nutrien Ltd., where he worked for five years and was appointed to lead the centralization of the company’s supply chain.

Prior to this, he served as a Regional Manager at

and as the Vice President of Nitrogen Operations and Services at Agrium Inc.

in Canada before the company became Nutrien in July 2018.

King started his career at Celanese Corp., where he worked for nearly two decades and held management roles around the world.

Samuel Eathington , age 54, was named Executive Vice President, Chief Technology and Digital Officer of Corteva effective April 2022, where he is responsible for leading the company’s global research and development organization, building and expanding its industry-leading pipeline, and overseeing all aspects of Corteva’s digital farming strategy and investments.

He is also responsible for our sustainable innovation commitments.

He joined Corteva in November 2020 and served as senior vice president, chief technology officer from January 2021 until April 2022.

A recognized leader in agricultural innovation, Dr.

Eathington most recently served as chief science officer of The Climate Corporation (part of the crop science division of Bayer AG) from December 2015 until April 2020.

Eathington served as chief science officer of The Climate Corporation (part of the crop science division of Bayer AG) from December 2015 until April 2020.

Prior to assuming that role, Dr.

Eathington spent 19 years with Monsanto Corporation, rising through the ranks in quantitative traits and molecular breeding to become vice president, global plant breeding beginning in February 2011.

Fuerer , age 55, is Senior Vice President, General Counsel and Secretary of Corteva, where he is responsible for legal, compliance, enterprise risk management, and government affairs.

Fuerer , age 56, was named Senior Vice President, General Counsel and Secretary of Corteva effective May 2019, where he is responsible for legal, compliance, enterprise risk management, government and industry affairs and corporate communications.

Fuerer previously served as general counsel of the agriculture division of DowDuPont Inc.

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Fuerer served as the vice president, general counsel and company secretary of Solae, a food ingredients joint venture between DuPont and Bunge.

After joining DuPont in 1995 as an attorney in Geneva, Switzerland, he served in various legal roles around the world until his appointment at Solae in 2007.

Brian Titus , age 49, is Vice President, Controller and Principal Accounting Officer of Corteva.

After joining DuPont in 1995 as an attorney in Geneva, Switzerland, he served in various legal roles in Hong Kong and Wuppertal, Germany until his appointment at Solae in 2007.

Audrey Grimm , age 42, was named Senior Vice President and Chief Human Resources and Diversity Officer of Corteva effective March 2022.

Since 2021 she served as Vice President, Europe, Middle East and Africa (EMEA) HR, with added responsibility for the company’s global culture and Inclusion, Diversity & Equity efforts, and before that as HR Director for the EMEA region from 2017 to 2021.

Grimm spent her early career with Dow Chemical, where she held series of progressive HR roles leading to her appointment as Vice President, HR of the Agricultural division of Dow Chemical in 2015.

Brian Titus , age 50, was named Vice President, Controller and Principal Accounting Officer of Corteva effective May 2019.

Titus previously served as the controller and principal accounting officer of the agriculture division of DowDuPont Inc.

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EXHIBITS AND CONSOLIDATED FINANCIAL STATEMENT SCHEDULES

(a) Financial Statements, Financial Statement Schedules and Exhibits:

Financial Statements, Financial Statement Schedules and Exhibits:

Corteva Financial Statements (See the Index to the Consolidated Financial Statements on page F-1 of this report).

Corteva Financial Statement Schedule (presented below)

EID Financial Statements (Starting on page F-79 of this report).

EID Financial Statement Schedule (presented below)

Schedule II—Valuation and Qualifying Accounts (EID and Corteva, Inc.)

EIDP Financial Statements (Starting on page F-68 of this report).

EIDP Financial Statement Schedule (presented below)

Schedule II—Valuation and Qualifying Accounts (Corteva, Inc.

(Dollars in millions)

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Balance at end of period $ 342 $ 366 $ 453

Classifications in the changes in the allowance for doubtful receivables for the period ended December 31, 2020 have been adjusted from their previous presentation.

Adjustments did not impact the amount of the provision or the allowance for doubtful receivables recorded in the Consolidated Statements of Operations or the Consolidated Balance Sheets.

Deductions include write-offs, recoveries collected and currency translation adjustments.

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3.1 to Corteva’s Current Report on Form 8-K (Commission file number 001-38710), filed on October 10, 2019.

Amended and Restated Certificate of Incorporation of E.I.

du Pont de Nemours and Company (incorporated by reference to Exhibit 3.1 to E.

du Pont de Nemours and Company’s Current Report on Form 8-K (Commission file number 1-815) dated September 1, 2017).

Amended and Restated Bylaws of E.I.

du Pont de Nemours and Company (incorporated by reference to Exhibit 3.2 to E.

du Pont de Nemours and Company's Current Report on Form 8-K (Commission file number 1-815) dated September 1, 2017).

Amended and Restated Certificate of Incorporation of EIDP, Inc.

Amended and Restated Bylaws of EIDP, Inc.

(incorporated by reference to Exhibit 3.2 to EIDP's Current Report on Form 8-K (Commission file number 1-815) dated September 1, 2017).

Description of Corteva, Inc.

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du Pont de Nemours and Company registered securities (incorporated by reference from Exhibit 4.2 to the Company’s Annual Report on Form 10-K (Commission file number 001-38710) filed February 14, 2020).

Amended and Restated Tax Matters Agreement, effective as of June 1, 2019 by and among DowDuPont Inc., Corteva, Inc.

Amended and Restated Tax Matters Agreement, effective as of June 1, 2019 by and among DowDuPont Inc., Dow Inc.

and Corteva, Inc.

(incorporated by reference to Exhibit 10.3 of Corteva’s Current Report on Form 8-K (Commission file number 001-38710) filed on June 3, 2019).

Employee Matters Agreement by and among DowDuPont Inc., Corteva, Inc.

Employee Matters Agreement by and among DowDuPont Inc., Dow Inc., and Corteva, Inc.

(incorporated by reference to Exhibit No.

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10.5 to Corteva’s Registration Statement on Form 10 (Commission file number 001-38710), filed on May 6, 2019).

Fondation de Prevoyance en Faveur du Personnel de DuPont de Nemours International SÁRL.

(incorporated by reference to Exhibit No.

10.6 to Corteva’s Registration Statement on Form 10 (Commission file number 001-38710), filed on May 6, 2019).

Separation Agreement by and between E.

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du Pont de Nemours and Company’s Quarterly Report on Form 10-Q (Commission file number 1-815) for the period ended June 30, 2015).

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES, continued

du Pont de Nemours and Company’s Retirement Savings Restoration Plan, as last amended effective May 15, 2014.

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du Pont de Nemours and Company’s Quarterly Report on Form 10-Q (Commission file number 1-815) for the period ended June 30, 2014).

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES, continued

du Pont de Nemours and Company’s Retirement Income Plan for Directors, as last amended January 2011 (incorporated by reference to Exhibit 10.9 to E.

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Letter Agreement between Charles Victor Magro and Corteva, Inc., dated October 25, 2021 (incorporated by reference to Exhibit 10.1 to Corteva’s Current Report on Form 8-K (Commission file number 001-38710), filed on October 28, 2021).

Letter Agreement between James C.

and Corteva, Inc., dated June 21, 2021 (incorporated by reference to Exhibit 10.1 to Corteva’s Current Report on Form 8-K (Commission file number 001-38710), filed on June 23, 2021).

Corteva, Inc.

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Form of Special CFO RSU Agreement (incorporated by reference from Exhibit 10.1 to Corteva’s Current Report on Form 8-K (Commission file number 001-38710) filed April 6, 2021).

Agreement dated March 18, 2021, among Corteva, Inc., Starboard Value LP and certain of its affiliates.

(incorporated by reference from Exhibit 10.1 to Corteva’s Current Report on Form 8-K (Commission file number 001-38710) filed March 19, 2021).

Corteva, Inc.

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Consent of Independent Registered Public Accounting Firm, PricewaterhouseCoopers LLP - Corteva, Inc.

Consent of Independent Registered Public Accounting Firm, PricewaterhouseCoopers LLP - E.

du Pont de Nemours and Company.

Rule 13a-14(a)/15d-14(a) Certification of the company’s and EID’s Principal Executive Officer.

Rule 13a-14(a)/15d-14(a) Certification of the company’s and EID’s Principal Financial Officer.

Section 1350 Certification of the company’s and EID’s Principal Executive Officer.

Consent of Independent Registered Public Accounting Firm, PricewaterhouseCoopers LLP - EIDP, Inc.

Rule 13a-14(a)/15d-14(a) Certification of the company’s and EIDP’s Principal Executive Officer.

Rule 13a-14(a)/15d-14(a) Certification of the company’s and EIDP’s Principal Financial Officer.

Section 1350 Certification of the company’s and EIDP’s Principal Executive Officer.

The information contained in this Exhibit shall not be deemed filed with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the registrant under the Securities Act of 1933, as amended.

Section 1350 Certification of the company’s and EID’s Principal Financial Officer.

Section 1350 Certification of the company’s and EIDP’s Principal Financial Officer.

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104 Cover Page Interactive Data File – The Cover Page XBRL tags are embedded within the Inline XBRL document (included in Exhibit 101.INS)

* Upon request of the U.S.

Securities and Exchange Commission (the "SEC"), Corteva hereby undertakes to furnish supplementally a copy of any omitted schedule or exhibit to such agreement;

provided, however, that Corteva may omit confidential information pursuant to Item 601(b)(10) or request confidential treatment pursuant to Rule 24b-2 of the Exchange Act of any schedule or exhibit so furnished.

Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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Everitt Director February 9, 2023

/s/ Klaus Engel Director February 10, 2022

Engel Director February 9, 2023

/s/ Michael O.

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Lutz Director February 9, 2023

/s/ Nayaki Nayyar Director February 10, 2022

Nayaki Nayyar

/s/ Nayaki R.

Nayyar Director February 9, 2023

Preete Director February 9, 2023

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(Principal Financial Officer) February 9, 2023

du Pont de Nemours and Company

Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

February 9, 2023

DU PONT DE NEMOURS AND COMPANY

/s/ Brian Titus

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We have audited the accompanying consolidated balance sheets of Corteva, Inc.

and its subsidiaries (the “Company”) as of December 31, 2021 and 2020, and the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2021, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended December 31, 2021 appearing under Item 15(a) (collectively referred to as the “consolidated financial statements”).

and its subsidiaries (the “Company”) as of December 31, 2022 and 2021, and the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2022, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended December 31, 2022 appearing under Item 15 (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

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Restructuring and asset related charges - net 363 289 335

Integration and separation costs — — 744

Other income - net 1,348 212 215

Loss on early extinguishment of debt — — 13

Other income (expense) - net ( 60 ) 1,348 212

Interest expense 79 30 45

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Restructuring and asset related charges - net 363 289 335

Amortization of inventory step-up — — 272

Goodwill impairment charge — — 1,102

Loss on early extinguishment of debt — — 13

Other net loss 305 156 290

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Proceeds from sales of property, businesses, and consolidated companies - net of cash divested 73 75 83

Acquisitions of businesses - net of cash acquired — — ( 10 )

Escrow funding associated with acquisitions ( 36 ) — —

Investments in and loans to nonconsolidated affiliates ( 12 ) ( 4 ) ( 1 )

Proceeds from sale of ownership interest in nonconsolidated affiliates — — 21

Purchases of investments ( 344 ) ( 204 ) ( 995 )

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Payment for acquisition of subsidiary's interest from the noncontrolling interest — — ( 60 )

Distributions to DowDuPont — — ( 317 )

Cash transferred to DowDuPont at Internal Reorganizations — — ( 2,053 )

Contributions from Dow and DowDuPont — — 7,396

Debt extinguishment costs — — ( 79 )

Other financing activities, net ( 55 ) ( 30 ) ( 28 )

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Effect of exchange rate changes on cash, cash equivalents and restricted cash equivalents ( 278 ) ( 136 ) 7

Corteva, Inc.

Consolidated Financial Statements

(In millions) For the Year Ended December 31,

2021 2020 2019 1

Increase (decrease) on cash, cash equivalents and restricted cash equivalents ( 1,218 ) 963 1,700

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Income taxes 467 341 229

The cash flows for the year ended December 31, 2019 includes cash flows of EID's ECP and Specialty Products Entities.

See page F-24 for reconciliation of cash and cash equivalents and restricted cash equivalents presented in the Consolidated Balance Sheets to total cash, cash equivalents and restricted cash equivalents presented in the Consolidated Statements of Cash Flows.

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CONSOLIDATED STATEMENTS OF EQUITY

(In millions) Common Stock Additional Paid-in Capital "APIC" Divisional Equity Retained Earnings (Accum Deficit) Accumulated Other Comp Income (Loss) Non-controlling Interests Total Equity

(In millions) Common Stock Additional Paid-in Capital "APIC" Retained Earnings (Accum Deficit) Accumulated Other Comp Income (Loss) Non-controlling Interests Total Equity

Balance at January 1, 2020 $ 7 $ 27,997 $ ( 425 ) $ ( 3,270 ) $ 246 $ 24,555

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Other comprehensive income (loss) 380 380

Share-based compensation 60 ( 1 ) 59

Common dividends ($0.52 per share) ( 194 ) ( 194 ) ( 388 )

Distributions to Dow and DowDuPont ( 317 ) ( 317 )

Issuance of DowDuPont stock 39 39

Repurchase of common stock ( 216 ) ( 59 ) ( 275 )

Issuance of Corteva stock 56 56

Share-based compensation 41 62 103

Common Stock Repurchase ( 25 ) ( 25 )

Contributions from Dow and DowDuPont 7,396 7,396

Impact of Internal Reorganizations ( 56,479 ) 1,214 ( 231 ) ( 55,496 )

Reclassification of Divisional Equity to Additional Paid-in Capital 7 28,070 ( 28,077 ) —

Acquisition of a noncontrolling interest in consolidated subsidiaries ( 37 ) ( 15 ) ( 52 )

Other - net 41 ( 2 ) ( 12 ) 27

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Issuance of Corteva stock 100 100

Acquisition of a noncontrolling interest in consolidated subsidiaries ( 37 ) ( 15 ) ( 52 )

Other - net ( 10 ) ( 10 )

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3 Recent Accounting Guidance

4 Common Control Business Combination

5 Divestitures and Other Transactions

5 Restructuring and Asset Related Charges - Net

8 Related Party Transactions

6 Supplementary Information

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22 Segment Information

26 Subsequent Events

Corteva, Inc.

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Throughout these financial statements, except as otherwise noted by the context, the terms "Corteva" or "company" used herein mean Corteva, Inc.

and its consolidated subsidiaries (including EID) and the term “EID” used herein means E.

du Pont de Nemours and Company and its consolidated subsidiaries or E.

du Pont de Nemours and Company excluding its consolidated subsidiaries, as the context may indicate.

Additionally, on June 1, 2019, DowDuPont Inc.

changed its registered name to DuPont de Nemours, Inc.

(“DuPont”), for certain events prior to, or on, June 1, 2019, DuPont may be referred to as DowDuPont.

and its consolidated subsidiaries (including EIDP) and the term “EIDP” used herein means EIDP, Inc.

(formerly known as E.

du Pont de Nemours and Company) and its consolidated subsidiaries or EIDP, Inc.

excluding its consolidated subsidiaries, as the context may indicate.

Principles of Consolidation and Basis of Presentation

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(formerly known as DowDuPont Inc.) (“DowDuPont” or “DuPont”).

The separation was effectuated through a pro rata distribution (the “Corteva Distribution”) of all of the then-issued and outstanding shares of common stock, par value $ 0.01 per share, of Corteva, Inc., which was then a wholly-owned subsidiary of DowDuPont, to holders of record of DowDuPont common stock as of the close of business on May 24, 2019.

Previously, DowDuPont was formed on December 9, 2015, to effect an all-stock merger of equals strategic combination between The Dow Chemical Company ("Historical Dow") and EID.

On August 31, 2017 at 11:59 pm ET (the “Merger Effectiveness Time”) pursuant to the Agreement and Plan of Merger, dated as of December 11, 2015, as amended March 31, 2017 (the "Merger Agreement"), Historical Dow and EID each merged with wholly-owned subsidiaries of DowDuPont and became subsidiaries of DowDuPont (the “Merger”).

Prior to the Merger, DowDuPont did not conduct any business activities other than those required for its formation and matters contemplated by the Merger Agreement.

Subsequent to the Merger, Historical Dow and EID engaged in a series of internal reorganization and realignment steps to realign their businesses into three subgroups:

agriculture, materials science and specialty products through a series of tax-efficient transactions (collectively, the "Business Separations”).

Effective as of 5:00 pm ET on April 1, 2019, DowDuPont completed the separation of its materials science business into a separate and independent public company by way of a distribution of Dow Inc.

(“Dow”) through a pro rata dividend in-kind of all of the then-issued and outstanding shares of Dow’s common stock, par value $ 0.01 per share, to holders of DowDuPont's common stock, as of the close of business on March 21, 2019 (the “Dow Distribution” and together with the Corteva Distribution, the “Distributions”).

Prior to the Dow Distribution, Historical Dow conveyed or transferred the assets and liabilities aligned with Historical Dow’s agriculture business to separate legal entities (“Dow Ag Entities”) and the assets and liabilities associated with its specialty products business to separate legal entities (the “Dow SP Entities”).

On April 1, 2019, Dow Ag Entities and the Dow SP Entities were transferred and conveyed to DowDuPont.

In furtherance of the Business Separations, EID engaged in a series of internal reorganization and realignment steps (the “Internal Reorganization” and the "Business Realignment," respectively) to realign its businesses into three subgroups:

agriculture, materials science and specialty products.

As part of the Internal Reorganization:

• the assets and liabilities aligned with EID’s materials science business (“EID ECP”) were transferred or conveyed to separate legal entities that were ultimately conveyed by DowDuPont to Dow on April 1, 2019;

• the assets and liabilities aligned with EID’s specialty products business were transferred or conveyed to separate legal entities (“EID Specialty Products Entities”) that were ultimately distributed to DowDuPont on May 1, 2019;

• on May 2, 2019, DowDuPont conveyed Dow Ag Entities to EID and in connection with the foregoing, EID issued additional shares of its Common Stock to DowDuPont;

• on May 31, 2019, DowDuPont contributed EID to Corteva, Inc.

The separation was effectuated through a pro rata distribution (the “Corteva Distribution”) of all of the then-issued and outstanding shares of common stock of Corteva, Inc.

Subsequent to the Merger, Historical Dow and EIDP engaged in a series of internal reorganization and realignment steps to realign their businesses into three subgroups:

agriculture, materials science and specialty products ("Internal Reorganization").

On April 1, 2019, DowDuPont completed the separation of its materials science business into a separate and independent public company by way of a distribution of Dow common stock to holders of DowDuPont's common stock (the “Dow Distribution” and together with the Corteva Distribution, the “Distributions”).

On April 1, 2019, Historical Dow entities, which held certain assets and liabilities aligned with Historical Dow’s agriculture business and the assets and liabilities associated with its specialty products business, respectively, were transferred and conveyed to DowDuPont.

On April 1, 2019 and May 1, 2019, EIDP’s materials science and specialty products entities, along with their respective assets and liabilities, were conveyed to Dow and DowDuPont, respectively.

On May 2, 2019, DowDuPont conveyed Historical Dow agricultural entities to EIDP.

On May 6, 2019, the Board of Directors of DowDuPont approved the distribution of all the then issued and outstanding shares of common stock of Corteva, Inc., then a wholly-owned subsidiary of DowDuPont, to DowDuPont stockholders.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

2019, DowDuPont completed the Separation.

Each DowDuPont stockholder received one share of Corteva common stock for every three shares of DowDuPont common stock held at the close of business on May 24, 2019, the record date of distribution.

Corteva, Inc.'s common stock began trading the "regular way" under the ticker symbol "CTVA" on June 3, 2019, the first business day after June 1, 2019.

Upon becoming an independent company, the capital structure of Corteva consisted of 748,815,000 authorized shares of common stock (par value of $ 0.01 per share), which represents the number of common shares issued on June 3, 2019.

On May 31, 2019, DowDuPont contributed EIDP to Corteva, Inc.

and on June 1, 2019, the Separation was completed.

Information related to the Corteva Distribution and its effect on the company's financial statements is discussed throughout these Notes to the Consolidated Financial Statements.

As a result of the Business Realignment and the Internal Reorganization discussed above, Corteva owns 100 % of the outstanding common stock of EID.

EID is a subsidiary of Corteva, Inc.

and continues to be a reporting company, subject to the requirements of the Securities Exchange Act of 1934, as amended.

DAS Common Control Business Combination

The transfer or conveyance of DAS to Corteva was treated as a transfer of entities under common control.

As such, the company recorded the assets, liabilities, and equity of DAS on its balance sheet at their historical basis.

Transfers of businesses between entities under common control requires the financial statements to be presented as if the transaction had occurred at the point at which common control first existed (the Merger Effectiveness Time).

As a result, the accompanying Consolidated Financial Statements and Notes thereto include the results of DAS as of the Merger Effectiveness Time.

See Note 4 - Common Control Business Combination, to the Consolidated Financial Statements, for additional information.

For periods prior to the Corteva Distribution, the combined results of operations and assets and liabilities of EID and DAS were derived from the Consolidated Financial Statements and accounting records of EID as well as the carve-out financial statements of DAS.

The DAS carve-out financial statements reflect the historical results of operations, financial position, and cash flows of Historical Dow's Agricultural Sciences Business and include allocations of certain expenses for services from Historical Dow, including, but not limited to, general corporate expenses related to finance, legal, information technology, human resources, ethics and compliance, shared services, employee benefits and incentives, insurance, and stock-based compensation.

These expenses were allocated on the basis of direct usage when identifiable, with the remainder allocated under the basis of headcount or other measures.

The company's Consolidated Balance Sheets for all periods presented consist of Corteva, Inc.

and its consolidated subsidiaries.

The company's Consolidated Statements of Operations (the "Consolidated Statements of Operations") for all periods prior to the Corteva Distribution consist of the combined results of operations for Historical EID and DAS.

The Consolidated Statements of Operations for all periods after the Corteva Distribution represent the consolidated balances of the company.

Intercompany balances and transactions with Historical EID and DAS have been eliminated.

During the first quarter 2020, the company recorded an increase of $ 40 million to APIC relating to net assets recorded as

transferred as part of the 2019 Internal Reorganizations that were retained.

Divestiture of EID ECP and EID Specialty Products Entities

The transfer of EID ECP and EID Specialty Products Entities meets the criteria for discontinued operations and as such, results of operations are presented as discontinued operations and have been excluded from continuing operations for all periods presented.

The comprehensive income (loss), stockholder's equity and cash flows related to EID ECP and EID Specialty Products Entities have not been segregated and are included in the Consolidated Statements of Comprehensive Income (Loss), Consolidated Statements of Equity and Consolidated Statements of Cash Flows, respectively, for 2019.

Amounts related to EID ECP and EID Specialty Products Entities are consistently included or excluded from the Notes to the Consolidated Financial Statements based on the respective financial statement line item.

See Note 5 - Divestitures and Other Transactions, to the Consolidated Financial Statements, for additional information.

During the first quarter 2020, the company recorded an increase of $ 40 million to APIC relating to net assets recorded as transferred as part of the 2019 Internal Reorganizations that were retained.

Certain reclassifications of prior year's data have been made to conform to current year's presentation.

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Dollar (“USD”) is the functional currency for our related subsidiaries.

Argentina contributes approximately 5 percent to both the company's annual Sales and EBITDA.

Argentina contributes approximately 5 percent to both the company's annual Sales and Segment Operating EBITDA.

We remeasure net monetary assets and translate our financial statements utilizing the official Argentine Peso (“Peso”) to USD exchange rate.

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The devaluation of the Peso relative to the USD over the last several years has resulted in the recognition of exchange losses (refer to Note 6 – Supplementary Information, to the Consolidated Financial Statements).

As of December 31, 2021, a further 10 percent deterioration in the official Peso to USD

As of December 31, 2022, a further 10 percent deterioration in the official Peso to USD exchange rate would reduce the USD value of our net monetary assets and negatively impact pre-tax earnings by approximately $ 15 million.

We will continue to assess the implications to our operations and financial reporting.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

exchange rate would reduce the USD value of our net monetary assets and negatively impact pre-tax earnings by approximately $15 million.

We will continue to assess the implications to our operations and financial reporting.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

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Restricted Cash Equivalents

Restricted cash equivalents primarily consist of trust assets and contributions to the MOU Escrow Account of $ 377 million and $ 347 million as of December 31, 2021 and 2020, respectively.

The trust assets are classified as current and the contributions to the MOU Escrow Account are classified as noncurrent and included within other current assets and other assets, respectively, in the Consolidated Balance Sheets.

Restricted cash equivalents primarily consist of trust assets and contributions to the escrow account for the settlement of legacy PFAS matters and the associated qualified spend.

Corteva classifies restricted cash equivalents as current or noncurrent based on the nature of the restrictions, which are included in other current assets and other assets, respectively, in the Consolidated Balance Sheets.

See Note 6 - Supplementary Information, to the Consolidated Financial Statements, for further information.

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A financial instrument's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The company uses the following valuation techniques to measure fair value for its assets and liabilities:

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Level 3 – Unobservable inputs for the asset or liability, which are valued based on management's estimates of assumptions that market participants would use in pricing the asset or liability.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Foreign Currency Translation

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cost is generally determined by the average cost method.

As of December 31, 2021 and December 31, 2020, approximately 60 % and 40 % of the company's inventories were accounted for under the first-in, first-out ("FIFO") and average cost methods, respectively.

As of December 31, 2022, approximately 55 % and 45 % of the company's inventories were accounted for under the first-in, first-out ("FIFO") and average cost methods, respectively.

As of December 31, 2021, approximately 60 % and 40 % of the company's inventories were accounted for under the first-in, first-out ("FIFO") and average cost methods, respectively.

Inventories accounted for under the FIFO method are primarily comprised of products with shorter shelf lives such as seeds.

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Property, plant and equipment are carried at cost less accumulated depreciation.

In connection with the Merger, the fair value of property, plant and equipment was determined using a market approach and a replacement cost approach.

Depreciation is based on the estimated service lives of depreciable assets and is calculated using the straight-line method.

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When assets are surrendered, retired, sold, or otherwise disposed of, their gross carrying values and related accumulated depreciation are removed from the Consolidated Balance Sheets and included in determining gain or loss on such disposals.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Goodwill and Other Intangible Assets

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The company determines fair values for each of the reporting units using a discounted cash flow model (a form of the income approach) or the market approach.

Under the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an appropriate risk-adjusted rate.

The company's significant assumptions in this analysis included future cash flow projections, weighted average cost of capital, the terminal growth rate, and the tax rate.

Under the income approach, fair value is

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

determined based on the present value of estimated future cash flows, discounted at an appropriate risk-adjusted rate.

The company's significant assumptions in this analysis include future cash flow projections, weighted average cost of capital, the terminal growth rate, and the tax rate.

Under the market approach, the company uses metrics of publicly traded companies or historically completed transactions for comparable companies.

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The company continually evaluates the reasonableness of the useful lives of these assets.

Once these assets are fully amortized, they are removed from the Consolidated Balance Sheets.

Once these assets are no longer considered held and used, they are removed from the Consolidated Balance Sheets.

The company determines whether an arrangement is a lease at the inception of the arrangement based on the terms and conditions in the contract.

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The carrying value of a long-lived asset group is considered impaired when the total projected undiscounted cash flows from the assets are separately identifiable and are less than its carrying value.

In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair value of the long-lived asset.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

company's fair value methodology is an estimate of fair market value which is made based on prices of similar assets or other valuation methodologies including present value techniques.

In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair value of the long-lived asset group.

The company's fair value methodology is an estimate of fair market value which is made based on prices of similar assets or other valuation methodologies including present value techniques.

Long-lived assets to be disposed of by sale, if material, are classified as held for sale and reported at the lower of carrying amount or fair value less cost to sell, and depreciation is ceased.

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For derivative instruments designated as net investment hedges, the gain (loss) is reported within accumulated other comprehensive income (loss) until the subsidiary is divested.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

In the event that a derivative designated as a hedge of a firm commitment or an anticipated transaction is terminated prior to the maturation of the hedged transaction, the net gain or loss in accumulated other comprehensive income (loss) generally remains in accumulated other comprehensive income (loss) until the item that was hedged affects earnings.

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The company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the company expects to receive in exchange for those goods or services.

To determine revenue recognition for the arrangements that the company determines are within the scope of FASB ASU No.

2014-09, Revenue from Contracts with Customers (Topic 606), the company performs the following five steps:

To determine the revenue recognition for an arrangement considered to be a contract with a customer, the company performs the following five steps:

(1) identify the contract(s) with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when (or as) the entity satisfies a performance obligation.

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The company currently has certain third-party biotechnology trait license agreements, which require up-front and variable payments subject to the licensor meeting certain conditions.

These payments are reflected as other current assets and other assets and are amortized to cost of goods sold as seeds containing the respective trait technology are utilized over the life of the license.

These payments are reflected as other current assets and other assets in the Consolidated Balance Sheets and are amortized to cost of goods sold in the Consolidated Statement of Operations as seeds containing the respective trait technology are utilized over the life of the license.

The rate of royalty amortization expense recognized is based on the company’s strategic plans which include various assumptions and estimates including product portfolio, market dynamics, farmer preferences, growth rates and projected planted acres.

Changes in factors and assumptions included in the strategic plans, including potential changes to the product portfolio in favor of internally developed biotechnology, could impact the rate of recognition of the relevant prepaid royalty.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

At December 31, 2021, the balance of prepaid royalties reflected in other current assets and other assets was $ 303 million and $ 256 million, respectively.

At December 31, 2022, the balance of prepaid royalties reflected in other current assets and other assets in the Consolidated Balance Sheets was $ 224 million and $ 101 million, respectively.

The majority of the balance of prepaid royalties relates to the company’s wholly owned subsidiary, Pioneer Hi-Bred International, Inc.’s (“Pioneer”) non-exclusive license in the United States and Canada for the Monsanto Company's Genuity ® Roundup Ready 2 Yield ® glyphosate tolerance trait and Roundup Ready 2 Xtend ® glyphosate and dicamba tolerance trait for soybeans (“Roundup Ready 2 License Agreement”).

Each of these licensed technologies are now trademarks of the Bayer Group, which acquired the Monsanto Company in 2018.

The prepaid royalty asset relates to a series of up-front, fixed and variable royalty payments to utilize the traits in Pioneer’s soybean product mix.The company’s historical expectation has been that the technology licensed under the Roundup Ready 2 License Agreement would be used as the primary herbicide tolerance trait platform in the Pioneer ® brand soybean through the term of the agreement.

The prepaid royalty asset relates to a series of up-front, fixed and variable royalty payments to utilize the traits in Pioneer’s soybean product mix.

The company’s historical expectation was that the technology licensed under the Roundup Ready 2 License Agreement would be used as the primary herbicide tolerance trait platform in the Pioneer ® brand soybean through the term of the agreement.

DAS and MS Technologies, L.L.C.

jointly developed and own the Enlist E3 TM herbicide tolerance trait for soybeans which provides tolerance to 2, 4-D choline in Enlist Duo ® and Enlist One ® herbicides, as well as glyphosate and glufosinate herbicides.

In connection with the validation of breeding plans and large-scale product development timelines, during the fourth quarter of 2019, the company accelerated the ramp up of the Enlist E3 TM trait platform in the company’s soybean portfolio mix across all brands, including Pioneer ® brands, over the subsequent five years.

During the ramp-up period, the company is expected to significantly reduce the volume of products with the Roundup Ready 2 Yield ® and Roundup Ready 2 Xtend ® herbicide tolerance traits beginning in 2021, with expected minimal use of the trait platform thereafter for the remainder of the Roundup Ready 2 License Agreement (the “Transition Plan”).

In connection with the validation of breeding plans and large-scale product development timelines, during the fourth quarter of 2019, the company committed to accelerate the ramp up of the Enlist E3 TM trait platform in the company’s soybean

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

portfolio mix across all brands, including Pioneer ® brands, over the subsequent five years.

During the ramp-up period, the company has began to significantly reduce the volume of products with the Roundup Ready 2 Yield ® and Roundup Ready 2 Xtend ® herbicide tolerance traits, with expected minimal use of the trait platform thereafter for the remainder of the Roundup Ready 2 License Agreement (the “Transition Plan”).

The rate of royalty expense has therefore increased significantly through higher amortization of the prepaid royalty as fewer seeds containing the respective trait are expected to be utilized.

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Selling, general and administrative expenses primarily include selling and marketing expenses, commissions, functional costs, and business management expenses.

Integration and Separation Costs

Integration and separation costs includes costs incurred to prepare for and close the Merger, post-Merger integration expenses, and costs incurred to prepare for the Business Separations.

These costs primarily consist of financial advisory, information technology, legal, accounting, consulting and other professional advisory fees associated with preparation and execution of these activities.

Litigation and Other Contingencies

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Severance costs are accrued when management commits to a plan of termination and it becomes probable that employees will be entitled to benefits at amounts that can be reasonably estimated.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Insurance/Self-Insurance

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The current portion of uncertain income tax positions is included in income taxes payable or income tax receivable, and the long-term portion is included in other noncurrent obligations or other noncurrent assets in the Consolidated Balance Sheets.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Income tax related penalties are included in the provision for (benefit from) income taxes in the Consolidated Statements of Operations.

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Recently Adopted Accounting Guidance

In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848):

Scope, which provides certain optional expedients that allow derivative instruments impacted by changes in the interest rate used for margining, discounting or contract price alignment to qualify for certain optional relief.

The amendments in this Update are effective immediately for all entities and may be applied retrospectively as of any date from the beginning of any interim period that includes March 12, 2020 or prospectively to new modifications subsequent to the issuance of this Update.

The adoption of ASU 2021-01 did not have a material impact on the company’s financial position, results of operation or cash flows.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740):

Simplifying the Accounting for Income Taxes, which is part of the FASB’s Simplification Initiative to identify, evaluate, and improve areas of U.S.

GAAP for which cost and complexity can be reduced, while maintaining or improving the usefulness of the information provided to users of financial statements.

This ASU amends ASC 740, Income Taxes, by removing certain exceptions to the general principles, and clarifying and amending current guidance.

The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020.

The company adopted this guidance on January 1, 2021 and it did not have a material impact on the company’s financial position, results of operation or cash flows.

Accounting Guidance Issued But Not Adopted as of December 31, 2021

In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832):

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This standard is effective for fiscal years beginning after December 15, 2021, and early adoption is permitted.

The company is currently evaluating the impact of adopting this guidance.

NOTE 4 - COMMON CONTROL BUSINESS COMBINATIONS

DAS Common Control Combination

Based on an evaluation of the provisions of ASC 805 (Business Combinations), Corteva and DAS represented entities under common control, as both shared DowDuPont as their parent company.

As a result, the assets, liabilities and operations of

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Corteva and DAS were combined at their historical carrying amounts, and periods prior to the Internal Reorganizations are adjusted as if Corteva and DAS had been combined since the Merger Effectiveness Time, when the entities were first under common control.

Accordingly, in 2019, the accompanying Consolidated Financial Statements and Notes thereto were retrospectively revised to include the transferred net assets and results of operations of DAS beginning on September 1, 2017.

Refer to Note 1 - Background and Basis of Presentation, for additional information on the common control combination.

Intercompany balances and transactions with Historical EID and DAS have been eliminated.

NOTE 5 - DIVESTITURES AND OTHER TRANSACTIONS

Separation Agreements

In connection with the Distributions, DuPont, Corteva, and Dow (together, the “Parties” and each a “Party”) entered into certain agreements to effect the separation, provide for the allocation of DowDuPont’s assets, employees, liabilities and obligations (including its investments, property and employee benefits and tax-related assets and liabilities) among the Parties, and provide a framework for Corteva's relationship with Dow and DuPont following the separations and Distributions (collectively, the "Separation Agreements").

Effective April 1, 2019, the Parties entered into the following agreements referred to herein as:

the Separation and Distribution Agreement (the “Corteva Separation Agreement”);

the Tax Matters Agreement;

the Employee Matters Agreement;

and the Intellectual Property Cross-License Agreement.

Effective June 1, 2019, in connection with the Corteva Distribution, Corteva and DuPont entered into the following agreements:

the Intellectual Property Cross-License Agreement (the “Corteva-DuPont IP Cross-License Agreement”);

the Letter Agreement;

and the Amended and Restated Tax Matters Agreement.

Pursuant to the Separation Agreements, DuPont and Corteva indemnifies the other against certain litigation, environmental, tax, workers' compensation and other liabilities that arose prior to the Corteva Distribution.

The term of this indemnification is generally indefinite and includes defense costs and expenses, as well as monetary and non-monetary settlements and judgments.

In connection with the recognition of liabilities related to these matters, the company records an indemnification asset when recovery is deemed probable.

At December 31, 2021, the indemnification assets are $ 25 million within accounts and notes receivable - net and $ 75 million within other assets in the Consolidated Balance Sheet.

At December 31, 2021, the indemnification liabilities are $ 75 million within other noncurrent obligations in the Consolidated Balance Sheet.

Pursuant to the Separation Agreements, Dow and Corteva indemnifies the other against certain litigation, environmental, tax and other liabilities that arose prior to the Corteva Distribution.

The term of this indemnification is generally indefinite and includes defense costs and expenses, as well as monetary and non-monetary settlements and judgments.

In connection with the recognition of liabilities related to these matters, the company records an indemnification asset when recovery is deemed probable.

At December 31, 2021, the indemnification liabilities are $ 20 million within accrued and other current liabilities and $ 42 million within other noncurrent obligations in the Consolidated Balance Sheet.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

EID ECP Divestiture

As discussed in Note 1 - Background and Basis of Presentation, on April 1, 2019, EID completed the transfer of the entities and related assets and liabilities of EID ECP to DowDuPont.

As a result, the financial results of EID ECP are reflected as discontinued operations, as summarized below:

(In millions) For the Year Ended December 31, 2019

Net sales $ 362

Cost of goods sold

Research and development expense

Selling, general and administrative expenses

Amortization of intangibles

Restructuring and asset related charges - net

Integration and separation costs

Other income - net

(Loss) income from discontinued operations before income taxes 23

Provision for (benefit from) income taxes on discontinued operations 4

(Loss) income from discontinued operations after income taxes $ 19

The following table presents the depreciation, amortization of intangibles, and capital expenditures of the discontinued operations related to EID ECP:

(In millions) For the Year Ended December 31, 2019

Depreciation $ 28

Amortization of intangibles 23

Capital expenditures 16

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

EID Specialty Products Divestiture

As discussed in Note 1 - Background and Basis of Presentation, on May 1, 2019, the company completed the transfer of the entities and related assets and liabilities of the EID Specialty Products Entities to DowDuPont.

As a result, the financial results of the EID Specialty Products Entities are reflected as discontinued operations, as summarized below:

(In millions) For the Year Ended December 31, 2019

Net sales $ 5,030

Cost of goods sold 3,352

Research and development expense 204

Selling, general and administrative expenses 573

Amortization of intangibles 267

Restructuring and asset related charges - net 115

Integration and separation costs 253

Goodwill impairment 1,102

Other income - net 57

(Loss) income from discontinued operations before income taxes ( 779 )

Provision for (benefit from) income taxes on discontinued operations 80

(Loss) income from discontinued operations after income taxes $ ( 859 )

EID Specialty Products Impairment

As a result of the Merger and related acquisition method of accounting, Historical DuPont's assets and liabilities were measured at fair value resulting in increases to the company’s goodwill and other intangible assets.

The fair value valuation increased the risk that any declines in financial projections, including changes to key assumptions, could have a material, negative impact on the fair value of the company’s reporting units and assets, and therefore could result in an impairment.

As a result of the Internal Reorganization, in the second quarter of 2019, EID assessed the recoverability of the goodwill within the electronics and communications, protection solutions, nutrition and health, transportation and advanced polymers, packaging and specialty plastics, industrial biosciences, and clean technologies reporting units, and the overall carrying value of the net assets in the disposal group that was distributed to DowDuPont on May 1, 2019.

As a result of this analysis, the company determined that the fair value of certain reporting units related to the EID specialty products businesses were below carrying value resulting in pre-tax, non-cash goodwill impairment charges totaling $ 1,102 million reflected in (loss) income from discontinued operations after income taxes.

Revised financial projections reflect unfavorable market conditions, driven by slowed demand in the biomaterials business unit, coupled with challenging conditions in U.S.

bioethanol markets.

These revised financial projections resulted in a reduction in the long-term forecasts of sales and profitability as compared to prior projections.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The company’s analyses above using discounted cash flow models (a form of the income approach) utilized Level 3 unobservable inputs.

The company’s significant assumptions in these analyses include, but are not limited to, future cash flow projections, the weighted average cost of capital, the terminal growth rate, and the tax rate.

The company’s estimates of future cash flows are based on current regulatory and economic climates, recent operating results, and planned business strategies.

These estimates could be negatively affected by changes in federal, state, or local regulations or economic downturns.

Future cash flow estimates are, by their nature, subjective and actual results may differ materially from the company’s estimates.

The company also used a form of the market approach (utilizes Level 3 unobservable inputs), which is derived from metrics of publicly traded companies or historically completed transactions of comparable businesses.

The selection of comparable businesses is based on the markets in which the reporting units operate giving consideration to risk profiles, size, geography, and diversity of products and services.

As such, the company believes the current assumptions and estimates utilized are both reasonable and appropriate.

In addition, the company performed an impairment analysis related to the equity method investments held by the EID specialty products businesses, as of May 1, 2019.

The company applied the net asset value method under the cost approach to determine the fair value of the equity method investments in the EID specialty products businesses.

Based on updated projections, the company determined the fair value of an equity method investment was below the carrying value and had no expectation the fair value would recover in the short-term due to the current economic environment.

As a result, management concluded the impairment was other-than-temporary and recorded an impairment charge of $ 63 million, reflected in (loss) income from discontinued operations after income taxes.

Additionally, this impairment is reflected within restructuring and asset related charges - net in the year ended December 31, 2019, within the table above.

The following table presents the depreciation, amortization of intangibles, and capital expenditures of the discontinued operations related to the EID Specialty Products Entities:

For the Year Ended December 31,

(In millions) 2019

Depreciation $ 281

Amortization of intangibles 267

Capital expenditures

Merger Remedy - Divested Ag Business

As a condition of the regulatory approval for the Merger, including by the European Commission, EID was required to divest (the “Divested Ag Business”) certain assets related to its crop protection business and research and development ("R&D") organization, specifically EID’s Cereal Broadleaf Herbicides and Chewing Insecticides portfolios, including Rynaxypyr®, Cyazypyr® and Indoxacarb as well as the crop protection R&D pipeline and organization, excluding seed treatment, nematicides, and late-stage R&D programs.

On March 31, 2017, EID and FMC Corporation (“FMC”) entered into a definitive agreement (the "FMC Transaction Agreement"), and on November 1, 2017 FMC acquired the Divested Ag Business.

As a result of the agreement, EID entered into favorable contracts with FMC of $ 495 million, which were recorded as intangible assets recognized at the fair value of off-market contracts.

For the year ended December 31, 2019, the company recorded income from discontinued operations after income taxes related to the Divested Ag Business of $ 80 million related to changes in accruals for certain prior year tax positions.

Other Discontinued Operations Activity

For the year ended December 31, 2020, the company recorded income from discontinued operations after income taxes of $ 10 million related to the adjustment of certain prior year tax positions for previously divested businesses.

For the year ended December 31, 2019, the company recorded income from discontinued operations after income taxes of $ 89 million related to the adjustment of certain unrecognized tax benefits for positions taken on items from prior years from previously divested businesses.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The company adopted this guidance on January 1, 2022 and it did not have a material impact on the company’s disclosures.

Accounting Guidance Issued But Not Adopted as of December 31, 2022

In September 2022, the FASB issued ASU 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50):

Disclosure of Supplier Finance Program Obligations.

This ASU includes amendments that require a buyer in supplier finance programs to disclose key terms of the programs and related obligations, including a rollforward of such obligations.

This guidance is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, except for the rollforward requirement, which is effective for fiscal years beginning after December 15, 2023, and early adoption is permitted.

Retrospective application to all periods in which a balance sheet is presented is required, except for the rollforward requirement, which will be applied prospectively.

The adoption of this guidance will result in the company being required to include certain disclosures relating to supplier financing programs and related obligations.

NOTE 4 - REVENUE

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The standalone selling price is the observable price which depicts the price as if sold to a similar customer in similar circumstances.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Licenses of Intellectual Property

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The transaction price allocated to remaining performance obligations with an original duration of more than one year related to material rights granted to customers for contract renewal options were $ 131 million and $ 123 million at December 31, 2022 and December 31, 2021, respectively.

The company expects revenue to be recognized for the remaining performance obligations evenly over the period of 1 year to 6 years.

The company expects revenue to be recognized for the remaining performance obligations evenly over the period of one year to six years .

Contract Balances

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Accounts receivable are recorded when the right to consideration becomes unconditional.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Contract Balances December 31, 2022 December 31, 2021

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Seed and Crop Protection.

The company disaggregates its revenue by major product line and geographic region, as the company believes it best depicts the nature, amount and timing of its revenue and cash flows.

The company disaggregates its revenue by major product line and geographic region, as the company believes it best depicts the nature, amount and timing of its revenue.

Net sales by major product line are included below:

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

For the Year Ended December 31,

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Total $ 17,455 $ 15,655 $ 14,217

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Sales are attributed to geographic regions based on customer location.

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Refer to Note 21 - Geographic Information for the breakout of consolidated net sales by geographic area.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 5 - RESTRUCTURING AND ASSET RELATED CHARGES - NET

2022 Restructuring Actions

During the first quarter of 2021, Corteva approved restructuring actions designed to right-size and optimize its footprint and organizational structure according to the business needs in each region with the focus on driving continued cost improvement and productivity.

The company recorded net pre-tax restructuring charges in 2021 under the 2021 Restructuring Actions, as disclosed in the tables below.

The company does not anticipate any additional material charges from the 2021 Restructuring Actions as actions associated with this charge are substantially complete.

The charges related to the 2021 Restructuring Actions related to the segments, as well as corporate expenses, were as follows:

In connection with the company’s shift to a global business unit model, the company assessed its business priorities and operational structure to maximize the customer experience and deliver on growth and earnings potential.

As a result of this assessment, the company has committed to restructuring actions that, combined with the impact of the company’s separate announcement to withdraw from Russia (“Russia Exit”) (collectively the “2022 Restructuring Actions”), is expected to result in total net pre-tax restructuring and other charges of $ 350 million to $ 420 million comprised of $ 105 million to $ 120 million of severance and related benefit costs, $ 125 million to $ 150 million of asset related charges, $ 65 million to $ 80 million of costs related to contract terminations (including early lease terminations) and $ 55 million to $ 70 million of other charges.

Cash payments related to these charges are anticipated to be $ 180 million to $ 210 million, of which approximately $ 90 million has been paid through December 31, 2022, and primarily relate to the payment of severance and related benefits, contract terminations and other charges.

The restructuring actions associated with these charges are expected to be substantially complete in 2023.

The total net pre-tax restructuring and other charges included $ 48 million associated with the Russia Exit for the year ended December 31, 2022.

The Russia Exit net pre-tax restructuring charges consisted of $ 6 million of severance and related benefit costs, $ 6 million of asset related charges, and $ 26 million of costs related to contract terminations (including early lease terminations).

Other pre-tax charges associated with the Russia Exit were recorded to cost of goods sold and other income (expense) – net in the Consolidated Statement of Operations, relating to inventory write-offs of $ 2 million and settlement costs of $ 8 million, respectively.

Additional pre-tax charges up to $ 20 million associated with the Russia Exit are possible, primarily associated with the collectibility of government receivables.

The company also recorded a pre-tax benefit of $ 3 million relating to the sale of seeds already under production in Russia when the decision to exit the country was made and that the company was contractually required to purchase, which consisted of $ 8 million of net sales and $ 5 million of cost of goods sold in the Consolidated Statement of Operations (“Russian Seed Sale”).

The charges related to the 2022 Restructuring Actions related to the segments, as well as corporate expenses, for the year ended December 31, 2022 were as follows:

(In millions) For the Year Ended December 31, 2022

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Corporate expenses 111

This amount excludes the pre-tax charges impacting the Seed segment recorded to cost of goods sold and other income (expense) - net in the company's Consolidated Statement of Operations, relating to inventory write-offs of $33 million, and a gain on sale of a business of $15 million, settlement costs associated with the Russia Exit, and charges associated with the exit of a non-strategic asset of $5 million, respectively.

This amount also excludes the Russian Seed Sale, which impacted the Seed segment.

The following table is a summary of charges incurred related to 2022 Restructuring Actions for the year ended December 31, 2022:

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Contract termination charges 1

Total restructuring and asset charges - net $ 167

Total restructuring and asset related charges - net 2

Contract terminations includes early lease terminations.

This amount also excludes the Russian Seed Sale, which impacted the Seed segment.

Corteva, Inc.

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A reconciliation of the December 31, 2021 to the December 31, 2022 liability balances related to the 2022 Restructuring Actions is summarized below:

(In millions) Severance and Related Benefit Costs Asset Related 1

Contract Termination 2

(In millions) Severance and Related Benefit Costs Asset Related Contract Termination 1

Balance at December 31, 2021 $ — $ — $ — $ —

3 unchanged sentences

Balance at December 31, 2022 $ 71 $ — $ 12 $ 83

In addition, the company has a liability recorded for asset retirement obligations of $ 6 million as of December 31, 2021.

The liability for contract terminations includes lease obligations.

The cash impact of these obligations will be substantially complete by the end of 2022 .

Execute to Win Productivity Program

During the first quarter of 2020, Corteva approved restructuring actions designed to improve productivity through optimizing certain operational and organizational structures primarily related to the Execute to Win Productivity Program.

The company recorded net pre-tax restructuring charges of $ 185 million inception-to-date under the Execute to Win Productivity Program, consisting of $ 124 million of asset related charges and $ 61 million of severance and related benefit costs.

Actions associated with the Execute to Win Productivity Program were substantially complete by the end of 2020.

The Execute to Win Productivity Program charges related to the segments, as well as corporate expenses, were as follows:

The cash impact of these obligations will be substantially complete in 2023.

2021 Restructuring Actions

Through the year ended December 31, 2022, the company recorded net pre-tax restructuring charges of $ 160 million inception-to-date under the 2021 Restructuring Actions, consisting of $ 69 million of severance and related benefit costs, $ 45 million of asset related charges, $ 6 million of asset retirement obligations and $ 40 million of costs related to contract terminations (including early lease terminations).

The company does not anticipate any additional material charges from the 2021 Restructuring Actions as actions associated with this charge were substantially complete by the end of 2021.

The charges related to the 2021 Restructuring Actions related to the segments, as well as corporate expenses, for the years ended December 31, 2022 and 2021 were as follows:

For the Year Ended December 31,

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Total $ ( 7 ) $ 167

The below is a summary of charges incurred related to the Execute to Win Productivity Program for the year ended December 31, 2020:

The following table is a summary of charges incurred related to 2021 Restructuring Actions for the years ended December 31, 2022 and 2021:

For the Year Ended December 31,

(In millions) 2022 2021

Severance and related benefit costs - net $ ( 2 ) $ 63

Severance and related benefit costs $ ( 5 ) $ 74

Asset related charges — 51

Contract termination charges ( 2 ) 42

Total restructuring and asset related charges - net $ ( 7 ) $ 167

A reconciliation of the December 31, 2020 to the December 31, 2021 liability balances related to the Execute to Win Productivity Program is summarized below:

(In millions) Severance and Related Benefit (Credits) Costs Asset Related 1

A reconciliation of the December 31, 2021 to the December 31, 2022 liability balances related to the 2021 Restructuring Actions is summarized below:

(In millions) Severance and Related Benefit Costs Asset Related Contract Termination Total

Balance at December 31, 2021 $ 52 $ — $ 12 $ 64

Charges to income from continuing operations for the year ended December 31, 2021 ( 2 ) 11 9

Charges to income from continuing operations ( 5 ) — ( 2 ) ( 7 )

Payments ( 37 ) — ( 10 ) ( 47 )

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Balance at December 31, 2022 $ 10 $ — $ — $ 10

In addition, the company has a liability recorded for asset retirement obligations of $ 13 million as of December 31, 2021.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

DowDuPont Cost Synergy Program

In September and November 2017, DowDuPont and EID approved post-merger restructuring actions under the DowDuPont Cost Synergy Program (the “Synergy Program”), adopted at the time by the DowDuPont Board of Directors.

The Synergy Program was designed to integrate and optimize the organization following the Merger and in preparation for the Business Separations.

The company recorded net pre-tax restructuring charges of $ 833 million inception-to-date under the Synergy Program, consisting of severance and related benefit costs of $ 316 million, contract termination costs of $ 190 million, and asset related charges of $ 327 million.

Actions associated with the Synergy Program, including employee separations, were substantially complete by the end of 2019.

The Synergy Program net charges (benefits) related to the segments, as well as corporate expenses, were as follows:

Execute to Win Productivity Program

The company recorded net pre-tax restructuring charges of $ 173 million inception-to-date under the Execute to Win Productivity Program, consisting of $ 120 million of asset related charges and $ 53 million of severance and related benefit costs.

Actions associated with the Execute to Win Productivity Program were substantially complete by the end of 2020.

The Execute to Win Productivity Program charges related to the segments, as well as corporate expenses for the years ended December 31, 2022, 2021, and 2020, were as follows:

For the Year Ended December 31,

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Total $ ( 12 ) $ 9 $ 176

The below is a summary of net charges (benefits) incurred related to the Synergy Program for the years ended December 31, 2021, 2020 and 2019:

The following table is a summary of charges incurred related to the Execute to Win Productivity Program for the years ended December 31, 2022, 2021 and 2020:

For the Year Ended December 31,

(In millions) 2022 2021 2020

Severance and related benefit (credits) costs - net $ ( 1 ) $ ( 2 ) $ ( 7 )

Contract termination charges ( 3 ) — 69

Severance and related benefit costs - net $ ( 8 ) $ ( 2 ) $ 63

Asset related charges ( 4 ) 11 113

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Other Asset Related Charges

For the years ended December 31, 2021 and 2020, the company recognized $ 125 million and $ 159 million, respectively, in restructuring and asset related charges - net in the Consolidated Statements of Operations, from non-cash accelerated prepaid royalty amortization expense related to Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits.

Asset Impairment

During the year ended December 31, 2019, the company recognized non-cash impairment charges of $ 144 million pre-tax ($ 110 million after-tax) in restructuring and asset related charges - net in the company's Consolidated Statements of Operations related to certain in-process research and development ("IPR&D") assets within the seed segment.

Refer to Note 15 - Goodwill and Other Intangible Assets, and Note 23 - Fair Value Measurements, for further information.

NOTE 8 - RELATED PARTY TRANSACTIONS

Services Provided by and to Historical Dow and its affiliates

Following the Merger and prior to the Dow Distribution, Corteva reported transactions with Historical Dow and its affiliates as related party transactions.

Transactions with DowDuPont

In 2019 DowDuPont contributed cash to Corteva to fund portions of the company's debt redemption/repayment transactions.

See Note 17 - Long-Term Debt and Available Credit Facilities, to the Consolidated Financial Statements, for additional information.

In February 2019, the DowDuPont Board declared first quarter dividends per share of DowDuPont common stock payable on March 15, 2019.

EID declared and paid distributions to DowDuPont of about $ 317 million for the year ended December 31, 2019 to fund a portion of DowDuPont’s dividend payments.

For the years ended December 31, 2022, 2021, and 2020 the company recognized $ 109 million, $ 125 million, and $ 159 million respectively, in restructuring and asset related charges - net in the Consolidated Statements of Operations, from non-cash accelerated prepaid royalty amortization expense related to Roundup Ready 2 Yield® and Roundup Ready 2 Xtend® herbicide tolerance traits.

Corteva, Inc.

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NOTE 6 - SUPPLEMENTARY INFORMATION

Other Income - Net For the Year Ended December 31,

Other Income (Expense) - Net For the Year Ended December 31,

(In millions) 2022 2021 2020

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( 229 ) ( 54 ) ( 174 )

Non-operating pension and other post employment benefit credit (costs) 3

Non-operating pension and other post employment benefit credits (costs) 3

163 1,318 368

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( 156 ) ( 28 ) ( 36 )

Other income - net $ 1,348 $ 212 $ 215

The year ended December 31, 2021 includes a gain of $19 million relating to the sale of a business in Asia Pacific in the crop protection segment.

The year ended December 31, 2020 includes a loss of $( 53 ) million and a gain of $ 27 million relating to the expected sale of the La Porte site, for which the company signed an agreement in 2020, and the sale of a business in Asia Pacific in the crop protection segment, respectively.

Other income (expense) - net $ ( 60 ) $ 1,348 $ 212

The years ended December 31, 2022 and 2021 include a gain of $ 15 million and $ 19 million, respectively, relating to the sale of a business in the crop protection segment.

The year ended December 31, 2020 includes a loss of $( 53 ) million and a gain of $ 27 million relating to the sale of the La Porte site, for which the company signed an agreement in 2020, and closed during the first quarter of 2021, and the sale of a business in Asia Pacific in the crop protection segment, respectively.

Includes net pre-tax exchange gains (losses) of $( 110 ) million, $( 67 ) million and $( 82 ) million associated with the devaluation of the Argentine peso for the years ended December 31, 2022, 2021 and 2020, respectively.

Includes non-service related components of net periodic benefit credits (costs) (interest cost, expected long-term rate of return on plan assets, amortization of unrecognized gain (loss), amortization of prior service benefit and settlement gain (loss)).

Miscellaneous income (expenses) - net, includes losses from sale of receivables, tax indemnification adjustments related to changes in indemnification balances as a result of the application of the terms of the Tax Matters Agreement between Corteva and Dow and/or DuPont, and other items.

The year ended December 31, 2021 also includes the Employee Retention Credit of $ 60 million pursuant to the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act as enhanced by the Consolidated Appropriations Act (“CAA”) and American Rescue Plan Act (“ARPA”), a gain from the remeasurement of an equity investment of $ 47 million, a charge related to a contract termination with a third-party service provider of $( 54 ) million and the 2021 officer indemnification payment.

Includes non-service related components of net periodic benefit credits (costs) (interest cost, expected return on plan assets, amortization of unrecognized gain (loss), amortization of prior service benefit and settlement gain (loss)).

Includes losses from sale of receivables, tax indemnification adjustments related to changes in indemnification balances as a result of the application of the terms of the Tax Matters Agreement between Corteva and Dow and/or DuPont, and other items.

The years ended December 31, 2022 and 2021 also includes the Employee Retention Credit of $ 9 million and $ 60 million, respectively, pursuant to the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act as enhanced by the Consolidated Appropriations Act (“CAA”) and American Rescue Plan Act (“ARPA”).

The year ended December 31, 2022 also includes estimated settlement reserves of $( 87 ) million, losses associated with a previously held equity investment, legal accruals, settlement cost associated with the Russia Exit, and charges associated with the exit of a non-strategic asset.

The year ended December 31, 2021 includes a charge related to a contract termination with a third-party service provider of $( 54 ) million, a gain from the remeasurement of an equity investment of $ 47 million, and an officer indemnification payment.

Corteva, Inc.

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The hedging program gains (losses) are largely taxable (tax deductible) in the United States (U.S.), whereas the offsetting exchange gains (losses) on the remeasurement of the net monetary asset positions are often not taxable (tax deductible) in their local jurisdictions.

The net pre-tax exchange gains (losses) are recorded in other income - net and the related tax impact is recorded in provision for (benefit from) income taxes on continuing operations in the Consolidated Statements of Operations.

The net pre-tax exchange gains (losses) are recorded in other income (expense) - net and the related tax impact is recorded in provision for (benefit from) income taxes on continuing operations in the Consolidated Statements of Operations.

For the Year Ended December 31,

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Total cash, cash equivalents and restricted cash equivalents $ 3,618 $ 4,836

Restricted cash equivalents primarily relates to (i) a trust funded by EID for cash obligations under certain non-qualified benefit and deferred compensation plans due to the Merger, which was a change in control event, and is classified as current;

and (ii) contributions to the MOU Escrow Account as further described in Note 18 - Commitments and Contingent Liabilities, to the Consolidated Financial Statements, which is classified as noncurrent.

Restricted cash equivalents primarily relates to a trust funded by EIDP for cash obligations under certain non-qualified benefit and deferred compensation plans due to the Merger, which was a change in control event, and contributions to escrow accounts established for the settlement of certain legal matters, which are classified as current, and the settlement of legacy PFAS matters and the associated qualified spend, which is classified as noncurrent.

Accounts payable

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Accounts payable - trade, which is a component of accounts payable, was $ 3,717 million and $ 3,023 million at December 31, 2022 and December 31, 2021, respectively.

Accounts payable - other, which is a component of accounts payable, was $ 1,103 million and $ 1,058 million at December 31, 2021 and December 31, 2020, respectively.

Accrued discounts and rebates, which is a component of accounts payable, was approximately $ 1,030 million and $ 925 million at December 31, 2022 and 2021, respectively.

No other components of accounts payable were more than 5 percent of total current liabilities.

34 unchanged sentences

Exchange gains/losses 3

1.9 3.5 ( 1.8 )

State and local incomes taxes - net 0.3 2.1 4.0

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Tax settlements and expiration of statute of limitations 0.1 — 0.4

Repatriation of foreign earnings 5,6

Other – net 5

( 0.3 ) 1.3 1.2

Effective tax rate on income from continuing operations 14.7 % 22.3 % ( 12.0 ) %

4 unchanged sentences

GAAP results.

Includes a tax benefit of $(36) million for the year ended December 31, 2022, relating to the release of a valuation allowance recorded against the net deferred tax asset position of a legal entity in Brazil.

Includes a tax benefit of $(51) million for the year ended December 31, 2020, related to a return to accrual adjustment associated with an elective change in accounting method for the 2019 tax year impact of foreign tax provisions.

See Notes 4 - Common Control Business Combination, and Note 5 - Divestitures and Other Transactions, to the Consolidated Financial Statements, for additional information.

Includes net tax benefit of $(55) million for the year ended December 31, 2022, related to deferred tax assets established upon change in a U.S.

entity's tax characterization, as well as a net tax benefit of $(42) million for the year ended December 31, 2022, related to worthless stock deduction on Company's investment in a subsidiary after a change in the entity's legal structure.

Principally reflects the impact of foreign exchange gains and losses on net monetary assets for which no corresponding tax impact is realized.

Further information about the company's foreign currency hedging program is included in Note 6 - Supplementary Information, and Note 19 - Financial Instruments, under the heading Foreign Currency Risk.

Reflects tax benefits of $( 182 ) million primarily driven by the recognition of an elective cantonal component of the recent enactment of the Federal Act on Tax Reform and AHV Financing ("Swiss Tax Reform") for the year ended December 31, 2020.

Reflects tax benefits of $( 38 ) million associated with the enactment of the Federal Act on Tax Reform and AHV Financing ("Swiss Tax Reform"), for the year ended December 31, 2019.

Reflects tax benefits of $( 182 ) million primarily driven by the recognition of an elective cantonal component of the enactment of the Federal Act on Tax Reform and AHV Financing ("Swiss Tax Reform") for the year ended December 31, 2020.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Significant components of our net deferred tax asset (liability) were attributable to:

Prior year amounts in "other - net" and "repatriation of foreign earnings" for the years ended December 31, 2021 and 2020 have been reclassified from their previous presentation to conform to the current year's presentation.

Includes the effect of withholding tax on distribution of foreign earnings to the U.S., net of U.S.

foreign tax credits.

Significant components of the company's net deferred tax asset (liability) were attributable to:

Deferred Tax Balances at December 31, 2022 2021

(In millions) Assets Liabilities Assets Liabilities

$ — $ 341 $ — $ 297

Tax loss and credit carryforwards 2,3

Property $ — $ 447 $ — $ 341

Operating loss and tax credit carryforwards 1

Accrued employee benefits 680 — 904 —

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Net Deferred Tax Asset (Liability) $ ( 640 ) $ ( 782 )

Prior year classifications in property and other accruals and reserves have been adjusted from their previous presentation.

Primarily related to the realization of recorded tax benefits on tax loss and credit carryforwards from operations in the United States and Spain.

During the year ended December 31, 2022, the company adjusted the valuation allowances recorded against the net deferred tax asset position of various legal entities, the largest of which relates to a legal entity in Brazil that resulted in a tax benefit of $(36) million.

Prior year amounts in "other accruals and reserves" and "other – net" have been reclassified from their previous presentation to conform to the current year's presentation.

Adjustments did not impact the amount of the net deferred tax asset (liability) recorded in the Consolidated Balance Sheets.

Primarily related to the realization of recorded tax benefits on tax loss and credit carryforwards from operations in the United States, Brazil, and Spain.

In connection with the company's 2021 internal legal entity restructuring, the company reduced various state net operating loss carryforwards and corresponding full valuation allowances by $ 61 million.

There was no impact on the statement of operations.

During the year ended December 31, 2020, the company established a $ 19 million state tax valuation allowance in the U.S.

based on a change in judgement about the realizability of a deferred tax asset.

Details of the company’s operating loss and tax credit carryforwards are shown in the following table:

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Total Operating Loss and Tax Credit Carryforwards $ 363 $ 464

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows:

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows:

Total Gross Unrecognized Tax Benefits For the Year Ended December 31,

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Settlement of uncertain tax positions with tax authorities ( 24 ) ( 17 ) ( 18 )

Impact of Internal Reorganizations — — ( 278 )

Decreases due to expiration of statutes of limitations ( 5 ) ( 16 ) ( 7 )

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Distributions of profits from non-U.S.

subsidiaries are not expected to cause a significant incremental U.S.

tax impact in the future;

however, those distributions may still be subject to certain taxes upon repatriation, primarily where foreign withholding taxes apply.

subsidiaries are subject to certain taxes upon repatriation, primarily where foreign withholding taxes apply;

these taxes are partially offset by U.S.

foreign tax credits.

The company is asserting indefinite reinvestment related to certain investments in foreign subsidiaries.

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and local tax laws.

For periods between the Merger Effectiveness Time and the Corteva Distribution, Corteva and its subsidiaries were included in DowDuPont's consolidated federal income tax group and consolidated tax return.

Generally, the consolidated tax liability of the

For periods between the Merger on August 31, 2017, and the Corteva Distribution, Corteva and its subsidiaries were included in DowDuPont's consolidated federal income tax group and consolidated tax return.

Generally, the consolidated tax liability of the DowDuPont U.S.

tax group for each year was apportioned among the members of the consolidated group based on each member’s separate taxable income.

Corteva, DuPont and Dow intend that to the extent federal and/or state corporate income tax

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

DowDuPont U.S.

tax group for each year was apportioned among the members of the consolidated group based on each member’s separate taxable income.

Corteva, DuPont and Dow intend that to the extent Federal and/or State corporate income tax liabilities are reduced through the utilization of tax attributes of the other, settlement of any receivable and payable generated from the use of the other party’s sub-group attributes will be in accordance with a tax sharing agreement and/or tax matters agreement.

See Note 5 - Divestitures and Other Transactions, to the Consolidated Financial Statements for further information related to indemnifications between Corteva, Dow and DuPont.

liabilities are reduced through the utilization of tax attributes of the other, settlement of any receivable and payable generated from the use of the other party’s sub-group attributes will be in accordance with a tax sharing agreement and/or Tax Matters Agreement.

See Note 15 - Commitments and Contingent Liabilities, to the Consolidated Financial Statements for further information related to indemnifications between Corteva, DuPont and Dow.

On August 16, 2022, the U.S.

federal government enacted the Inflation Reduction Act of 2022 (“the Act”).

The Act includes tax provisions, among other things, which implements (i) a 15 percent minimum tax on book income of certain large corporations;

(ii) a one percent excise tax on net stock repurchases;

and (iii) several tax incentives to promote clean energy.

The company does not expect the Act to have a material impact on the company’s financial position, results of operations or cash flows.

Corteva, Inc.

1 unchanged sentence

NOTE 8 - EARNINGS PER SHARE OF COMMON STOCK

On June 1, 2019, the date of the Corteva Distribution, 748,815,000 shares of the company’s common stock were distributed to DowDuPont shareholders of record as of May 24, 2019.

The following tables provide earnings per share calculations for the periods indicated below:

4 unchanged sentences

Income (loss) from continuing operations attributable to Corteva common stockholders 1,205 1,812 736

(Loss) income from discontinued operations, net of tax ( 53 ) ( 55 ) ( 671 )

Net income (loss) attributable to discontinued operations noncontrolling interests — — 5

(Loss) income from discontinued operations attributable to Corteva common stockholders ( 58 ) ( 53 ) ( 55 )

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Weighted-average common shares - basic 720.8 735.9 748.7

735.9 748.7 749.5

Plus dilutive effect of equity compensation plans 1

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Potential shares of common stock excluded from EPS calculations 2

Share amounts for all periods prior to the Corteva Distribution were based on 748.8 million shares of Corteva, Inc.

common stock distributed to holders of DowDuPont's common stock on June 1, 2019, plus 0.6 million of additional shares in which accelerated vesting conditions have been met.

Diluted earnings (loss) per share considers the impact of potentially dilutive securities except in periods in which there is a loss because the inclusion of the potential common shares would have an anti-dilutive effect.

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Accounts receivable – trade and notes receivable – trade are net of allowances of $ 194 million and $ 210 million at December 31, 2022 and December 31, 2021, respectively.

Allowances are equal to the estimated uncollectible amounts and are based on the expected credit losses and were developed using a loss-rate method.

Notes receivable – trade primarily consists of receivables for deferred payment loan programs for the sale of seed products to customers.

Notes receivable – trade primarily consists of receivables for deferred payment loan programs for the sale of seed and crop protection products to customers.

These loans have terms of one year or less and are primarily concentrated in North America.

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The company establishes the allowance for doubtful receivables using a loss-rate method where the loss rate is developed using past events, historical experience, current conditions and forecasts that affect the collectability of the financial assets.

The following table summarizes changes in the allowance for doubtful receivables for the year ended December 31, 2021 and 2020, respectively:

The following table summarizes changes in the allowance for doubtful receivables for the years ended December 31, 2022 and 2021 respectively:

(In millions)

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Balance at December 31, 2021 $ 210

Balance at December 31, 2020 $ 208

Net provision for credit losses ( 13 )

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Balance at December 31, 2022 $ 194

Prior year classifications in the changes in the allowance for doubtful receivables have been adjusted from their previous presentation.

Adjustments did not impact the amount of the provision or the allowance for doubtful receivables recorded in the Consolidated Statements of Operations or the Consolidated Balance Sheets.

The company enters into various factoring agreements with third-party financial institutions to sell its trade receivables under both recourse and non-recourse agreements in exchange for cash proceeds.

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Trade receivables sold under these agreements were $ 134 million, $ 272 million, and $ 255 million for the years ended December 31, 2022, 2021 and 2020, respectively.

The trade receivables sold that remained outstanding under these agreements which include an element of recourse as of December 31, 2021 and December 31, 2020 were $ 166 million and $ 157 million, respectively.

The net proceeds received were included in cash provided by (used for) operating activities in the Consolidated

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Statements of Cash Flows.

The difference between the carrying amount of the trade receivables sold and the sum of the cash received is recorded as a loss on sale of receivables in other income - net in the Consolidated Statements of Operations.

The trade receivables sold that remained outstanding under these agreements which include an element of recourse as of December 31, 2022 and 2021 were $ 37 million and $ 166 million, respectively.

The net proceeds received were included in cash provided by (used for) operating activities in the Consolidated Statements of Cash Flows.

The difference between the carrying amount of the trade receivables sold and the sum of the cash received is recorded as a loss on sale of receivables in other income (expense) - net in the Consolidated Statements of Operations.

The loss on sale of receivables were $ 19 million, $ 54 million, and $ 55 million for the years ended December 31, 2022, 2021 and 2020, respectively.

See Note 15 - Commitments and Contingent Liabilities, to the Consolidated Financial Statements, for additional information on the company’s guarantees.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 10 - INVENTORIES

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Total inventories $ 6,811 $ 5,180

As a result of the Merger, a fair value step-up of $ 2,297 million was recorded for inventories.

This fair value step-up was fully

amortized, as of December 31, 2019.

During the year ended December 31, 2019, the company recognized $ 272 million in cost of goods sold in the Consolidated Statements of Operations related to the amortization of the step-up.

NOTE 11 - PROPERTY, PLANT AND EQUIPMENT

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Currency translation adjustment ( 73 ) ( 87 ) ( 160 )

Other goodwill adjustments and acquisitions 1

Other goodwill adjustments 1

— ( 2 ) ( 2 )

1 unchanged sentence

Currency translation adjustment ( 63 ) ( 72 ) ( 135 )

Other goodwill adjustments and acquisitions 2

Other goodwill adjustments 2

9 ( 19 ) ( 10 )

Balance as of December 31, 2022 $ 4,618 $ 5,344 $ 9,962

Primarily consists of the goodwill included in the sale of businesses in the crop protection segment.

Consists of the goodwill included in the sale of a business in the seed segment.

The company tests goodwill for impairment annually (during the fourth quarter), or more frequently when events or changes in circumstances indicate it is more likely than not that the fair value of a reporting unit has declined below its carrying value.

As mentioned in Note 2 - Summary of Significant Accounting Policies, as a result of the Internal Reorganizations and Business Realignments, the company changed its reportable segments to seed and crop protection to reflect the manner in which the company's chief operating decision maker assesses performance and allocates resources.

The change in reportable segments resulted in changes to the company's reporting units for goodwill impairment testing to align with the level at which discrete financial information is available for review by management.

The company’s reporting units include seed, crop protection and digital.

During the second quarter of 2020, the company determined a triggering event had occurred as a result of changes in the company's long-term projections driven largely by the impacts of the COVID-19 pandemic on the mid-term forecasted cash flows of the business, including, but not limited to currency fluctuations, expectations of future planted area (as influenced by consumer demand, ethanol markets and government policies and regulations) and relative commodity prices, which required an interim impairment assessment for its seed and crop protection reporting units and trade name indefinite lived intangible asset.

Based on the impairment analysis performed over the company’s trade name indefinite lived intangible asset it was determined that the fair value approximated the carrying value, and no impairment charge was necessary.

The company performed quantitative testing on all of its reporting units and determined that no goodwill impairments existed in 2021 and 2020.

Consists primarily of the goodwill included in the sale of a business in the crop protection segment and the reassignment of former digital reporting unit goodwill from the seed to the crop protection segment.

The company tests goodwill and other indefinite-lived intangible assets for impairment annually (during the fourth quarter), or more frequently when events or changes in circumstances indicate it is more likely than not that the fair value of a reporting unit has declined below its carrying value.

Goodwill is evaluated for impairment using qualitative and / or quantitative testing procedures.

The company performs goodwill impairment testing at the reporting unit level which is defined as the operating segment or one level below the operating segment.

One level below the operating segment, or component, is a business in which discrete financial information is available and regularly reviewed by segment management.

The company aggregates certain components into reporting units based on economic similarities.

In April 2022, the company implemented a global business unit organization model ("BU Reorganization").

The BU Reorganization did not have a material impact to the company’s historical reportable segments’ financial measures and had no impact on our determination of operating segments.

However, it did result in the company’s digital reporting unit being merged into the seed and crop protection reporting units with the goodwill relating to the former digital reporting unit being reassigned to the seed and crop protection reporting units using a relative fair value allocation approach.

As a result of the BU Reorganization, the company determined that a triggering event had occurred during the second quarter of 2022 that required an interim impairment assessment as of April 1, 2022.

The interim impairment assessment was performed for the seed, crop protection, and the former digital reporting units immediately prior to the BU Reorganization and for the seed and crop protection reporting units immediately after the BU Reorganization resulting in no goodwill impairment charges.

The company performed annual quantitative testing on all of its reporting units and determined that no goodwill impairments existed in 2022 and 2021.

As of December 31, 2022, accumulated impairment losses on goodwill were $ 4,503 million.

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Trademarks/trade names 2,009 ( 251 ) 1,758 2,012 ( 172 ) 1,840

2,012 ( 172 ) 1,840 2,019 ( 99 ) 1,920

Favorable supply contracts 1

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Total $ 12,102 $ ( 2,763 ) $ 9,339 $ 12,605 $ ( 2,561 ) $ 10,044

Beginning on October 1, 2020, the company changed its indefinite life assertion of its trade name asset to definite lived with a useful life of 25 years.

This change is the result of the launch of Brevant TM seed in the retail channel in the U.S.

Prior to changing the useful life of the trade name asset, the company tested the asset for impairment under ASC 350 - Intangibles, Goodwill and Other, concluding the asset was not impaired.

Primarily consists of sales and farmer networks, marketing and manufacturing alliances and noncompetition agreements.

During the third quarter of 2019, and in connection with strategic product and portfolio reviews, the company determined that the fair value of certain intangible assets classified as developed technology, other intangible assets and IPR&D within the seed segment that primarily relate to heritage DAS intangibles previously acquired from Cooperativa Central de Pesquisa Agrícola's ("Coodetec") was less than the carrying value due to the company’s focus on advancing more competitive products and eliminating redundancy and complexity across the breeding programs.

For IPR&D and developed technology, the company concluded these projects were abandoned.

For other intangible assets, the company performed an impairment assessment using the relief from royalty method (a form of the income approach) using Level 3 inputs within the fair value hierarchy.

The significant assumptions used in the calculation included projected revenue, royalty rates and discount rates.

These significant assumptions involve management judgment and estimates relating to future operating performance and economic conditions that may differ from actual cash flows.

As a result, the company recorded a pre-tax, non-cash intangible asset impairment charge of $ 54 million ($ 41 million after-tax), which is reflected in restructuring and asset related charges - net, in the company's Consolidated Statements of Operations for the year ended December 31, 2019.

There were no indicators of impairment for the company’s other intangible assets that suggested that the fair value was less than its carrying value at December 31, 2019, except for IPR&D.

As a result of the company’s decision, during the fourth quarter of 2019, to accelerate the ramp up of the Enlist E3 TM trait platform in the company’s soybean portfolio mix across all brands over the subsequent five years with minimal use of the Roundup Ready 2 Yield ® and Roundup Ready 2 Xtend ® traits thereafter for the remainder of the Roundup Ready 2 License Agreement, the company determined that certain IPR&D projects associated with Roundup Ready 2 Xtend ® were not recoverable and were impaired.

These IPR&D projects were either abandoned or tested for impairment using the relief from royalty method (a form of the income approach) using Level 3 inputs within the fair value hierarchy.

The key assumptions used in the relief from royalty method calculation included projected revenue, royalty rates and discount rates.

These key assumptions involve management judgment and estimates relating to future operating performance and economic conditions that may differ from actual cash flows.

As a result, the company recorded a pre-tax, non-cash intangible asset charge of $ 90 million ($ 69 million after-tax), which is reflected in restructuring and asset related charges - net, in the company's Consolidated Statements of Operations for the year ended December 31, 2019.

Effective November 1, 2022, the favorable supply contracts expired and were fully amortized.

P rimarily consists of sales and farmer networks, marketing and manufacturing alliances and noncompetition agreements.

The aggregate pre-tax amortization expense from continuing operations for definite-lived intangible assets was $ 702 million, $ 722 million, and $ 682 million, for the year ended December 31, 2022, December 31, 2021, and December 31, 2020, respectively.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Total estimated amortization expense for the next five fiscal years is as follows:

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The company has operating and finance leases for real estate, transportation, certain machinery and equipment, and information technology assets.

The company’s leases have remaining lease terms of 1 to 50 years.

The company’s leases have remaining lease terms of approximately 1 to 40 years.

For purposes of calculating operating lease liabilities, lease terms may be deemed to include options to extend the lease when it is reasonably certain that the company will exercise that option.

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The company's lease agreements do not contain any material restrictive covenants.

The components of lease cost are as follows:

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The components of lease cost for the years ended December 31, 2022, 2021 and 2020 were as follows:

For the Year Ended December 31,

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Amortization of right-of-use assets 1 1 2

Interest on lease liabilities — —

Total finance lease cost 1 1 2

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Total lease cost $ 179 $ 181 $ 220

New leases entered into during the years ended December 31, 2021 and December 31, 2020 were not material, on an individual basis .

Supplemental cash flow information related to leases is as follows:

Supplemental cash flow information related to leases for the years ended December 31, 2022, 2021 and 2020 was as follows:

For the Year Ended December 31,

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Operating cash outflows from operating leases $ 155 $ 169 $ 202

Operating cash outflows from finance leases $ — $ —

Financing cash outflows from finance leases $ 1 $ 1 $ 1

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

New leases entered into during the years ended December 31, 2022 and 2021 were not material, on an individual basis .

Supplemental balance sheet information related to leases is as follows:

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Financing leases 3.29 % 3.29 %

Maturities of lease liabilities are as follows:

Maturity of Lease Liabilities at December 31, 2021 Operating Leases Financing Leases

(In millions)

2022 $ 132 $ 1

2027 and thereafter 106 —

Total lease payments 512 4

Interest 53 —

Present value of lease liabilities $ 459 $ 4

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Maturities of lease liabilities are as follows:

Maturity of Lease Liabilities at December 31, 2022 Operating Leases Financing Leases

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Total $ 1,283 $ 1,100

Principal payments of long-term debt are $ 500 million for long-term debt maturing in 2025.

Principal payments of long-term debt are $ 181 million and $ 500 million for debt maturing in 2024 and 2025, respectively.

The estimated fair value of the company's long-term borrowings, was determined using Level 2 inputs within the fair value hierarchy, as described in Note 2 - Summary of Significant Accounting Policies.

Based on quoted market prices for the same or similar issues, or on current rates offered to the company for debt of the same remaining maturities, the fair value of the company's long-term borrowings, not including long-term debt due within one year, was $ 1,172 million and $ 1,120 million at December 31, 2022 and 2021, respectively.

Debt Offering

In May 2020, EID issued $ 500 million of 1.70 percent Senior Notes due 2025 and $ 500 million of 2.30 percent Senior Notes due 2030 (the May 2020 Debt Offering).

The proceeds of this offering are intended to be used for general corporate purposes.

Foreign Currency Loans

The company enters into short-term and long-term foreign currency loans from time-to-time by accessing uncommitted revolving credit lines to fund working capital needs of foreign subsidiaries in the normal course of business ("Foreign Currency Loans").

Interest rates are variable and determined at the time of borrowing.

Total unused bank credit lines on the Foreign Currency Loans at December 31, 2022 was approximately $ 75 million.

The company's long-term Foreign Currency Loans have varying maturities through 2024.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Available Committed Credit Facilities

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Revolving Credit Facility May 2022 2,000 2,000 May 2025 Floating Rate

364-Day Revolving Credit Facility May 2022 500 500 May 2023 Floating Rate

Total Committed and Available Credit Facilities $ 5,500 $ 5,500

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Revolving Credit Facilities

In November 2018, EID entered into a $ 3.0 billion, 5 year revolving credit facility and a $ 3.0 billion, 3 -year revolving credit facility (the "Revolving Credit Facilities”).

In November 2018, EIDP entered into a $ 3 billion, 5 year revolving credit facility and a $ 3 billion, 3 -year revolving credit facility (the "Revolving Credit Facilities”).

The Revolving Credit Facilities became effective May 2019.

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Other than the change in maturity date, there were no material modifications to the terms of the credit facility.

During May 2022, the Revolving Credit Facilities were refinanced for purposes of extending the maturity dates to 2027 and 2025 for the 5-year and 3-year Revolving Credit Facilities, respectively, lowering the facility amount of the 3-year revolving credit facility to $ 2 billion and transitioning the interest rate to Adjusted Term SOFR, which is Term SOFR plus 0.10 percent, plus the applicable margin.

The Revolving Credit Facilities may serve as a substitute to the company's commercial paper program, and can be used from time to time, for general corporate purposes including, but not limited to, the funding of seasonal working capital needs.

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Additionally, the Revolving Credit Facilities contain a financial covenant requiring that the ratio of total indebtedness to total capitalization for Corteva and its consolidated subsidiaries not exceed 0.60 .

In March 2020, the company drew down $ 500 million under the $ 3.0 billion 3 -year revolving credit facility as a result of the volatility and increased borrowing costs of commercial paper resulting from the unstable market conditions caused by the COVID-19 pandemic and repaid that borrowing in full in June 2020.

There were no additional borrowings and the unused commitments under the 3 -year revolving credit facility were $ 3.0 billion as of December 31, 2021.

Debt Redemptions/Repayments

On March 22, 2019, EID issued notices of redemption in full of all of its outstanding notes (the “Make Whole Notes”) listed in the table below:

(in millions) Amount

4.625% Notes due 2020 $ 474

3.625% Notes due 2021 296

4.250% Notes due 2021 163

2.800% Notes due 2023 381

6.500% Debentures due 2028 57

5.600% Senior Notes due 2036 42

4.900% Notes due 2041 48

4.150% Notes due 2043 69

Total $ 1,530

The Make Whole Notes were redeemed on April 22, 2019 at the make-whole redemption prices set forth in the respective Make Whole Notes.

On and after the date of redemption, the Make Whole Notes were no longer deemed outstanding, interest on the Make Whole Notes ceased to accrue and all rights of the holders of the Make Whole Notes were terminated.

In March 2016, EID entered into a credit agreement that provided for a 3 -year, senior unsecured term loan facility in the aggregate principal amount of $ 4.5 billion (as amended, from time to time, the "Term Loan Facility") under which EID could make up to seven term loan borrowings and amounts repaid or prepaid were not available for subsequent borrowings.

On May 2, 2019, EID terminated its Term Loan Facility and repaid the aggregate outstanding principal amount of $ 3 billion plus accrued and unpaid interest through and including May 1, 2019.

In connection with the repayment of the Make Whole Notes and the Term Loan Facility, EID paid a total of $ 4.6 billion in the second quarter 2019, which included breakage fees and accrued and unpaid interest on the Make Whole Notes and Term Loan Facility.

The repayment of the Make Whole Notes and Term Loan Facility was funded with cash from operations and a contribution from DowDuPont.

On May 7, 2019, DowDuPont publicly announced the record date in connection with the Corteva Distribution.

In connection with such announcement, EID was required to redeem $ 1.25 billion aggregate principal amount of 2.20 % Notes due 2020 and $ 750 million aggregate principal amount of Floating Rate Notes due 2020 (collectively, the Special Mandatory Redemption, or “SMR Notes”) setting forth the date of redemption of the SMR Notes.

On May 17, 2019 EID redeemed and paid a total of $ 2 billion, which included accrued and unpaid interest on the SMR Notes.

EID funded the payment with a contribution from DowDuPont.

Following the redemption, the SMR Notes are no longer outstanding and no longer bear interest, and all rights of the holders of the SMR Notes have terminated.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

EID recorded a loss on the early extinguishment of debt of $ 13 million for the year ended December 31, 2019, related to the difference between the redemption price and the par value of the Make Whole Notes, the Term Loan Facility, and the SMR Notes, partially offset by the write-off of unamortized step-up related to the fair value step-up of EID’s debt.

At December 31, 2022, the company was in compliance with these covenants.

364-Day Revolving Credit Facility

In May 2022, the company entered into a $ 500 million, 364 -day revolving credit agreement (the “364-Day Revolving Credit Facility”) expiring in May 2023.

Borrowings under the 364 -Day Revolving Credit Facility will have an interest rate equal to Adjusted Term SOFR, which is Term SOFR plus 0.10 percent, plus the applicable margin.

The 364 -Day Revolving Credit Facility includes a provision under which the company may convert any advances outstanding prior to the maturity date into term loans having a maturity date up to one year later.

The 364 -Day Revolving Credit Facility will be used for general corporate purposes including, but not limited to, the funding of seasonal working capital needs.

The 364 -Day Revolving Credit Facility contains customary representations and warranties, affirmative and negative covenants and events of default that are typical for companies with similar credit ratings.

Additionally, the 364 -Day Revolving Credit Facility contains a financial covenant requiring that the ratio of total indebtedness to total capitalization for Corteva and its consolidated subsidiaries not exceed 0.60 .

At December 31, 2022, the company was in compliance with these covenants.

In January 2023, the company amended and restated the 364 -Day Revolving Credit Facility agreement to increase the facility amount to $ 1 billion and extend the expiration date from May 2023 to January 2024.

Uncommitted Credit Facilities and Outstanding Letters of Credit

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These letters of credit support commitments made in the ordinary course of business.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 15 - COMMITMENTS AND CONTINGENT LIABILITIES

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The maximum amount of potential future payments is generally unlimited.

See below for additional information relating to the indemnification obligations under the Corteva Separation Agreement and the Chemours Separation Agreement.

See below for additional information relating to the indemnification obligations under the Chemours Separation Agreement and the Corteva Separation Agreement.

Obligations for Customers and Other Third Parties

The company has directly guaranteed various debt obligations under agreements with third parties related to customers and other third parties.

At December 31, 2021 and December 31, 2020, the company had directly guaranteed $ 105 million and $ 94 million, respectively, of such obligations.

At December 31, 2022 and 2021, the company had directly guaranteed $ 88 million and $ 105 million, respectively, of such obligations.

These amounts represent the maximum potential amount of future (undiscounted) payments that the company could be required to make under the guarantees in the event of default by the guaranteed party.

All of the maximum future payments at December 31, 2021, had terms less than one year.

The maximum future payments include $ 21 million and $ 17 million of guarantees related to the various factoring agreements that the company enters into with third-party financial institutions to sell its trade receivables at December 31, 2021 and December 31, 2020, respectively.

Of the maximum future payments at December 31, 2022, approximately $ 15 million had terms greater than one year.

The maximum future payments include $ 16 million and $ 21 million of guarantees related to the various factoring agreements that the company enters into with third-party financial institutions to sell its trade receivables at December 31, 2022 and 2021, respectively.

See Note 9 - Accounts and Notes Receivable - Net, to the Consolidated Financial Statements, for additional information.

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The terms of the guarantees are equivalent to the terms of the customer loans that are primarily made to finance customer invoices.

The total amounts owed from customers to the lenders relating to these agreements was $ 15 million and $ 16 million at December 31, 2021 and December 31, 2020, respectively.

The total amounts owed from customers to the lenders relating to these agreements was $ 202 million and $ 15 million at December 31, 2022 and 2021, respectively.

The company assesses the payment/performance risk by assigning default rates based on the duration of the guarantees.

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The company has entered into various agreements where the company is indemnified for certain liabilities.

The term of this indemnification is generally indefinite, with exceptions, and includes defense costs and expenses, as well as monetary and non-monetary settlements and judgments.

In connection with the recognition of liabilities related to these matters, the company records an indemnification asset when recovery is deemed probable.

See Note 5 - Divestitures and Other Transactions, to the Consolidated Financial Statements, for additional information related to indemnifications between Corteva, DuPont and Dow.

Chemours/Performance Chemicals

Pursuant to the Chemours Separation Agreement resulting from the 2015 spin-off of the Performance Chemicals segment from Historical DuPont, Chemours indemnifies the company against certain litigation, environmental, workers' compensation and other liabilities that arose prior to the distribution.

The term of this indemnification is generally indefinite and includes defense costs and expenses, as well as monetary and non-monetary settlements and judgments.

In connection with the recognition of liabilities related to these matters, the company records an indemnification asset when recovery is deemed probable.

In 2017, the Chemours Separation Agreement was amended to provide for a limited sharing of potential future liabilities related to alleged historical releases of perfluorooctanoic acids and its ammonium salts (“PFOA”) for a five-year period that began on

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

July 6, 2017.

In addition, in 2017, Chemours and EID settled multi-district litigation in the U.S.

In addition, in 2017, Chemours and EIDP settled multi-district litigation in the U.S.

District Court for the Southern District of Ohio (“Ohio MDL”), resolving claims of about 3,550 plaintiffs alleging injury from exposure to PFOA in drinking water as a result of the historical manufacture or use of PFOA at the Washington Works plant outside Parkersburg, West Virginia.

This plant was previously owned and/or operated by the performance chemicals segment of EID and is now owned and/or operated by Chemours.

On May 13, 2019, Chemours filed suit in the Delaware Court of Chancery against DuPont, EID, and Corteva, seeking, among other things, to limit its responsibility for the litigation and environmental liabilities allocated to and assumed by Chemours under the Chemours Separation Agreement (the “Delaware Litigation”).

This plant was previously owned and/or operated by the performance chemicals segment of EIDP and is now owned and/or operated by Chemours.

On May 13, 2019, Chemours filed suit in the Delaware Court of Chancery against DuPont, EIDP, and Corteva, seeking, among other things, to limit its responsibility for the litigation and environmental liabilities allocated to and assumed by Chemours under the Chemours Separation Agreement (the “Delaware Litigation”).

On March 30, 2020, the Court of Chancery granted a motion to dismiss.

On December 15, 2020, the Delaware Supreme Court affirmed the judgment of the Court of Chancery.

Meanwhile, a confidential arbitration process regarding the same and other claims has proceeded (the “Pending Arbitration”).

On January 22, 2021, Chemours, DuPont, Corteva and EID entered into a binding memorandum of understanding containing a settlement to resolve legal disputes originating from the Delaware Litigation and Pending Arbitration, and to establish a cost sharing arrangement and escrow account to be used to support and manage potential future legacy per- and polyfluoroalkyl substances (“PFAS”) liabilities arising out of pre-July 1, 2015 conduct (the “MOU”).

Meanwhile, a confidential arbitration process regarding the same and other claims proceeded (the “Arbitration”).

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

On January 22, 2021, Chemours, DuPont, Corteva and EIDP entered into a binding memorandum of understanding containing a settlement to resolve legal disputes originating from the Delaware Litigation and Arbitration, and to establish a cost sharing arrangement and escrow account to be used to support and manage potential future legacy per- and polyfluoroalkyl substances (“PFAS”) liabilities arising out of pre-July 1, 2015 conduct (the “MOU”).

The MOU replaces the 2017 amendment to the Chemours Separation Agreement.

According to the terms of the cost sharing arrangement within the MOU, Corteva and DuPont together, on one hand, and Chemours, on the other hand, agreed to a 50-50 split of certain qualified expenses related to PFAS liabilities incurred over a term not to exceed twenty years or $ 4 billion of qualified spend and escrow account contributions (see below for discussion of escrow account) in the aggregate.

DuPont’s and Corteva’s 50 % share under the MOU will be limited to $ 2 billion, including qualified expenses and escrow contributions.

These expenses and escrow account contributions will be subject to the existing Letter Agreement, under which DuPont and Corteva will each bear 50 % of the first $ 300 million (up to $ 150 million each), and thereafter DuPont bears 71 % and Corteva bears the remaining 29 %.

Under the terms of the MOU, Corteva’s estimated aggregate share of the potential $ 2 billion is approximately $ 600 million.

In order to support and manage any potential future PFAS liabilities, the parties have also agreed to establish an escrow account ("MOU Escrow Account").

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Over this period, Chemours will deposit a total of $ 500 million in the account and DuPont and Corteva will deposit an additional $ 500 million pursuant to the terms of the Letter Agreement.

Additionally, if on December 31, 2028, the balance of the escrow account (including interest) is less than $ 700 million, Chemours will make 50 % of the deposits and DuPont and Corteva together will make 50 % of the deposits necessary to restore the balance of the escrow account to $ 700 million.

Such payments will be made in a series of consecutive annual equal installments commencing on September 30, 2029, pursuant to the escrow account replenishment terms as set forth in the MOU.

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Beginning with year 11, the amounts in the MOU Escrow Account can be used to fund any qualified spend.

During 2021, the company contributed its initial deposit into the MOU Escrow Account, which is classified as noncurrent restricted cash equivalents and is included in other assets in the interim Consolidated Balance Sheets.

The company made its annual installment deposits due to the MOU Escrow Account through December 31, 2022.

These payments are classified as noncurrent restricted cash equivalents and included in other assets in the Consolidated Balance Sheets.

After the term of this arrangement, Chemours’ indemnification obligations under the original 2015 Chemours Separation Agreement, would continue unchanged, subject in each case to certain exceptions set out in the MOU.

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The parties are expected to cooperate in good faith to enter into additional agreements reflecting the terms set forth in the MOU.

During the years ended December 31, 2021 and 2020, the company recorded charges of $ 48 million and $ 65 million to (loss) income from discontinued operations after income taxes in the Consolidated Statement of Operations, related to the MOU.

The charges recorded for the year ended December 31, 2021 primarily relate to an increase in the environmental remediation accrual for Chemours' Fayetteville Works facility for estimated costs for on-site surface water and groundwater remediation to address and abate PFAS discharges arising out of pre-July 1, 2015 conduct.

The increase is the result of further detailed engineering and design work related to Chemours’ environmental remediation activities at the site under the Consent Order between Chemours and the North Carolina Department of Environmental Quality.

The charges recorded for the year ended December 31, 2020

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

primarily related to the execution of the MOU and the settlement of the Ohio MDL PFOA personal injury litigation (as discussed below).

Corteva Separation Agreement

On April 1, 2019, in connection with the Dow Distribution, Corteva, DuPont and Dow entered into the Corteva Separation Agreement, the Tax Matters Agreement, the Employee Matters Agreement, and certain other agreements (collectively, the “Corteva Separation Agreements”).

The Corteva Separation Agreements allocate among Corteva, DuPont and Dow certain liabilities and obligations among the parties and provides for indemnification obligation among the parties.

Under the Corteva Separation Agreements, DuPont will indemnify Corteva against certain litigation, environmental, workers' compensation and other liabilities that arose prior to the Corteva Distribution and (ii) Dow indemnifies Corteva against certain litigation and other liabilities that relate to the Historical Dow business, but were transferred over as part of the common control combination with DAS, and Corteva indemnifies DuPont and Dow for certain liabilities.

The term of this indemnification is generally indefinite with exceptions, and includes defense costs and expenses, as well as monetary and non-monetary settlements and judgments.

See Note 1 - Background and Basis of Presentation, and Note 5 - Divestitures and Other Transactions, to the Consolidated Financial Statements, for additional information relating to the Separation.

Under the Corteva Separation Agreement, certain legacy EID liabilities from discontinued and/or divested operations and businesses of EID (including Performance Chemicals) (a “stray liability”) were allocated to Corteva or DuPont.

The Corteva Separation Agreements allocate among Corteva, DuPont and Dow assets, employees, certain liabilities and obligations (including its investments, property and employee benefits and tax-related assets and liabilities) among the parties and provides for indemnification obligation among the parties.

Under the Corteva Separation Agreements, DuPont will indemnify Corteva against certain litigation, environmental, tax, workers' compensation and other liabilities that arose prior to the Corteva Distribution and Dow indemnifies Corteva against certain litigation, environmental, tax, workers' compensation and other liabilities that relate to the Historical Dow business, and Corteva indemnifies DuPont and Dow for certain liabilities.

Under the Corteva Separation Agreement, certain legacy EIDP liabilities from discontinued and/or divested operations and businesses of EIDP (including Performance Chemicals) (a “stray liability”) were allocated to Corteva or DuPont.

For those stray liabilities allocated to Corteva (which may include a specified amount of liability associated with that liability), Corteva is responsible for liabilities in an amount up to that specified amount plus an additional $ 200 million and, for those stray liabilities allocated to DuPont (which may include a specified amount of liability associated with that liability), DuPont is responsible for liabilities up to a specified amount plus an additional $ 200 million.

Once each company has met the $ 200 million threshold, Corteva and DuPont will share future liabilities proportionally on the basis of 29 % and 71 %, respectively;

provided, however, that for PFAS, DuPont will manage such liabilities with Corteva and DuPont sharing the costs on a 50 % - 50 % basis starting from $ 1 and up to $ 300 million (with such amount, up to $ 150 million, to be credited to each company’s $ 200 million threshold) and once the $ 300 million threshold is met, then the companies will share proportionally on the basis of 29 % and 71 % respectively, subject to a $ 1 million de minimis requirement.

provided, however,

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

that for PFAS, DuPont will manage such liabilities with Corteva and DuPont sharing the costs on a 50 % - 50 % basis starting from $ 1 and up to $ 300 million (with such amount, up to $ 150 million, to be credited to each company’s $ 200 million threshold) and once the $ 300 million threshold is met, then the companies will share proportionally on the basis of 29 % and 71 % respectively, subject to a $ 1 million de minimis requirement.

During the second quarter of 2021, the aggregate amount of the company’s cash spent and liabilities accrued exceeded the stray liability thresholds, including PFAS, noted above.

Therefore, liabilities recognized subsequent to the second quarter of 2021 will be shared at the reduced rates noted above.

The company is subject to various legal proceedings, including, but not limited to, product liability, intellectual property, antitrust, commercial, property damage, personal injury, environmental and regulatory matters arising out of the normal course of its current businesses or legacy EID businesses unrelated to Corteva’s current businesses but allocated to Corteva as part of the separation of Corteva from DuPont.

Therefore, liabilities recognized subsequent to the second quarter of 2021 are shared at the reduced rates noted above.

At December 31, 2022 and December 31, 2021, the indemnification assets were $ 31 million and $ 25 million, respectively, within accounts and notes receivable - net and $ 105 million and $ 75 million, respectively, within other assets in the Consolidated Balance Sheets.

At December 31, 2022 and December 31, 2021, the indemnification liabilities were $ 31 million and $ 20 million, respectively, within accrued and other current liabilities and $ 115 millions and $ 117 million, respectively, within other noncurrent obligations in the Consolidated Balance Sheets.

Discontinued Operations Activity

For the year ended December 31, 2022 and 2020, the company recorded charges of $ 13 million and income of $ 10 million, to (loss) income from discontinued operations after income taxes, in the Consolidated Statement of Operations, related to the adjustment of certain prior year tax positions for previously divested businesses.

The company is subject to various legal proceedings, including, but not limited to, product liability, intellectual property, antitrust, commercial, property damage, personal injury, environmental and regulatory matters arising out of the normal course of its current businesses or legacy EIDP businesses unrelated to Corteva’s current businesses but allocated to Corteva as part of the separation of Corteva from DuPont.

It is not possible to predict the outcome of these various proceedings, as considerable uncertainty exists.

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In addition, even when the company believes it has substantial defenses, the company may consider settlement of matters if it believes it is in the best interest of the company.

Chlorpyrifos Lawsuits

Lorsban® Lawsuits

As of December 31, 2022, there were pending personal injury lawsuits filed and additional asserted claims against the former Dow Agrosciences LLC, alleging injuries related to chlorpyrifos exposure, the active ingredient in Lorsban®, an insecticide used by commercial farms for field fruit, nut and vegetable crops.

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Certain claimants have also put forth remediation claims due to alleged property contamination from chlorpyrifos.

Discovery is expected to continue through 2022.

As of December 31, 2022, an accrual was established for the estimated resolution of certain claims.

Federal Trade Commission Investigation

On May 26, 2020, Corteva received a subpoena from the Federal Trade Commission (“FTC”) directing it to submit documents pertaining to its crop protection products generally, as well as business plans, rebate programs, offers, pricing and marketing materials specifically related to its acetochlor, oxamyl, rimsulfuron and other related products in order to determine whether Corteva engaged in unfair methods of competition through anticompetitive conduct.

Corteva has fully cooperated with all requests related to this subpoena.

On September 29, 2022, the FTC, along with ten state attorneys general in California, Colorado, Illinois, Indiana, Iowa, Minnesota, Nebraska, Oregon, Wisconsin, and Texas, filed a lawsuit against Corteva and another competitor alleging the parties engaged in unfair methods of competition, unlawful conditioning of payments, unreasonably restrained trade, and have an unlawful monopoly (the “FTC lawsuit”).

In December 2022, attorneys general in Tennessee and Washington joined the FTC lawsuit and the Arkansas state attorney general filed a separate lawsuit against Corteva and another competitor based on the allegations set forth in the FTC lawsuit.

Several proposed private class action lawsuits were also filed in federal court alleging anticompetitive conduct based on the allegations set forth in the FTC lawsuit.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Litigation related to legacy EID businesses unrelated to Corteva’s current businesses

PFAS, PFOA, PFOS and Other Related Liabilities

In February 2023, these private lawsuits were centralized into a multi-district litigation in the U.S.

District Court for the Middle District of North Carolina.

We believe any such lawsuits related to Corteva’s business practices are without merit.

Litigation related to legacy EIDP businesses unrelated to Corteva’s current businesses

For purposes of this report, the term PFOA means collectively perfluorooctanoic acid and its salts, including the ammonium salt and does not distinguish between the two forms, and PFAS, including PFOA, PFOS (perfluorooctanesulfonic acid), GenX and other perfluorinated chemicals and compounds ("PFCs").

EID is a party to various legal proceedings relating to the use of PFOA by its former Performance Chemicals segment for which potential liabilities would be subject to the cost sharing arrangement under the MOU as long as it remains effective.

EIDP is a party to various legal proceedings relating to the use of PFOA by its former Performance Chemicals segment for which potential liabilities would be subject to the cost sharing arrangement under the MOU as long as it remains effective.

Leach Settlement and Ohio MDL Settlement

EID has residual liabilities under its 2004 settlement of a West Virginia state court class action, Leach v.

EID, which alleged that PFOA from EID’s former Washington Works facility had contaminated area drinking water supplies and affected the health of area residents.

EIDP has residual liabilities under its 2004 settlement of a West Virginia state court class action, Leach v.

EIDP, which alleged that PFOA from EIDP’s former Washington Works facility had contaminated area drinking water supplies and affected the health of area residents.

The settlement class has about 80,000 members.

In addition to relief that was provided to class members years ago, the settlement requires EID to continue providing PFOA water treatment to six area water districts and private well users and to fund, through an escrow account, up to $ 235 million for a medical monitoring program for eligible class members.

In addition to relief that was provided to class members years ago, the settlement requires EIDP to continue providing PFOA water treatment to six area water districts and private well users and to fund, through an escrow account, up to $ 235 million for a medical monitoring program for eligible class members.

As of December 31, 2022, approximately $ 2 million had been disbursed from the account since its establishment in 2012 and the remaining balance is approximately $ 1 million.

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District Court for the Southern District of Ohio (“Ohio MDL”).

Ohio MDL was settled in early 2017 for $ 670.7 million in cash, with Chemours and EID (without indemnification from Chemours) each paying half.

The Ohio MDL was settled in early 2017 for approximately $ 670 million in cash, with Chemours and EIDP (without indemnification from Chemours) each paying half.

Post-MDL Settlement PFOA Personal Injury Claims

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The first was a consolidated trial of two cases;

the first, a kidney cancer case, which resulted in a hung jury, while the second, Travis and Julie Abbot v.

E.I du Pont de Nemours and Company (the “Abbot Case”), a testicular cancer case, resulted in a jury verdict of $ 40 million in compensatory damages and $ 10 million for loss of consortium.

the first, a kidney cancer case, which resulted in a hung jury, while the second, Travis and Julie Abbott v.

E.I du Pont de Nemours and Company (the “Abbott Case”), a testicular cancer case, resulted in a jury verdict of $ 40 million in compensatory damages and $ 10 million for loss of consortium, plus interest.

The loss of consortium award was subsequently reduced to $ 250,000 in accordance with state law limitations.

Following entry of the judgment by the court, EID filed post-trial motions to reduce the verdict, and to appeal the verdict on the basis of procedural and substantive legal errors made by the trial court.

The company believes the merits of the appeal will be successful in reducing the jury verdict or eliminating its liability, in whole or part.

In January 2021, Chemours, DuPont and Corteva agreed to settle the remaining approximately 95 matters, as well as unfiled matters, remaining in the Ohio MDL, with the exception of the Abbot case, for $ 83 million, with Chemours contributing $ 29 million to the settlement, and DuPont and Corteva contributing $ 27 million each.

The company recorded a liability for its share of the settlement, with a charge to (loss) income from discontinued operations after income taxes in the Consolidated Statement of Operations, during the year ended December 31, 2020, and paid $ 27 million during the year ended December 31, 2021.

Following entry of the judgment by the court, EIDP filed post-trial motions to reduce the verdict, and to appeal the verdict on the basis of procedural and substantive legal errors made by the trial court.

In December 2022, the Sixth Circuit federal court ruled against the company’s appeal of the jury verdict.

EIDP's motion for en banc review was denied in February 2023.

Defense costs and future liabilities that may arise from these cases are subject to the terms and conditions of the MOU and the Corteva Separation Agreement.

As of December 31, 2022, an accrual was established for this matter.

In January 2021, Chemours, DuPont and Corteva agreed to settle the remaining approximately 95 matters, as well as unfiled matters, remaining in the Ohio MDL, with the exception of the Abbott case, for $ 83 million, with Chemours contributing $ 29 million to the settlement, and DuPont and Corteva contributing $ 27 million each.

The company paid $ 27 million during the year ended December 31, 2021.

As agreed to in the settlement, the plaintiffs' counsel filed a motion to dissolve the MDL.

In December 2022, the motion to dissolve the MDL was denied.

Other PFOA Matters

EID is a party to other PFOA lawsuits that do not involve claims for personal injury.

EIDP is a party to other PFOA lawsuits involving claims for property damage, medical monitoring and personal injury.

Defense costs and any future liabilities that may arise out of these lawsuits are subject to the MOU and the cost sharing arrangement disclosed above.

Under the MOU, fraudulent conveyance claims associated with these matters are not qualified expenses, unless Corteva, Inc.

and EID would prevail on the merits of these claims.

EID is a defendant in about 50 lawsuits, including a putative class action, brought by persons who live in and around Hoosick Falls, New York.

These lawsuits assert claims for medical monitoring and property damage based on alleged PFOA releases from manufacturing facilities owned and operated by co-defendants in Hoosick Falls and allege that EID and 3M supplied some of the materials used at these facilities.

EID is also one of more than ten defendants in a lawsuit brought by the Town of East Hampton, New York alleging PFOA and PFOS contamination of the town’s well water.

Additionally, EID, along with 3M, Chemours and Dyneon, have been named defendants in complaints filed by eleven water districts in Nassau County, New York alleging that the drinking water they provide to

and EIDP would prevail on the merits of these claims.

EIDP did not make firefighting foams, PFOS, or PFOS products.

While EIDP made surfactants and intermediaries that some manufacturers used in making foams, which may have contained PFOA as an unintended byproduct or an impurity, EIDP’s

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

customers is contaminated with PFAS and seeking reimbursement for clean-up costs.

The water district complaints also include allegations of fraudulent transfer.

At December 31, 2021, two lawsuits were pending, one brought by a local water utility and the second a putative class action, against EID alleging that PFOA from EID’s former Chambers Works facility contaminated drinking water sources.

The putative class action was voluntarily dismissed without prejudice by the plaintiff.

In late March of 2019, the New Jersey State Attorney General filed four lawsuits against EID, Chemours, 3M and others alleging that operations at and discharges from former EID sites in New Jersey (Chambers Works, Pompton Lakes, Parlin and Repauno) damaged the State’s natural resources.

products were not formulated with PFOA, nor was PFOA an ingredient of these products.

EIDP has never made or sold PFOA as a commercial product.

Aqueous Firefighting Foams.

Approximately 3,400 cases have been filed against 3M and other defendants, including EIDP and Chemours, and most including Corteva and DuPont, alleging PFOS or PFOA environmental contamination and/or personal injury from the use of aqueous firefighting foams.

The majority of these cases have been transferred to a multi-district litigation proceeding in federal district court in South Carolina.

Approximately 3,000 of these cases were filed on behalf of firefighters who allege personal injuries (primarily kidney and testicular cancer) as a result of exposure to aqueous firefighting foams.

Approximately 270 of these cases were filed by water utility or municipal water districts.

Most of these recent cases assert claims that the EIDP and Chemours separation constituted a fraudulent conveyance.

The Stuart, Florida water district “bellwether” trial is scheduled for June 2023.

The court has encouraged all parties to discuss resolution of the water utility and water district category of cases, and has appointed a mediator to facilitate discussions between the parties.

Consistent with the Court's instruction and under the mutual obligations of the MOU, Corteva, EIDP, DuPont and Chemours have engaged with the plaintiff's counsel on the resolution of these cases.

In late March of 2019, the New Jersey State Attorney General filed four lawsuits against EIDP, Chemours, and others alleging that operations at and discharges from former EIDP sites in New Jersey (Chambers Works, Pompton Lakes, Parlin and Repauno) damaged the State’s natural resources.

Two of these lawsuits (those involving the Chambers Works and Parlin sites) allege contamination from PFAS.

The Ridgewood Water District in New Jersey filed suit in the first quarter 2019 against EID, 3M, Chemours, and Dyneon alleging losses related to the investigation, remediation and monitoring of polyfluorinated surfactants, including PFOA, in water supplies.

The Ridgewood Water District in New Jersey filed suit in the first quarter 2019 against EIDP, Chemours, and others alleging losses related to the investigation, remediation and monitoring of polyfluorinated surfactants, including PFOA, in water supplies.

DuPont and Corteva were subsequently added as defendants to these lawsuits.

These lawsuits include claims under the New Jersey Industrial Site Recovery Act (“ISRA”) and for fraudulent conveyance.

Alabama / Others .

EID is one of more than thirty defendants in a lawsuit by the Alabama water utility alleging contamination from PFCs, including PFOA, used by co-defendant carpet manufacturers to make their products more stain and grease resistant.

In addition, the states of Michigan, Mississippi, New Hampshire, South Dakota, and Vermont recently filed lawsuits against EID, Chemours, 3M and others, claiming, among other things, PFC (including PFOA) contamination of groundwater and drinking water.

EIDP and Chemours are also defendants in two lawsuits by a private water utility provider in New Jersey and New York alleging damages from PFAS releases into the environment, that impacted water sources that the utilities use to provide water, as well as products liability, negligence, nuisance, and trespass claims.

EIDP is a defendant in three lawsuits, including an action by the State of Ohio based on alleged damage to natural resources, and an action by the City of Dayton claiming losses related to the investigation, remediation and monitoring of PFAS in water supplies.

The trial with respect to the natural resources lawsuit is scheduled for February 2024.

The third lawsuit, a putative nationwide class action ("the Hardwick Class Action") brought on behalf of anyone who has detectable levels of PFAS in their blood serum seeks declaratory and injunctive relief, including the establishment of a “PFAS Science Panel.” In March 2022, the trial court certified a class covering anyone subject to Ohio laws having minimal levels of PFOA plus at least one other PFAS in their blood.

The trial court requested further briefing on whether the class should be extended to include other states that recognize analogous claims for relief.

Because EIDP and the other defendants were granted permission by the court to appeal the class certification decision, further briefing on the extension of the class for the trial court has been paused subject to the outcome of the appeal.

EIDP is a defendant in about 45 lawsuits, including a putative class action (the "Baker Class Action"), brought by persons who live in and around Hoosick Falls, New York.

These lawsuits assert claims for medical monitoring, property damage and personal injury based on alleged PFOA releases from manufacturing facilities owned and operated by co-defendants in Hoosick Falls.

The lawsuits allege that EIDP and others supplied materials used at these facilities resulting in PFOA air and water contamination.

A court approved settlement was reached between the plaintiffs and the other co-defendants regarding the Baker Class Action case.

In September 2022, the class certification of the Baker Class Action was granted, with the court certifying three separate classes consisting of a private well property damage class, a medical monitoring class and a nuisance class.

EIDP will challenge the certification, and continue to defend itself on the merits of the case, while seeking an out of court resolution.

EIDP is also one of more than ten defendants in a lawsuit brought by the Town of East Hampton, New York alleging PFOA and PFOS contamination of the town’s well water.

Additionally, EIDP along with Chemours and others, have been named defendants in complaints filed by 11 water districts in Nassau County, New York alleging that the drinking water they provide to customers is contaminated with PFAS and seeking reimbursement for clean-up costs.

The water district complaints also include allegations of fraudulent transfer.

Other Natural Resource Damage Cases .

EIDP is one of more than 30 defendants in lawsuits by Alabama and Georgia water utilities alleging contamination from PFCs, including PFOA, used by co-defendant carpet manufacturers to make their products more stain and grease resistant.

In addition, the states of Alaska, California, Florida, Illinois, Massachusetts, Michigan, Mississippi, New Hampshire, North Carolina, Pennsylvania, South Dakota, Vermont and Wisconsin, along with Guam and the Marina Islands, filed lawsuits against EIDP, Chemours, and others, claiming, among other things, PFC (including PFOA)

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

contamination of groundwater and drinking water.

The complaints seek reimbursement for past and future costs to investigate and remediate the alleged contamination and compensation for the loss of value and use of the state’s natural resources.

Motions to dismiss the Michigan, Vermont and New Hampshire cases have been denied.

EID is a defendant in three lawsuits:

an action by the State of Ohio based on alleged damage to natural resources, a putative nationwide class action brought on behalf of anyone who has detectable levels of PFAS in their blood serum, and an action by the City of Dayton claiming losses related to the investigation, remediation and monitoring of PFAS in water supplies.

The trial with respect to the natural resources lawsuit is scheduled for April 2023.

Netherlands .

In April 2021, four municipalities in the Netherlands filed complaints alleging contamination of land and groundwater resulting from the emission of PFOA and GenX by Corteva, DuPont and Chemours.

The municipalities seek to recover costs incurred due to the alleged emissions, including damages for investigation costs, construction project delays, depreciation of land, soil remediation, liabilities to contractors, and attorneys’ fees.

On July 13, 2021, Chemours, DuPont, EID and Corteva entered into a settlement agreement with the State of Delaware reflecting the companies' and the State's agreement to settle and fully resolve claims alleged against the companies regarding their historical Delaware operations, manufacturing, use and disposal of all chemical compounds, including PFAS.

Under the settlement, the companies will collectively pay $ 50 million to fund environmental projects, including sampling and community environmental justice and equity grants, which shall be utilized to fund the Natural Resources and Sustainability Trust (the “NRST Trust”).

If the companies, individually or jointly, within 8 years of the settlement, enter into a proportionally similar agreement to settle or resolve claims of another state for PFAS-related natural resource damages, for an amount greater than $ 50 million, the companies shall make a supplemental payment directly to the NRST Trust (“Supplemental Payment”) in an amount equal to such other states’ recovery in excess of $ 50 million.

On July 13, 2021, Chemours, DuPont, EIDP and Corteva entered into a settlement agreement with the State of Delaware reflecting the companies' and the State's agreement to settle and fully resolve claims alleged against the companies regarding their historical Delaware operations, manufacturing, use and disposal of all chemical compounds, including PFAS.

Under the settlement, if the companies, individually or jointly, within 8 years of the settlement, enter into a proportionally similar agreement to settle or resolve claims of another state for PFAS-related natural resource damages, for an amount greater than $ 50 million, the companies shall make a supplemental payment directly to the Natural Resources and Sustainability Trust (the “NRS Trust”) in an amount equal to such other states’ recovery in excess of $ 50 million ("Supplemental Payment").

Supplemental Payment(s), if any, will not exceed $ 25 million in the aggregate.

All amounts paid by the companies under the settlement are subject to the MOU and the Corteva Separation Agreement with Chemours bearing responsibility for 50 %, or $ 25 million, of the $ 50 million payment due to the NRST and DuPont and Corteva each bearing $ 12.5 million of the remaining amount, which Corteva paid in January 2022.

As of December 31, 2021, an accrual has been established in relation to this settlement and during the year ended December 31, 2021, the company recorded a charge of $ 11 million to (loss) income from discontinued operations after income taxes in the Consolidated Statement of Operations.

All amounts paid by the companies under the settlement are subject to the MOU and the Corteva Separation Agreement.

Under the settlement, if the state sues other parties and those parties seek contribution from the companies, the companies will have protection from contribution up to the amounts previously paid under the settlement agreement.

The companies will also receive a credit up to the amount of the payment if the state seeks natural resource damage claims against the companies outside the scope of the settlement’s release of claims.

Aqueous Firefighting Foams.

Approximately 2,050 cases have been filed against 3M and other defendants, including EID and Chemours, and more recently also including Corteva and DuPont, alleging PFOS or PFOA contamination of soil and groundwater from the use of aqueous firefighting foams.

Most of those cases claim some form of property damage and seek to recover the costs of responding to this contamination and damages for the loss of use and

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

enjoyment of property and diminution in value.

Most of these cases have been transferred to a multidistrict litigation proceeding in federal district court in South Carolina.

Approximately 1,860 of these cases were filed on behalf of firefighters who allege personal injuries (primarily kidney and testicular cancer) as a result of aqueous firefighting foams.

Approximately 140 of these cases were filed by water utility or municipal water districts.

Most of these recent cases assert claims that the EID and Chemours separation constituted a fraudulent conveyance.

Discovery for these cases is expected to continue through 2022, with a water district “bellwether” trial expected for early 2023.

EID did not make firefighting foams, PFOS, or PFOS products.

While EID made surfactants and intermediaries that some manufacturers used in making foams, which may have contained PFOA as an unintended byproduct or an impurity, EID’s products were not formulated with PFOA, nor was PFOA an ingredient of these products.

EID has never made or sold PFOA as a commercial product.

Netherlands .

In April 2021, four municipalities in the Netherlands filed complaints alleging contamination of land and groundwater resulting from the emission of PFOA and GenX by Corteva, DuPont and Chemours.

In September 2022, the court ordered a hearing on the merits to occur by May 2023.

Fayetteville Works Facility, North Carolina

Prior to the separation of Chemours, EID introduced GenX as a polymerization processing aid and a replacement for PFOA at the Fayetteville Works facility in Bladen County, North Carolina.

Prior to the separation of Chemours, EIDP introduced GenX as a polymerization processing aid and a replacement for PFOA at the Fayetteville Works facility in Bladen County, North Carolina.

The facility is now owned and operated by Chemours, which continues to manufacture and use GenX.

At December 31, 2021, several actions are pending in federal court against Chemours and EID relating to PFC discharges from the Fayetteville Works facility.

In June 2022, the EPA issued a final health advisory for drinking water related to GenX.

In July 2022, Chemours filed a petition in federal court for review of the EPA's GenX compounds health advisory.

At December 31, 2022, several actions are pending in federal court against Chemours and EIDP relating to PFC discharges from the Fayetteville Works facility.

One of these is a consolidated putative class action that asserts claims for medical monitoring and property damage on behalf of putative classes of property owners and residents in areas near or who draw drinking water from the Cape Fear River.

Another action is a consolidated action brought by various North Carolina water authorities, including the Cape Fear Public Utility Authority and Brunswick County, that seek actual and punitive damages as well as injunctive relief.

In another action over approximately 100 property owners near the Fayetteville Works facility filed a complaint against Chemours and EID in May 2020.

The plaintiffs seek compensatory and punitive damages for their claims of private nuisance, trespass, and negligence allegedly caused by release of PFAS.

In addition to the federal court actions, there is an action on behalf of about 100 plaintiffs who own wells and property near the Fayetteville Works facility.

The plaintiffs seek damages for nuisance allegedly caused by releases of certain PFCs from the site.

Generally, site-related expenses related GenX claims are subject to the cost sharing arrangements as defined in the MOU.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

In a state court action over approximately 100 private property owners near the Fayetteville Works facility filed a complaint against Chemours and EIDP in May 2020.

The plaintiffs seek compensatory and punitive damages for their claims of private nuisance, trespass, and negligence allegedly caused by release of certain PFCs.

Generally, site-related expenses related to GenX claims are subject to the cost sharing arrangements as defined in the MOU.

Environmental

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It is reasonably possible that environmental remediation and restoration costs in excess of amounts accrued could have a material impact on the company’s results of operations, financial condition and cash flows.

Inherent uncertainties exist in these estimates primarily due to unknown conditions, changing governmental regulations and legal standards regarding liability, and emerging remediation

technologies for handling site remediation and restoration.

For a discussion of the allocation of environmental liabilities under the Chemours Separation Agreement and the Corteva Separation Agreement, see the previous discussion on page F-46.

Inherent uncertainties exist in these estimates primarily due to unknown conditions, changing governmental regulations and legal standards regarding liability, and emerging remediation technologies for handling site remediation and restoration.

For a discussion of the allocation of environmental liabilities under the Chemours Separation Agreement and the Corteva Separation Agreement, see page F-37.

During the year ended December 31, 2022 and 2021, company recorded charges of $ 36 million and $ 48 million, to (loss) income from discontinued operations after income taxes in the Consolidated Statement of Operations, related to the MOU.

The charges recorded for the year ended December 31, 2022 and 2021 primarily related to an increase in the environmental remediation accrual for Chemours' Fayetteville Works facility for estimated costs for off-site water systems and on-site surface water and groundwater remediation to address and abate PFAS discharges arising out of pre-July 1, 2015 conduct.

The increase is the result of changes in Chemours’ environmental remediation activities at the site under the Consent Order between Chemours and the NC DEQ.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The accrued environmental obligations and indemnification assets include the following:

As of December 31, 2022

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Total $ 250 $ 512 $ 607

Represents liabilities that are subject the $ 200 million threshold and sharing arrangements as discussed on page F-46, under Corteva Separation Agreement.

Represents liabilities that are subject the $ 200 million threshold and sharing arrangements as discussed on page F-37, under the header "Corteva Separation Agreement."

The company has recorded an indemnification asset related to these accruals, including $ 37 million related to the Superfund sites.

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Accrual balance includes $61 million for remediation of Superfund sites.

Amounts do not include possible impacts from the remediation elements of the EPAs October 2021 PFAS Strategic Roadmap (as applicable) or possible revisions to Chemours’ Consent Order with the North Carolina Department of Environmental Quality, as any possible impacts, to the extent such items would be reimbursable under the MOU, are not yet determinable.

Amounts do not include possible impacts from the remediation elements of the EPAs October 2021 PFAS Strategic Roadmap (as applicable), except as disclosed on page F-41 relating to Chemours' remediation activities at the Fayetteville Works Facility pursuant to the Consent Order with the NC DEQ.

Represents liabilities that are subject to the $150 million threshold and sharing agreements as discussed on page F-36, under the header "Chemours / Performance Chemicals."

Chambers Works, New Jersey

On January 28, 2022, the State of New Jersey filed a request for a preliminary injunction against EID and Chemours seeking the establishment of a Remediation Funding Source (“RFS”) in an amount exceeding $ 900 million for environmental remediation at EID’s former Chambers Work facility in New Jersey.

On January 28, 2022, the State of New Jersey filed a request for a preliminary injunction against EIDP and Chemours seeking the establishment of a Remediation Funding Source (“RFS”) in an amount exceeding $ 900 million for environmental remediation at EIDP’s former Chambers Works facility in New Jersey.

The RFS primarily relates to non-PFAS remediation, which is not subject to the MOU.

Chemours has accepted indemnity and defense for these matters, while reserving rights and declining EID’s demand relating to the ISRA and fraudulent transfer matters as alleged under the existing New Jersey natural resource lawsuits discussed on page F-48.

Chemours has accepted indemnity and defense for these matters, while reserving rights and declining EIDP’s demand relating to the ISRA and fraudulent transfer matters as alleged under the existing New Jersey natural resource lawsuits discussed on page F-40.

Nebraska Department of Environment and Energy, AltEn Facility

The EPA and the Nebraska Department of Environment and Energy (“NDEE”) are pursuing investigations, response and removal actions, litigation and enforcement action related to an ethanol plant located near Mead, Nebraska and owned and operated by AltEn LLC (“AltEn”).

The agencies have alleged violations under the Resource Conservation and Recovery Act (“RCRA”) and other federal and state laws stemming from AltEn’s lack of compliance with the terms and conditions of its operating permits and other regulatory requirements.

Corteva is one of six seed companies, who were customers of AltEn (collectively, the "Facility Response Group"), participating in the NDEE’s Voluntary Cleanup Program to address certain interim remediation needs at the site.

In February 2022, Corteva, along with other members of the Facility Response Group, filed a lawsuit against AltEn and certain of its affiliates to preserve certain contractual and common law indemnification claims.

As of December 31, 2022, an accrual was established for Corteva’s estimated voluntary contribution to the solid waste and wastewater remedial action plans for the AltEn location.

Corteva, Inc.

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NOTE 16 - STOCKHOLDERS' EQUITY

As discussed in Note 1 - Background and Basis of Presentation, on June 1, 2019, Corteva, Inc.'s common stock was distributed to DowDuPont stockholders by way of a pro rata distribution .

Each DowDuPont stockholder received one share of Corteva, Inc.

common stock for every three shares of DowDuPont common stock held at the close of business on May 24, 2019, the record date of distribution.

Corteva, Inc.'s common stock began trading the "regular way" under the ticker symbol "CTVA" on June 3, 2019, the first business day after June 1, 2019.

The number of Corteva, Inc.

common shares issued on June 1, 2019 was 748,815,000 (par value of $ 0.01 per share).

Information related to the Corteva Distribution and its effect on the company's financial statements are discussed throughout these Notes to the Consolidated Financial Statements.

Set forth below is a reconciliation of common stock share activity for the years ended December 31, 2022, 2021, and 2020:

Shares of common stock Issued

Balance June 1, 2019 748,815,000

Balance December 31, 2019 748,577,000

Issued 3,384,000

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Share Buyback Plan

On September 13, 2022, Corteva, Inc.

announced that its Board of Directors authorized a $ 2 billion share repurchase program to purchase Corteva, Inc.'s common stock, par value $ 0.01 per share, without an expiration date ("2022 Share Buyback Plan").

On August 5, 2021, Corteva, Inc.

announced that its Board of Directors authorized a $ 1.5 billion share repurchase program to purchase Corteva, Inc.'s common stock, par value $ 0.01 per share, without an expiration date ("2021 Share Buyback Plan").

The timing, price and volume of purchases will be based on market conditions, relevant securities laws and other factors.

In connection with the 2021 Share Buyback Plan, the company purchased and retired 5,572,000 shares during the year ended December 31, 2021 in the open market for a total cost of $250 million.

In connection with the 2021 Share Buyback Plan, the company purchased and retired 17,425,000 shares and 5,572,000 shares in the open market for a total cost of $ 1 billion and $ 250 million during the years ended December 31, 2022 and 2021, respectively.

On June 26, 2019, Corteva, Inc.

announced that its Board of Directors authorized a $ 1 billion share repurchase program to purchase Corteva, Inc.'s common stock, par value $ 0.01 per share, without an expiration date ("2019 Share Buyback Plan").

In connection with the 2019 Share Buyback Plan, the company repurchased and retired 15,378,000 shares, 8,503,000 shares, and 824,000 shares in the open market for a total cost of $ 700 million, $ 275 million, and $25 million during the years ended December 31, 2021, 2020, and 2019, respectively.

Repurchases under the 2019 Share Buyback Plan were completed during the third quarter of 2021.

The company completed the 2019 Share Buyback Plan during the third quarter of 2021 and repurchased and retired 24,705,000 shares between the years ended December 31, 2019 and 2021 in the open market.

The timing, price and volume of purchases in connection with the 2022 and 2021 Share Buyback Plans will be based on market conditions, relevant securities laws and other factors.

Shares repurchased pursuant to Corteva's share buyback plan are immediately retired upon repurchase.

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Corteva, Inc.

owns 100 percent of the outstanding common shares of EID.

However, EID has preferred stock outstanding to third parties which is accounted for as a noncontrolling interest in Corteva's Consolidated Balance Sheets.

Each share of EID

owns 100 percent of the outstanding common shares of EIDP.

However, EIDP has preferred stock outstanding to third parties which is accounted for as a noncontrolling interest in Corteva's Consolidated Balance Sheets.

Each share of EIDP Preferred Stock - $4.50 Series and EIDP Preferred Stock - $3.50 Series issued and outstanding at the effective date of the Corteva Distribution remains issued and outstanding as to EIDP and was unaffected by the Corteva Distribution.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Preferred Stock - $4.50 Series and EID Preferred Stock - $3.50 Series issued and outstanding at the effective date of the Corteva Distribution remains issued and outstanding as to EID and was unaffected by the Corteva Distribution.

Below is a summary of the EID Preferred Stock at December 31, 2021 and December 31, 2020 which is classified as noncontrolling interests in the Corteva Consolidated Balance Sheets.

Below is a summary of the EIDP Preferred Stock at December 31, 2022 and December 31, 2021 which is classified as noncontrolling interests in the Corteva Consolidated Balance Sheets.

(Shares in thousands) Number of Shares

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Net other comprehensive income (loss) ( 26 ) ( 69 ) ( 186 ) 671 ( 10 ) 380

Impact of Internal Reorganizations

1,123 — 91 — — 1,214

Balance December 31, 2020 $ ( 1,970 ) $ ( 67 ) $ ( 1,433 ) $ 590 $ ( 10 ) $ ( 2,890 )

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The cumulative translation adjustment losses for the year ended December 31, 2022 was primarily driven by the strengthening of the U.S.

Dollar ("USD") against the European Euro ("EUR"), Swiss franc ("CHF") and Turkish Lira (“TRY”).

Dollar (“USD”) against the European Euro ("EUR"), Indian Rupee (“INR”), South African Rand (“ZAR”) and Philippine Peso (“PHP”).

The cumulative translation adjustment losses for the year ended December 31, 2021 was primarily driven by the strengthening of the U.S.

Dollar ("USD") against the Brazilian Real ("BRL"), partially offset by the weakening of the U.S.

Dollar against the Swiss franc ("CHF") and European Euro ("EUR").

Dollar ("USD") against the European Euro ("EUR"), Swiss franc ("CHF") and Turkish Lira (“TRY”).

The tax (expense) benefit on the net activity related to each component of other comprehensive income (loss) was as follows:

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Notes to the Consolidated Financial Statements (continued)

A summary of the reclassifications out of accumulated other comprehensive loss is provided as follows:

A summary of the reclassifications out of accumulated other comprehensive income (loss) is provided as follows:

(In millions) For the Year Ended December 31,

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Tax (benefit) expense 2

9 ( 6 ) ( 1 )

After-tax $ ( 55 ) $ ( 4 ) $ 12

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Reflected in provision for (benefit from) income taxes from continuing operations in the Consolidated Statements of Operations.

These accumulated other comprehensive (loss) income components are included in the computation of net periodic benefit (credit) cost of the company's pension and other benefit plans.

These accumulated other comprehensive income (loss) components are included in the computation of net periodic benefit (credit) cost of the company's pension and other benefit plans.

See Note 17 - Pension Plans and Other Post Employment Benefits, to the Consolidated Financial Statements, for additional information.

Reflected in other income - net in the Consolidated Statements of Operations.

A portion reflected in (loss) income from discontinued operations after income taxes for the year ended December 31, 2019.

Reflected in other income (expense) - net in the Consolidated Statements of Operations.

Corteva, Inc.

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The company does not anticipate making contributions to its principal U.S pension plan in 2023.

In August 2022, the company transferred approximately $ 1.1 billion of certain benefit obligations and associated plan assets in the principal U.S.

pension plan (the “Plan”) to an insurance company through the purchase of a nonparticipating group annuity contract (“Annuity Purchase”).

The company recorded a non-cash, pre-tax settlement charge of approximately $ 25 million in other income (expense) – net in the Consolidated Statements of Operations for the year ended December 31, 2022 and corresponding adjustment to accumulated other comprehensive income (loss) in the Consolidated Balance Sheets at December 31, 2022 due to the Annuity Purchase.

The Annuity Purchase resulted in a remeasurement of the Plan as of August 31, 2022 and the company updated the weighted average discount rate used in developing the 2022 net periodic pension (credit) costs at December 31, 2021 from 2.82 percent to 4.60 percent.

Due to the remeasurement, the company recorded a pre-tax actuarial gain of approximately $ 110 million to accumulated other comprehensive income (loss) in the Consolidated Balance Sheets at December 31, 2022.

The weighted-average assumptions used to determine pension plan obligations for all pension plans are summarized in the table below:

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The non-Medicare eligible retiree medical plan is contributory with costs shared between the company and pensioners and survivors.

For Medicare eligible pensioners and survivors, Corteva provides a company-funded Health Reimbursement Arrangement ("HRA").

In December 2020, the company amended its retiree medical, dental and life insurance plans resulting in the company no longer providing retiree dental and life insurance benefits effective January 1, 2022 and Corteva’s portion of the cost of non-Medicare retiree medical coverage no longer being adjusted for cost increases, which capped the Corteva cost at the level in effect as of December 31, 2021 ("2020 OPEB Plan Amendments").

As a result of these changes, the company recorded a $( 939 ) million decrease in OPEB benefit obligations as of December 31, 2020 with a corresponding prior service benefit within other comprehensive income for the year ended December 31, 2020.

During 2021, a substantial amount of the prior service benefit within other comprehensive income (loss) in 2020 was recognized in other income - net in the Consolidated Statement of Operations.

For Medicare eligible pensioners and

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

survivors, Corteva provides a company-funded Health Reimbursement Arrangement ("HRA").

As a result of these changes, the company recorded a $ 939 million decrease in other post employment benefits ("OPEB") benefit obligations as of December 31, 2020 with a corresponding prior service benefit within other comprehensive income for the year ended December 31, 2020.

During 2021, a substantial amount of the prior service benefit within other comprehensive income (loss) in 2020 was recognized in other income (expense) - net in the Consolidated Statement of Operations.

The company also provides disability benefits to employees.

Employee disability benefit plans are insured in many countries.

However, primarily in the U.S., such plans are generally self-insured.

Such plans are generally self-insured, primarily in the U.S.

Obligations and expenses for self-insured plans are reflected in the change in projected benefit obligations table on page F-48.

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5.09 % 2.59 %

The weighted-average assumptions used to determine net periodic benefit costs for the OPEB plans are summarized in the two tables below:

The weighted-average assumptions used to determine net periodic benefit costs for the OPEB plans are summarized in the table below:

Weighted-Average Assumptions used to Determine Net Periodic Benefit Cost For the Year Ended December 31,

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2.59 % 2.09 % 3.07 %

As of December 31, 2021, health care cost trend rates do not impact the benefit obligations for the OPEB plans because of the 2020 OPEB Plan Amendments.

For the year ended December 31, 2020 and 2019, the health care cost trend rate was assumed to be 7.0 percent and 7.2 percent for next year, respectively.

As of December 31, 2022 and 2021, health care cost trend rates do not impact the benefit obligations for the OPEB plans because of the 2020 OPEB Plan Amendments.

For the year ended December 31, 2020, the health care cost trend rate was assumed to be 7.0 percent for next year.

Within the U.S., the company determines the expected long-term rate of return on plan assets by performing a detailed analysis of key economic and market factors driving historical returns for each asset class and formulating a projected return based on factors in the current environment.

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Service cost and interest cost for all other plans are determined on the basis of the single equivalent discount rates derived in determining those plan obligations.

The discount rates utilized to measure the pension and other post employment benefit obligations are based on the yield on high-quality corporate fixed income investments at the measurement date.

The discount rates utilized to measure the pension and other post employment benefit obligations are based on the yield of high-quality corporate fixed income investments at the measurement date.

Future expected actuarially determined cash flows are individually discounted at the spot rates under the Aon AA_Above Median yield curve (based on high-quality corporate bond yields) to arrive at the plan’s obligations as of the measurement date.

benefit plans, historically the company utilized prevailing long-term high quality corporate bond indices to determine the discount rate, applicable to each country, at the measurement date.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The company adopts the most recently published mortality tables and mortality improvement scale released by the Society of Actuaries in measuring its U.S.

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The effect of these adoptions is amortized into net periodic benefit cost for the years following the adoption.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Summarized information on the company's pension and other post employment benefit plans is as follows:

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Defined Benefit Pension Plans Other Post Employment Benefits

(In millions) For the Year Ended December 31, 2021 For the Year Ended December 31, 2020 For the Year Ended December 31, 2021 For the Year Ended December 31, 2020

(In millions) For the Year Ended December 31, For the Year Ended December 31,

2022 2021 2022 2021

Change in benefit obligations:

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Funded status at end of the period $ ( 1,398 ) $ ( 1,948 ) $ ( 1,021 ) $ ( 1,362 )

Relates to the transfer of certain benefit obligations and related assets associated with the principal U.S.

Relates to transfers of certain benefit obligations and related assets associated with the principal U.S.

pension plan to an insurance company through the purchase of nonparticipating group annuity contracts.

As of December 31, 2021 and December 31, 2020, $ 219 million and $ 249 million, respectively, of the benefit obligations are supported by funding under the Trust agreement, defined in the "Trust Assets" section below.

As of December 31, 2022 and 2021, $ 182 million and $ 219 million, respectively, of the benefit obligations are supported by funding under the Trust agreement, defined in the "Trust Assets" section below.

Includes pension plans maintained around the world where funding is not customary.

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The gain related to the change in pension and OPEB plan benefit obligations for the period ended December 31, 2022 is mainly due to an increase in discount rates.

The accumulated benefit obligation for all pensions plans was $ 19.7 billion and $ 21.6 billion at December 31, 2021 and 2020, respectively.

The accumulated benefit obligation for all pension plans was $ 14.0 billion and $ 19.7 billion at December 31, 2022 and 2021, respectively.

Pension Plans with Projected Benefit Obligations in Excess of Plan Assets December 31, 2022 December 31, 2021

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Amortization of prior service (benefit) cost ( 3 ) ( 2 ) ( 1 ) ( 1 ) ( 922 ) —

Curtailment loss (gain) — — ( 2 ) ( 1 ) — —

Curtailment (gain) loss — — — — ( 1 ) —

Settlement loss 25 1 3 — — —

Net periodic benefit (credit) cost - Total $ ( 170 ) $ ( 472 ) $ ( 409 ) $ 28 $ ( 820 ) $ 69

Discontinued operations 1

— — ( 14 ) — — —

Net periodic benefit (credit) cost - continuing operations $ ( 472 ) $ ( 409 ) $ ( 250 ) $ ( 820 ) $ 69 $ 87

Changes in plan assets and benefit obligations recognized in other comprehensive income (loss):

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Total recognized in net periodic benefit (credit) cost and other comprehensive income (loss) $ 471 $ 1,828 $ 169 $ 219 $ 11 $ 813

Includes non-service related components of net periodic benefit credit of $( 31 ) million for the year ended December 31, 2019.

Estimated Future Benefit Payments

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Debt – asset-backed 695 — 695 —

Hedge funds 3 — — 3

Private market securities 4 — — 4

Real estate 26 — — 26

Real estate funds 132 — — 132

Derivatives – asset position 2 — 2 —

Other 62 — — 62

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Private market securities 3 — — 3

Real estate 28 — — 28

Real estate funds 26 — — 26

Other 78 — 3 75

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The Corteva pension plans directly held $ 201 million (approximately 1 percent of total plan assets) of Corteva, Inc.

at December 31, 2020.

common stock at December 31, 2021.

Primarily receivables for investments securities sold.

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equity securities Non-U.S.

equity securities Debt – corporate-issued Private market securities Real estate Other Total

equity securities Debt – corporate-issued Hedge funds Private market securities Real estate Other Total

(In millions)

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Purchases, sales and settlements, net 1 ( 1 ) ( 2 ) — — — 4 2

Transfers in or out of Level 3, net — — 1 — — 61 62

Balance at December 31, 2021 $ 4 $ — $ 2 $ — $ 3 $ 26 $ 75 $ 110

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Purchases, sales and settlements, net ( 2 ) 1 — — — ( 1 ) ( 12 ) ( 14 )

Transfers in or out of Level 3, net — 12 — 11 — 99 — 122

Balance at December 31, 2022 $ 3 $ — $ — $ 3 $ 4 $ 132 $ 62 $ 204

EID entered into a trust agreement in 2013 (as amended and restated in 2017) that established and requires EID to fund the Trust for cash obligations under certain non-qualified benefit and deferred compensation plans upon a change in control event as defined in the Trust agreement.

EIDP entered into a trust agreement in 2013 (as amended and restated in 2017, "the Trust") that established and requires EIDP to fund the Trust for cash obligations under certain non-qualified benefit and deferred compensation plans upon a change in control event as defined in the Trust agreement.

Under the Trust agreement, the consummation of the Merger was a change in control event.

As a result, in November 2017, EID contributed $ 571 million to the Trust.

As a result, in November 2017, EIDP contributed $ 571 million to the Trust.

At the Separation, Corteva transferred $ 39 million to DuPont.

During the years ended December 31, 2021 and 2020, $ 43 million and $ 65 million, respectively, was distributed to EID according to the Trust agreement, and at December 31, 2021 and 2020, the balance in the Trust was $ 304 million and $ 347 million, respectively.

During the years ended December 31, 2022 and 2021, $ 58 million and $ 43 million, respectively, was distributed to EIDP according to the Trust agreement, and at December 31, 2022 and 2021, the balance in the Trust was $ 251 million and $ 304 million, respectively.

The Trust Assets are classified as current restricted cash equivalents and included within other current assets in the Consolidated Balance Sheets.

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In addition, Corteva made contributions to other defined contribution plans of $ 36 million, $ 29 million, and $ 33 million for the years ended December 31, 2022, 2021 and 2020, respectively.

Included in Corteva's contributions are amounts related to discontinued operations of $ 73 million for the year ended December 31, 2019 .

Corteva, Inc.

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common stock, and which had originally been issued under the DuPont Equity and Incentive Plan ("EIP"), the Dow Chemical Company 2012 Stock Incentive Plan or the Dow Chemical Company 1988 Award and Option Plan.

As discussed in Note 18 - Commitment and Contingent Liabilities, on April 1, 2019 the company entered into an employee matters agreement (the "EMA") with DuPont and Dow that identifies employees and employee-related liabilities (and attributable assets) to be allocated (either retained, transferred and accepted, or assigned and assumed, as applicable) to the Parties as part of the Distributions and describes when and how the relevant transfers and assignments will occur.

As discussed in Note 15 - Commitments and Contingent Liabilities, on April 1, 2019 the company entered into an employee matters agreement (the "EMA") with DuPont and Dow that identifies employees and employee-related liabilities (and attributable assets) to be allocated (either retained, transferred and accepted, or assigned and assumed, as applicable) to the Parties as part of the Distributions and describes when and how the relevant transfers and assignments will occur.

With some exceptions, the EMA provides for the equitable adjustment of existing equity incentive compensation awards denominated in the common stock of DowDuPont to reflect the occurrence of the Distributions.

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Stock Options

The exercise price of shares subject to option is equal to the market price of the company's stock on the date of grant.

The exercise price of shares subject to option is equal to the market price of the company's common stock on the date of grant.

All options vest serially over a period of three years .

Stock option awards granted under the OIP between June 2019 and 2022 expire 10 years after the grant date.

Stock option awards granted under the EIP (previous plan) between 2014 and 2015 expire seven years after the grant date and options granted between 2016 and May 2019 expire 10 years after the grant date.

Stock option awards granted under the EIP (previous plan) between 2016 and May 2019 expire 10 years after the grant date.

Stock option awards granted under the Historical Dow plans subsequent to 2013 expire 10 years after the grant date.

To measure the fair value of the awards on the date of grant, the company used the Black-Scholes option pricing model and the assumptions set forth in the below table.

Under the OIP, the weighted-average grant-date fair value of options granted for the years ended December 31, 2021 and 2020 was $ 11.77 and $ 6.06 , respectively.

Under the EIP, the weighted-average grant-date fair value of options granted for the years ended December 31, 2019 was $ 7.29 .

The weighted-average grant-date fair value of options granted for the years ended December 31, 2022, 2021 and 2020 was $ 14.12 , $ 11.77 and $ 6.06 , respectively.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Weighted-Average Assumptions OIP EIP

For the year ended December 31, 2021 For the year ended December 31, 2020 For the year ended December 31, 2019

Weighted-Average Assumptions For the Year ended December 31,

2022 2021 2020

Dividend yield 1.09 % 1.14 % 1.67 %

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Expected life of stock options granted during period (years) 6.0 6.0 6.0

Under the OIP, the company determined the dividend yield by dividing the annualized dividend on Corteva’ s Common Stock by the option exercise price.

The company determined the dividend yield by dividing the annualized dividend on Corteva’s Common Stock by the option exercise price.

A historical daily measurement of volatility is determined based on the expected life of the option granted.

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Treasury note with a term equal to the expected life of the option granted.

Expected life is determined by utilizing the simplified method for estimating expected term as referenced under ASC 718 – Share based Payments.

Under the EIP, the company determined the dividend yield by dividing the annualized dividend on DowDuPont's Common Stock by the option exercise price.

A historical daily measurement of volatility is determined based on the expected life of the option granted.

For the year ended December 31, 2019, the measurement of volatility is based on weighted average of the individual peer volatilities of DuPont and Corteva based on the size of each business respectively.

DuPont and Corteva peer volatility are based on a 50/50 blend of historical volatility and implied volatility.

Both volatility measures are based on the average of five peer companies for DuPont and eight peer companies for Corteva.

The risk-free interest rate is determined by reference to the yield on an outstanding U.S.

Treasury note with a term equal to the expected life of the option granted.

Expected life is determined by reference to the company's historical experience.

The following table summarizes stock option activity for year ended December 31, 2021 under the OIP:

Expected life is determined by utilizing the simplified method for estimating expected term.

The following table summarizes stock option activity for year ended December 31, 2022:

Stock Options For the Year Ended December 31, 2022

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Exercisable at December 31, 2022 3,330 $ 37.66 4.75 $ 70,354

The aggregate intrinsic values in the table above represent the total pre-tax intrinsic value (the difference between the closing stock price on the last trading day of the December 31, 2021 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their in-the-money options at period end.

Under the OIP, the total intrinsic value of options exercised for the years ended December 31, 2021 and 2020 were $ 43 million, and $ 21 million, respectively.

The company recognized tax benefits from options exercised for the years ended December 31, 2021 and 2020 of $( 8 ) million and $( 4 ) million, respectively.

Under the EIP, the total intrinsic value of options exercised for the year ended December 31, 2019 was $ 16 million.

The company recognized tax benefits from options exercised for the year ended December 31, 2019 of $( 3 ) million.

The aggregate intrinsic values in the table above represent the total pre-tax intrinsic value (the difference between the closing stock price on the last trading day of the period ended December 31, 2022 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their in-the-money options at period end.

The total intrinsic value of options exercised for the years ended December 31, 2022, 2021 and 2020 were $ 43 million, $ 43 million, and $ 21 million, respectively.

The company recognized tax benefits from options exercised for the years ended December 31, 2022, 2021 and 2020 of $( 8 ) million, $( 8 ) million and $( 4 ) million, respectively.

As of December 31, 2022, $ 5 million of total unrecognized pre-tax compensation expense related to nonvested stock options is expected to be recognized over a weighted-average period of about 1.11 years.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Restricted Stock Units and Performance Share Units

RSUs granted under the EIP serially vest over 3 years.

RSUs granted under the Historical Dow plans vest after a designated period, generally 1 year to 3 years.

RSUs granted under the OIP serially vest over 3 years.

RSUs granted serially vest over 3 years.

Upon vesting, these RSUs convert one -for-one to Corteva Common Stock.

A retirement-eligible employee retains any granted awards upon retirement provided the employee has rendered at least six months of service following the grant date.

A retirement-eligible employee retains any granted awards upon retirement for one year provided the employee has rendered at least six months of service following the grant date.

Additional RSUs are also granted periodically to key senior management employees.

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In 2022, there were 313,818 PSUs granted.

Vesting for PSUs granted in 2021 and 2020 is partially based on the realization of the Company’s improvement of its Return on Invested Capital (“ROIC”) and Operating Earnings Per Share (EPS) during the Performance Period.

Vesting for PSUs granted in 2019 is partially based on the realization of the Company’s improvement of its Return on Invested Capital (“ROIC”) and Operating EBITDA during the Performance Period.

Vesting for PSUs granted in 2022 is partially based on the realization of the Company’s improvement of its Return on Net Assets (“RONA”) and Operating Earnings Per Share ("EPS") during the Performance Period.Vesting for PSUs granted in 2021 and 2020 is partially based on the realization of the Company’s improvement of its Return on Invested Capital (“ROIC”) and Operating EPS during the Performance Period.

Performance and payouts are determined independently for each metric.

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The weighted-average grant date fair value of the PSUs granted in 2022 of $ 51.21 was based upon the market price of the underlying common stock as of the grant date.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Nonvested awards of RSUs and PSUs are shown below.

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Nonvested at December 31, 2022 3,955 $ 43.56

The total fair value of stock units vested under the OIP for the years ended December 31, 2021 and 2020 was $ 56 million and $ 49 million, respectively.

The weighted-average grant-date fair value of stock units granted under the OIP for the years ended December 31, 2021 and 2020 was $ 45.30 and $ 31.15 , respectively.

The total fair value of stock units vested under the EIP during the years ended December 31, 2019 was $ 79 million.

The weighted-average grant-date fair value of stock units granted under the EIP for the year ended December 31, 2019 was $ 52.19 .

The total fair value of stock units vested for the years ended December 31, 2022, 2021 and 2020 was $ 88 million, $ 56 million and $ 49 million, respectively.

The weighted-average grant-date fair value of stock units granted for the years ended December 31, 2022, 2021 and 2020 was $ 51.99 , $ 45.30 and $ 31.15 , respectively.

As of December 31, 2022, $ 58 million of total unrecognized pre-tax compensation expense related to RSUs and PSUs is expected to be recognized over a weighted average period of 1.22 years.

NOTE 19 - FINANCIAL INSTRUMENTS

At December 31, 2021 and 2020, the company had $ 3,400 million and $ 2,511 million, respectively, of held-to-maturity securities (primarily time deposits and money market funds) classified as cash equivalents, as these securities had maturities of three months or less at the time of purchase;

and $ 86 million and $ 43 million at December 31, 2021 and 2020, respectively, of held-to-maturity securities (primarily time deposits) classified as marketable securities as these securities had maturities of more than three months to less than one year at the time of purchase.

At December 31, 2022 and 2021, the company had $ 2,296 million and $ 3,400 million, respectively, of held-to-maturity securities (primarily time deposits and money market funds) classified as cash equivalents in the Consolidated Balance Sheets, as these securities had maturities of three months or less at the time of purchase;

$ 124 million and $ 86 million at December 31, 2022 and 2021, respectively, of held-to-maturity securities (primarily time deposits and foreign government bonds) classified as marketable securities in the Consolidated Balance Sheets, as these securities had maturities of more than three months to less than one year at the time of purchase;

and $ 27 million at December 31, 2022 of held-to-maturity securities (primarily foreign government bonds) classified as marketable securities and included in other assets in the Consolidated Balance Sheets, as these securities had maturities of more than one year at the time of purchase.

The company’s investments in held-to-maturity securities are held at amortized cost, which approximates fair value.

Additionally, at December 31, 2020, the company had $ 226 million of available-for-sale securities (see below "Debt Securities" for further discussion).

The above noted securities are included in cash and cash equivalents, marketable securities, and other current assets in the Consolidated Balance Sheets.

The company’s held-to-maturity securities relating to investments in foreign government bonds at December 31, 2022 and available-for-sale securities sold during the year ended December 31, 2021 are discussed further in the “Debt Securities” section.

Derivative Instruments

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These programs reflect varying levels of exposure coverage and time horizons based on an assessment of risk.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Derivative programs have procedures and controls and are approved by the Corporate Financial Risk Management Committee, consistent with the company's financial risk management policies and guidelines.

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The counterparties to these contractual arrangements are major financial institutions and major commodity exchanges, and multinational grain exporters.

The company is exposed to credit loss in the event of nonperformance by these counterparties.

The company is exposed to credit losses in the event of nonperformance by these counterparties.

The company utilizes collateral support annex agreements with certain counterparties to limit its exposure to credit losses.

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Market and counterparty credit risks associated with these instruments are regularly reported to management.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The notional amounts of the company's derivative instruments were as follows:

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Commodity contracts

$ 1,167 $ 845

Derivatives not designated as hedging instruments:

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Accordingly, the company enters into various contracts that change in value as foreign exchange rates change to protect the value of its existing foreign currency-denominated assets, liabilities, commitments, investments and cash flows.

The company uses foreign exchange contracts to offset its net exposures, by currency, related to the foreign currency denominated monetary assets and liabilities of its operations.

The company uses foreign currency exchange contracts to offset its net exposures, by currency, related to the foreign currency denominated monetary assets and liabilities of its operations.

The primary business objective of this hedging program is to maintain an approximately balanced position in foreign currencies so that exchange gains and losses resulting from exchange rate changes, after related tax effects, are minimized.

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Reclassifications are made sooner if it appears that a forecasted transaction is probable of not occurring.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The following table summarizes the after-tax effect of commodity contract cash flow hedges on accumulated other comprehensive loss:

The following table summarizes the after-tax effect of commodity contract cash flow hedges on accumulated other comprehensive income (loss):

For the Year Ended December 31,

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Ending balance $ 55 $ 47 $ ( 16 )

At December 31, 2021, an after-tax net gain of $ 36 million is expected to be reclassified from accumulated other comprehensive loss into earnings over the next twelve months.

At December 31, 2022, an after-tax net gain of $ 42 million is expected to be reclassified from accumulated other comprehensive income (loss) into earnings over the next twelve months.

Foreign Currency Contracts

The company enters into forward contracts to hedge the foreign currency risk associated with forecasted transactions within certain foreign subsidiaries.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

While each risk management program has a different time maturity period, most programs currently do not extend beyond the next two years .

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The following table summarizes the after-tax effect of foreign currency cash flow hedges on accumulated other comprehensive

(In millions) For the Year Ended December 31, 2021 For the Year Ended December 31, 2020

income (loss):

(In millions) For the Year Ended December 31,

2022 2021 2020

Beginning balance $ 32 $ ( 17 ) $ —

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Ending balance $ 10 $ 32 $ ( 17 )

At December 31, 2021, an after-tax net gain of $ 32 million is expected to be reclassified from accumulated other comprehensive loss into earnings over the next twelve months.

At December 31, 2022, an after-tax net gain of $ 10 million is expected to be reclassified from accumulated other comprehensive income (loss) into earnings over the next twelve months.

Derivatives Designated as Net Investment Hedges

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The purpose of these forward contracts is to mitigate FX exposure related to a portion of the company’s Euro net investments in certain foreign subsidiaries against changes in Euro/USD exchange rates.

These hedges will expire and be settled in 2023, unless terminated early at the discretion of the company.

These hedges will expire and be settled in 2023.

The company elected to apply the spot method in testing for effectiveness of the hedging relationship.

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The company utilizes options, futures and swaps that are not designated as hedging instruments to reduce exposure to commodity price fluctuations on purchases of inventory such as corn and soybeans.

The company uses forward agreements,

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

with durations less than one year, to buy and sell USD priced commodities in order to reduce its exposure to currency devaluation for a portion of its local currency cash balances.

The company uses forward agreements, with durations less than one year, to buy and sell USD priced commodities in order to reduce its exposure to currency devaluation for a portion of its local currency cash balances.

Counterparties to the forward sales agreements are multinational grain exporters and subject to the company’s financial risk management procedures.

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Asset and liability derivatives subject to an enforceable master netting arrangement with the same counterparty are presented on a net basis in the Consolidated Balance Sheets.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The presentation of the company's derivative assets and liabilities is as follows:

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Foreign currency contracts Other current assets $ 41 $ — $ 41

Commodity Contracts Other current assets 4 — 4

Derivatives not designated as hedging instruments:

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Other current assets 51 ( 40 ) 11

Commodity contracts Other current assets 3 — 3

Total asset derivatives

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Foreign currency contracts Accrued and other current liabilities $ 9 $ — $ 9

Commodity Contracts Accrued and other current liabilities 3 — 3

Derivatives not designated as hedging instruments:

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Accrued and other current liabilities 58 ( 40 ) 18

Commodity contracts Accrued and other current liabilities 2 — 2

Total liability derivatives

$ 70 $ ( 40 ) $ 30

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

December 31, 2021

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Other current assets 31 ( 20 ) 11

Commodity contracts Other current assets 3 — 3

Total asset derivatives

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Accrued and other current liabilities 23 ( 20 ) 3

Commodity contracts Accrued and other current liabilities 2 — 2

Total liability derivatives

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Counterparty and cash collateral amounts represent the estimated net settlement amount when applying netting and set-off rights included in master netting arrangements between the company and its counterparties and the payable or receivable for cash collateral held or placed with the same counterparty.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Effect of Derivative Instruments

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OCI is defined as other comprehensive income (loss).

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

(in millions) Amount of (Loss) Gain Recognized in Income - Pre-Tax 1

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Total derivatives designated as hedging instruments

13 ( 18 ) ( 13 )

Derivatives not designated as hedging instruments:

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Foreign currency contracts 2

( 6 ) ( 14 ) 14

Commodity contracts 2

( 21 ) ( 18 ) 9

Total derivatives not designated as hedging instruments

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For cash flow hedges, this represents the portion of the gain (loss) reclassified from accumulated OCI into income during the period.

Recorded in cost of goods sold.

Gain recognized in other income - net was partially offset by the related gain on the foreign currency-denominated monetary assets and liabilities of the company's operations.

Recorded in cost of goods sold in the Consolidated Statement of Operations.

Gain (loss) recognized in other income (expense) - net in the Consolidated Statement of Operations, was partially offset by the related gain on the foreign currency-denominated monetary assets and liabilities of the company's operations.

See Note 6 - Supplementary Information, to the Consolidated Financial Statements for additional information.

Debt Securities

The estimated fair value of the available-for-sale securities as of December 31, 2020 was determined using Level 1 inputs within the fair value hierarchy.

The company’s debt securities at December 31, 2022 include foreign government bonds classified as held-to-maturity securities.

The company’s investments in held-to-maturity securities are held at amortized cost, which approximates fair value, and are held by certain foreign subsidiaries in which the USD is the functional currency.

The following table summarizes the contractual maturities of the company's investments in debt securities at December 31, 2022:

Contractual Maturities of Debt Securities 1

Amortized Cost Fair Value

(In millions)

Within one year $ 83 $ 83

One to five years $ 27 $ 27

The company's debt securities at December 31, 2022 consists of foreign government bonds, which are classified as held-to-maturity.

During 2021, the company sold its U.S.

treasuries classified as available-for-sale securities.

The estimated fair value of the available-for-sale securities that were sold in 2021 was determined using Level 1 inputs within the fair value hierarchy.

Level 1 measurements were based on quoted market prices in active markets for identical assets and liabilities.

The available-for-sale securities at of December 31, 2020 are held by certain foreign subsidiaries in which the USD is not the functional currency.

The fluctuations in foreign exchange are recorded in accumulated other comprehensive loss within the Consolidated Statements of Equity.

These fluctuations are subsequently reclassified from accumulated other comprehensive income (loss) to earnings in the period in which the marketable securities are sold and the gains and losses on these securities offset a portion of the foreign exchange fluctuations in earnings for the company.

The available-for-sale securities that were sold in 2021 were held by certain foreign subsidiaries in which the USD is not the functional currency.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

fluctuations in foreign exchange were initially recorded in accumulated other comprehensive income (loss) within the Consolidated Statements of Equity and subsequently reclassified to earnings when sold.

The gains and losses on these securities offset a portion of the foreign exchange fluctuations in earnings for the company.

The following table provides the investing results from available-for-sale securities for the year ended December 31, 2021:

3 unchanged sentences

Gross realized losses $ ( 7 )

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 20 - FAIR VALUE MEASUREMENTS

The following tables summarize the basis used to measure certain assets and liabilities at fair value on a recurring basis:

December 31, 2021 Significant Other Observable Inputs

(In millions) Level 1 Level 2

Significant Other Observable Inputs December 31, 2022 December 31, 2021

(In millions) Level 1 Level 2 Level 1 Level 2

Assets at fair value:

Marketable securities

$ — $ 124 $ — $ 86

Derivatives relating to:

Foreign currency

Commodity Contracts — 4 — —

Equity securities 2

3 unchanged sentences

Foreign currency

Total liabilities at fair value $ — $ 24

December 31, 2020 Significant Other Observable Inputs

(In millions) Level 1 Level 2

Assets at fair value:

Marketable securities

Debt securities:

Derivatives relating to:

Foreign currency

Total assets at fair value $ 226 $ 98

Liabilities at fair value:

Derivatives relating to:

Foreign currency

Commodity contracts — 3 — —

Total liabilities at fair value $ — $ 70 $ — $ 24

1 unchanged sentence

The company's equity securities are included in other assets in the Consolidated Balance Sheets.

The company's investments in U.S.

treasuries, which are primarily available-for-sale, are included in "marketable securities" in the Consolidated Balance Sheets.

For assets and liabilities classified as Level 1 measurements (measured using quoted prices in active markets), total fair value is either the price of the most recent trade at the time of the market close or the official close price, as defined by the exchange on which the asset is most actively traded on the last trading day of the period, multiplied by the number of units held without consideration of transaction costs.

3 unchanged sentences

Market inputs are obtained from well-established and recognized vendors of market data and subjected to tolerance and quality checks.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

For derivative assets and liabilities, standard industry models are used to calculate the fair value of the various financial instruments based on significant observable market inputs, such as foreign exchange rates, commodity prices, swap rates and implied volatilities obtained from various market sources.

2 unchanged sentences

See Note 19 - Financial Instruments, to the Consolidated Financial Statements, for further information on the types of instruments used by the company for risk management.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

There were no transfers between Levels 1 and 2 during the years ended December 31, 2022 and 2021.

2 unchanged sentences

Given the short-term nature of the underlying receivables, discount rate and prepayments are not factors in determining the fair value of the interests.

Fair Value Measurements on a Nonrecurring Basis

The following table summarizes the basis used to measure certain assets at fair value on a nonrecurring basis:

Basis of Fair Value Measurements on a Nonrecurring Basis Significant Other Unobservable Inputs

(Level 3) Total Losses

(In millions)

Assets at fair value:

Developed technology

Other intangible assets

$ — $ ( 137 )

During the third and fourth quarter of 2019, the company recorded impairment charges to developed technology, other intangible assets, and IPR&D.

See Note 7 - Restructuring and Asset Related Charges - Net, and Note 15 - Goodwill and Other Intangible Assets, to the Consolidated Financial Statements, for further discussion of these fair value measurements.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 21 - GEOGRAPHIC INFORMATION

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Net sales for Brazil for the years ended December 31, 2022, 2021 and 2020 were $ 3,137 million , $ 2,315 million and $ 1,724 million, respectively.

As of December 31,

(In millions) 2022 2021 2020

12 unchanged sentences

Effective January 1, 2021, on a prospective basis, the company excludes from segment operating EBITDA net unrealized gain or loss from mark-to- market activity for certain foreign currency derivative instruments that do not qualify for hedge accounting.

Non-operating (benefits) costs consists of non-operating pension and other post-employment benefit (OPEB) costs, tax indemnification adjustments, environmental remediation and legal costs associated with legacy EID businesses and sites, and the 2021 officer indemnification payment.

Non-operating (benefits) costs consists of non-operating pension and other post-employment benefit (OPEB) credits (costs), tax indemnification adjustments, environmental remediation and legal costs associated with legacy EIDP businesses and sites, and the 2021 officer indemnification payment.

Tax indemnification adjustments relate to changes in indemnification balances, as a result of the application of the terms of the Tax Matters Agreement, between Corteva and Dow and/or DuPont that are recorded by the company as pre-tax income or expense.

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Upon settlement, which is within the same calendar year of execution of the contract, the realized gain (loss) from the changes in fair value of the non-qualified foreign currency derivative contracts will be reported in the respective segment results to reflect the economic effects of the foreign currency derivative contracts without the resulting unrealized mark to fair value volatility.

For the year ended December 31, 2019, segment operating EBITDA is calculated on a pro forma basis, as this is the manner in which the CODM assesses performance and allocates resources or expense.

Pro forma adjustments used in the calculation of pro forma segment operating EBITDA for the year ended December 31, 2019 were determined in accordance with Article 11 of Regulation S-X that was in effect prior to recent amendments.

These adjustments give effect to the Merger, the debt retirement transactions related to paying off or retiring portions of EID’s existing debt liabilities (as discussed in Note 17 - Long-Term Debt and Available Credit Facilities, to the Consolidated Financial Statements), and the separation and distribution to DowDuPont stockholders of all the outstanding shares of Corteva common stock as if they had been consummated on January 1, 2016.

Corporate Profile

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The segment is a leader in many of the company’s key seed markets, including North America corn and soybeans, Europe corn and sunflower, as well as Brazil, India, South Africa and Argentina corn.

The segment offers trait technologies that improve resistance to weather, disease, insects and herbicides used to control weeds, and trait technologies that enhance food and nutritional characteristics.

In addition, the segment provides digital solutions that assist farmer decision-making with a view to optimize product selection and, ultimately, help maximize yield and profitability.

The segment offers trait technologies that improve resistance to weather, disease, insects and enhance food and nutritional characteristics, herbicides used to control weeds, and digital solutions that assist farmer decision-making to help maximize yield and profitability.

Crop Protection

The crop protection segment serves the global agricultural input industry with products that protect against weeds, insects and other pests, and disease, and that improve overall crop health both above and below ground via nitrogen management and seed-applied technologies.

The segment offers crop protection solutions and digital solutions that provide farmers the tools they need to improve productivity and profitability, and help keep fields free of weeds, insects and diseases.

The segment is a leader in global herbicides, insecticides, nitrogen stabilizers and pasture and range management herbicides.

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Net sales $ 7,756 $ 6,461 $ 14,217

Pro forma segment operating EBITDA $ 1,040 $ 1,066 $ 2,106

Segment operating EBITDA $ 1,208 $ 1,004 $ 2,212

Depreciation and amortization $ 798 $ 379 $ 1,177

Segment assets $ 23,751 $ 13,099 $ 36,850

$ 25,387 $ 13,492 $ 38,879

Investments in nonconsolidated affiliates $ 22 $ 44 $ 66

Purchase of property, plant and equipment $ 225 $ 250 $ 475

On June 1, 2019, as a result of changes in reportable segments, $ 3,382 million of goodwill was reallocated from the seed reportable segment to the crop protection reportable segment.

This change was not reflected in segment assets prior to June 1, 2019.

Reconciliation to Consolidated Financial Statements

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Non-operating (benefits) costs - net 1

( 111 ) ( 1,256 ) ( 316 )

Mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges 2

Significant items 502 236 388

Pro forma adjustments 298

Corporate expenses 116 138 125

Segment operating EBITDA $ 3,340 $ 2,714 $ 2,212

$ 2,714 $ 2,212 $ 2,106

Excludes a $( 33 ) million foreign exchange loss for the year ended December 31, 2019 associated with the devaluation of the Argentine peso.

See Note 9 - Supplementary Information, to the Consolidated Financial Statements, for additional information.

The year ended December 31, 2021 includes non-cash benefits related to the 2020 OPEB Plan Amendments.

Refer to Note 17 - Pension Plans and Other Post Employment Benefits, to the Consolidated Financial Statements, for additional information.

Effective January 1, 2021, on a prospective basis, the company excludes net unrealized gain or loss from mark-to-market activity for certain foreign currency derivative instruments that do not qualify for hedge accounting.

There were no unrealized mark-to-market (gains) losses for the years ended December 31, 2020 and 2019.

The year ended December 31, 2019 is presented on a pro forma basis, prepared in accordance with Article 11 of Regulation S-X that was in effect prior to recent amendments.

There was no unrealized mark-to-market (gain) loss for the year ended December 31, 2020.

Corteva, Inc.

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Total assets $ 42,618 $ 42,344

Other Items (in millions)

Segment Totals Adjustments 1

Consolidated Totals

For the Year Ended December 31, 2019

Depreciation and amortization $ 1,000 $ 599 $ 1,599

Purchase of property, plant and equipment $ 666 $ 497 $ 1,163

See Note 5 - Divestitures and Other Transactions, to the Consolidated Financial Statements, for additional information .

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Significant Pre-tax (Charges) Benefits Not Included in Segment Operating EBITDA

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$ ( 228 ) $ ( 37 ) $ ( 98 ) $ ( 363 )

Equity securities mark-to-market gain (loss) 47 — — 47

Estimated settlement expense 2

— ( 87 ) — ( 87 )

Inventory write-offs 3

( 33 ) — — ( 33 )

Gain on sale of business 3

Loss on exit of non-strategic asset 3

( 5 ) — — ( 5 )

Settlement costs associated with Russia Exit 3

( 8 ) — — ( 8 )

Employee Retention Credit 6 3 — 9

Contract termination ( 30 ) ( 24 ) — ( 54 )

AltEn facility remediation charges ( 33 ) — — ( 33 )

Seed sale associated with Russia Exit 3,4

Total $ ( 298 ) $ ( 106 ) $ ( 98 ) $ ( 502 )

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$ ( 152 ) $ ( 59 ) $ ( 78 ) $ ( 289 )

Loss on Divestiture 2

— ( 53 ) — ( 53 )

Equity securities mark-to-market gain (loss) 47 — — 47

Employee Retention Credit 37 23 — 60

Contract termination ( 30 ) ( 24 ) — ( 54 )

Total $ ( 98 ) $ ( 60 ) $ ( 78 ) $ ( 236 )

3 unchanged sentences

$ ( 165 ) $ ( 109 ) $ ( 61 ) $ ( 335 )

Integration and Separation Costs 4

— — ( 632 ) ( 632 )

Loss on Divestiture 5

( 24 ) — — ( 24 )

Amortization of Inventory Step Up 6

( 67 ) — — ( 67 )

Loss on Early Extinguishment of Debt 7

— — ( 13 ) ( 13 )

Argentina Currency Devaluation 8

Loss on sale of asset 5

— ( 53 ) — ( 53 )

2 unchanged sentences

See Note 5 - Restructuring and Asset Related Charges - Net, to the Consolidated Financial Statements, for additional information.

Includes a loss recorded in other income - net related to the sale of the La Porte site.

The year ended December 31, 2019 is presented on a pro forma basis, prepared in accordance with Article 11 of Regulation S-X that was in effect prior to recent amendments.

Integration and separation costs include costs incurred to prepare for and close the Merger, post-Merger integration expenses, and costs incurred to prepare for the Internal Reorganizations.

Beginning in the second quarter of 2019, this includes both integration and separation costs.

Includes a loss recorded in other income - net related to DAS's sale of a joint venture related to synergy actions.

Includes a charge related to the amortization of the inventory that was stepped up to fair value in connection with the Merger.

Includes a loss on early extinguishment of debt related to the difference between the redemption price and the par value of the Make Whole Notes and Term Loan Facility, partially offset by the write-off of unamortized step-up related to the fair value step-up of EID's debt.

Includes a charge included in other income - net associated with remeasuring the company’s Argentine Peso net monetary assets, resulting from an unexpected August primary election result in Argentina.

Throughout the three months ended September 30, 2019, the Argentine Peso dropped approximately a third of its value against the US dollar and in September of 2019, the country’s central bank announced new restrictions on foreign currency transactions.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 26 - SUBSEQUENT EVENTS

In February 2022, the company entered into a new committed receivable repurchase facility of up to $ 500 million (the "2022 Repurchase Facility"), which expires in December 2022.

Under the 2022 Repurchase Facility, Corteva may sell a portfolio of available and eligible outstanding customer notes receivables to participating institutions and simultaneously agree to repurchase at a future date.

The 2022 Repurchase Facility is considered a secured borrowing with the customer notes receivables inclusive of those that are sold and repurchased, equal to 105 percent of the outstanding amounts borrowed utilized as collateral.

Borrowings under the 2022 Repurchase Facility will have an interest rate equal to the Adjusted Term Secured Overnight Financing Rate ("SOFR") plus a margin of 0.75 percent.

du Pont de Nemours and Company

Consists of estimated Lorsban® related charges.

Incremental gains (losses) associated with activities related to the 2022 Restructuring Actions.

Includes a benefit of $3 million relating to the sale of seeds already under production in Russia when the decision to exit the country was made and that the Company was contractually required to purchase.

It consists of $8 million of net sales and $5 million of cost of goods sold.

Includes a loss recorded in other income (expense) - net in the Consolidated Statement of Operations related to the sale of the La Porte site.

Index to the Consolidated Financial Statements

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Management is responsible for the Consolidated Financial Statements and the other financial information contained in this Annual Report on Form 10-K.

The financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") and are considered by management to present fairly EID's financial position, results of operations and cash flows.

The financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") and are considered by management to present fairly EIDP's financial position, results of operations and cash flows.

The financial statements include some amounts that are based on management's best estimates and judgments.

The financial statements have been audited by EID's independent registered public accounting firm, PricewaterhouseCoopers LLP.

The purpose of their audit is to express an opinion as to whether the Consolidated Financial Statements included in this Annual Report on Form 10-K present fairly, in all material respects, EID's financial position, results of operations and cash flows in conformity with GAAP.

The financial statements have been audited by EIDP's independent registered public accounting firm, PricewaterhouseCoopers LLP.

The purpose of their audit is to express an opinion as to whether the Consolidated Financial Statements included in this Annual Report on Form 10-K present fairly, in all material respects, EIDP's financial position, results of operations and cash flows in conformity with GAAP.

Their report is presented on the following pages.

1 unchanged sentence

Management is responsible for establishing and maintaining an adequate system of internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934.

EID's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP.

EID's internal control over financial reporting includes those policies and procedures that:

pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of EID;

provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that receipts and expenditures of EID are being made only in accordance with authorization of management and directors of EID;

provide reasonable assurance regarding prevention or timely detection of unauthorized acquisitions, use or disposition of EID's assets that could have a material effect on the financial statements.

EIDP's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP.

EIDP's internal control over financial reporting includes those policies and procedures that:

pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of EIDP;

provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that receipts and expenditures of EIDP are being made only in accordance with authorization of management and directors of EIDP;

provide reasonable assurance regarding prevention or timely detection of unauthorized acquisitions, use or disposition of EIDP's assets that could have a material effect on the financial statements.

Internal control over financial reporting has certain inherent limitations which may not prevent or detect misstatements.

In addition, changes in conditions and business practices may cause variation in the effectiveness of internal controls.

Management assessed the effectiveness of EID's internal control over financial reporting as of December 31, 2021, based on criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") in Internal Control-Integrated Framework (2013) .

Based on its assessment and those criteria, management concluded that EID maintained effective internal control over financial reporting as of December 31, 2021.

PricewaterhouseCoopers LLP, an independent registered public accounting firm, has audited the effectiveness of EID's internal control over financial reporting as of December 31, 2021, as stated in their report, which is presented on the following pages.

Management assessed the effectiveness of EIDP's internal control over financial reporting as of December 31, 2022, based on criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") in Internal Control-Integrated Framework (2013) .

Based on its assessment and those criteria, management concluded that EIDP maintained effective internal control over financial reporting as of December 31, 2022.

PricewaterhouseCoopers LLP, an independent registered public accounting firm, has audited the effectiveness of EIDP's internal control over financial reporting as of December 31, 2022, as stated in their report, which is presented on the following pages.

Chief Executive Officer and Director David J.

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Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors of E.

du Pont de Nemours and Company

To the Stockholders and Board of Directors of EIDP, Inc.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of E.

du Pont de Nemours and Company and its subsidiaries (the “Company”) as of December 31, 2021 and 2020, and the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2021, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended December 31, 2021 appearing under Item 15(a) (collectively referred to as the “consolidated financial statements”).

We have audited the accompanying consolidated balance sheets of EIDP, Inc.

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We have served as the Company’s auditor since 1946.

du Pont de Nemours and Company

Consolidated Financial Statements

8 unchanged sentences

Restructuring and asset related charges - net 363 289 335

Integration and separation costs — — 744

Other income - net 1,348 212 215

Loss on early extinguishment of debt — — 13

Other income (expense) - net ( 60 ) 1,348 212

Interest expense 124 80 145

5 unchanged sentences

Net income (loss) attributable to noncontrolling interests 1 — 10

Net income (loss) attributable to E.

du Pont de Nemours and Company $ 1,731 $ 615 $ ( 1,030 )

Net income (loss) attributable to EIDP, Inc.

$ 1,123 $ 1,731 $ 615

See Notes to the Consolidated Financial Statements beginning on page F-77.

du Pont de Nemours and Company

Consolidated Financial Statements

12 unchanged sentences

Comprehensive income (loss) attributable to noncontrolling interests - net of tax 1 — 10

Comprehensive income (loss) attributable to E.

du Pont de Nemours and Company $ 1,723 $ 995 $ ( 2,154 )

Comprehensive income (loss) attributable to EIDP, Inc.

$ 1,215 $ 1,723 $ 995

See Notes to the Consolidated Financial Statements beginning on page F-77.

du Pont de Nemours and Company

Consolidated Financial Statements

36 unchanged sentences

23,000,000 shares authorized;

issued at December 31, 2021, December 31, 2020:

issued at December 31, 2022 and December 31, 2021:

$4.50 Series – 1,673,000 shares (callable at $120) 169 169

6 unchanged sentences

Accumulated other comprehensive income (loss) ( 2,806 ) ( 2,898 )

du Pont de Nemours and Company stockholders’ equity 23,459 21,601

Total EIDP, Inc.

stockholders’ equity

24,748 23,459

Noncontrolling interests 1 —

2 unchanged sentences

See Notes to the Consolidated Financial Statements beginning on page F-77.

du Pont de Nemours and Company

Consolidated Financial Statements

11 unchanged sentences

Restructuring and asset related charges - net 363 289 335

Amortization of inventory step-up — — 272

Goodwill impairment charge — — 1,102

Loss on early extinguishment of debt — — 13

Other net loss 305 156 290

9 unchanged sentences

Proceeds from sales of property, businesses, and consolidated companies - net of cash divested 73 75 83

Acquisitions of businesses - net of cash acquired — — ( 10 )

Escrow funding associated with acquisitions ( 36 ) — —

Investments in and loans to nonconsolidated affiliates ( 12 ) ( 4 ) ( 1 )

Proceeds from sale of ownership interest in nonconsolidated affiliates — — 21

Purchases of investments ( 344 ) ( 204 ) ( 995 )

10 unchanged sentences

Payment for acquisition of subsidiary's interest from the noncontrolling interest — — ( 60 )

Distributions to DowDuPont — — ( 317 )

Cash transferred to DowDuPont at Internal Reorganization — — ( 2,053 )

Contributions from Dow and DowDuPont — — 3,255

Debt extinguishment costs — — ( 79 )

Other financing activities, net ( 66 ) ( 42 ) ( 51 )

4 unchanged sentences

Cash, cash equivalents and restricted cash equivalents at end of period $ 3,618 $ 4,836 $ 3,873

du Pont de Nemours and Company

Consolidated Financial Statements

(In millions) For the Year Ended December 31,

2021 2020 2019 1

Supplemental cash flow information

3 unchanged sentences

Income taxes 467 341 229

The cash flows for the year ended December 31, 2019 includes cash flows of EID's ECP and Specialty Products Entities .

Reflects interest, net of amounts capitalized, paid to external parties.

For information associated with interest paid on related party debt refer to EID's Note 2 - Related Party Transactions, of the EID Consolidated Financial Statements.

For information associated with interest paid on related party debt refer to EIDP's Note 2 - Related Party Transactions, of the EIDP Consolidated Financial Statements.

See Notes to the Consolidated Financial Statements beginning on page F-77.

du Pont de Nemours and Company

Consolidated Financial Statements

CONSOLIDATED STATEMENTS OF EQUITY

(In millions) Preferred Stock Common Stock Additional Paid-in Capital "APIC" Divisional Equity Retained Earnings (Accum Deficit) Accumulated Other Comp Income (Loss) Non-controlling Interests Total Equity

(In millions) Preferred Stock Common Stock Additional Paid-in Capital "APIC" Retained Earnings (Accum Deficit) Accumulated Other Comp Income (Loss) Non-controlling Interests Total Equity

Balance at January 1, 2020 $ 239 $ — $ 23,958 $ ( 406 ) $ ( 3,270 ) $ 7 $ 20,528

Net (loss) income ( 640 ) ( 390 ) 8 ( 1,022 )

Net income (loss) 615 10 625

Other comprehensive income (loss) 380 380

Preferred dividends ($4.50 Series - $4.50 per share, $3.50 Series - $3.50 per share) ( 2 ) ( 2 ) ( 6 ) ( 10 )

Distributions to DowDuPont ( 317 ) ( 317 )

Contributions from DowDuPont 3,255 3,255

Issuance of DowDuPont stock 39 39

Issuance of Corteva Stock 56 56

Preferred dividends ($4.50 Series - $4.50 per share, $3.50 Series - $3.50 per share) ( 5 ) ( 5 ) ( 10 )

Share-based compensation 60 ( 1 ) 59

Impact of Internal Reorganizations ( 56,479 ) 1,214 ( 231 ) ( 55,496 )

Reclassification of Divisional Equity to Additional Paid-in Capital 239 23,936 ( 24,175 ) —

Acquisition of noncontrolling interest in consolidated subsidiaries ( 37 ) ( 15 ) ( 52 )

Other - net 17 ( 2 ) 15

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Share-based compensation 59 ( 3 ) 56

Acquisition of noncontrolling interest in consolidated subsidiaries ( 37 ) ( 15 ) ( 52 )

Other - net ( 12 ) 1 ( 11 )

8 unchanged sentences

See Notes to the Consolidated Financial Statements beginning on page F-77 .

du Pont de Nemours and Company

Notes to the Consolidated Financial Statements

2 unchanged sentences

Segment Information

du Pont de Nemours and Company

Notes to the Consolidated Financial Statements (continued)

NOTE 1 - BASIS OF PRESENTATION

As a result of the Business Realignment and the Internal Reorganization, Corteva, Inc.

owns 100 % of the outstanding common stock of EID.

EID is a subsidiary of Corteva, Inc.

Corteva, Inc.

owns 100 % of the outstanding common stock of EIDP.

EIDP is a subsidiary of Corteva, Inc.

and continues to be a reporting company, subject to the requirements of the Exchange Act.

The primary differences between Corteva, Inc.

and EID are outlined below:

• Preferred Stock - EID has preferred stock outstanding to third parties which is accounted for as a noncontrolling interest at the Corteva, Inc.

Each share of EID Preferred Stock - $4.50 Series and EID Preferred Stock - $3.50 Series issued and outstanding at the effective date of the Corteva Distribution remains issued and outstanding as to EID and was unaffected by the Corteva Distribution.

• Related Party Loan - EID engaged in a series of debt redemptions during the second quarter of 2019 that were partially funded through an intercompany loan from Corteva, Inc.

and EIDP are outlined below:

• Preferred Stock - EIDP has preferred stock outstanding to third parties which is accounted for as a noncontrolling interest at the Corteva, Inc.

• Related Party Loan - EIDP engaged in a series of debt redemptions during the second quarter of 2019 that were partially funded through an intercompany loan from Corteva, Inc.

This was eliminated in consolidation at the Corteva, Inc.

level but remains on EID's financial statements at the standalone level (including the associated interest).

level but remains on EIDP's financial statements at the standalone level (including the associated interest).

• Capital Structure - At December 31, 2022, Corteva, Inc.'s capital structure consists of 713,419,000 issued shares of common stock, par value $ 0.01 per share.

The accompanying footnotes relate to EID only, and not to Corteva, Inc., and are presented to show differences between EID and Corteva, Inc.

The accompanying footnotes relate to EIDP only, and not to Corteva, Inc., and are presented to show differences between EIDP and Corteva, Inc.

For the footnotes listed below, refer to the footnotes from the Corteva 10-K:

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Consolidated Financial Statements

• Note 4 - Common Control Business Combination - refer to page F-19 of the Corteva, Inc.

Consolidated Financial Statements

• Note 5 - Divestitures and Other Transactions - refer to page F-20 of the Corteva, Inc.

Consolidated Financial Statements

• Note 4 - Revenue - refer to page F-17 of the Corteva, Inc.

2 unchanged sentences

Consolidated Financial Statements

• Note 8 - Related Party Transactions - Differences exist between Corteva, Inc.

refer to EID Note 2 - Related Party Transactions, of the EID Consolidated Financial Statements, below

• Note 6 - Supplementary Information - refer to page F-23 of the Corteva, Inc.

1 unchanged sentence

• Note 7 - Income Taxes - Differences exist between Corteva, Inc.

refer to EID Note 3 - Income Taxes, of the EID Consolidated Financial Statements, below

• Note 11 - Earnings Per Share of Common Stock - Not applicable for EID

refer to EIDP Note 3 - Income Taxes, of the EIDP Consolidated Financial Statements, below

• Note 8 - Earnings Per Share of Common Stock - Not applicable for EIDP

• Note 9 - Accounts and Notes Receivable - Net - refer to page F-29 of the Corteva, Inc.

10 unchanged sentences

Consolidated Financial Statements.

In addition, EID has a related party loan payable to Corteva, Inc.;

refer to EID Note 2 - Related Party Transactions, of the EID Consolidated Financial Statements, below

In addition, EIDP has a related party loan payable to Corteva, Inc.;

refer to EIDP Note 2 - Related Party Transactions, of the EIDP Consolidated Financial Statements, below

• Note 15 - Commitments and Contingent Liabilities - refer to page F-36 of the Corteva, Inc.

13 unchanged sentences

• Note 22 - Segment Information - Differences exist between Corteva, Inc.

refer to EID Note 4 - Segment Information, of the EID Consolidated Financial Statements, below

du Pont de Nemours and Company

refer to EIDP Note 4 - Segment Information, of the EIDP Consolidated Financial Statements, below

Notes to the Consolidated Financial Statements (continued)

• Note 26 - Subsequent Events - Refers to page F-78 of the Corteva, Inc.

Consolidated Financial Statements

NOTE 2 - RELATED PARTY TRANSACTIONS

Refer to page F-28 of the Corteva, Inc.

Consolidated Financial Statements for discussion of related party transactions with Historical Dow and DowDuPont.

Transactions with Corteva

In the second quarter of 2019, EID entered into a related party revolving loan from Corteva, Inc., with a maturity date in 2024.

As of December 31, 2021 and December 31, 2020, the outstanding related party loan balance was $ 2,162 million and $ 3,459 million respectively (which approximates fair value), with interest rates of 1.67 % and 1.62 %, respectively, and is reflected as long-term debt - related party on EID's Consolidated Balance Sheet.

Additionally, EID has incurred tax deductible interest expense of $ 50 million and $ 100 million and paid interest of $ 51 million and $ 105 million for the years ended December 31, 2021 and 2020, respectively, associated with the related party loan to Corteva, Inc.

As of December 31, 2021, EID had payables to Corteva, Inc.

of $ 27 million and $ 117 million included in accrued and other current liabilities and other noncurrent obligations, respectively, and $ 92 million included in both accrued and other current liabilities and other noncurrent obligations, respectively, at December 31, 2020, in the Consolidated Balance Sheet, related to Corteva's indemnification liabilities to Dow and DuPont per the Separation Agreements (refer to page F-20 of the Corteva, Inc.

In the second quarter of 2019, EIDP entered into a related party revolving loan from Corteva, Inc., with a maturity date in 2024.

As of December 31, 2022 and 2021, the outstanding related party loan balance was $ 789 million and $ 2,162 million respectively (which approximates fair value), with interest rates of 6.52 % and 1.67 %, respectively, and is reflected as long-term debt - related party on EIDP's Consolidated Balance Sheet.

Additionally, EIDP has incurred tax deductible interest expense of $ 46 million, $ 50 million and $ 100 million and paid interest of $ 48 million, $ 51 million and $ 105 million for the years ended December 31, 2022, 2021 and 2020, respectively, associated with the related party loan to Corteva, Inc.

As of December 31, 2022 and 2021, EIDP had payables to Corteva, Inc.

of $ 31 million and $$ 27 million, respectively, included in accrued and other current liabilities, and $ 115 million and $$ 117 million, respectively, included in other noncurrent obligations in the Consolidated Balance Sheets, related to Corteva's indemnification liabilities to Dow and DuPont per the Separation Agreements (refer to page F-37 of the Corteva, Inc.

Consolidated Financial Statements for further details of the Separation Agreements).

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Total current tax expense (benefit) $ 478 $ 310 $ 235

Deferred tax (benefit) expense

Deferred tax expense (benefit)

Federal $ ( 170 ) $ 164 $ ( 116 )

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Net income (loss) from continuing operations $ 1,182 $ 1,784 $ 680

du Pont de Nemours and Company

Notes to the Consolidated Financial Statements (continued)

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Exchange gains/losses 3

1.9 4.1 ( 1.3 )

State and local income taxes - net 0.2 2.2 4.2

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Tax settlements and expiration of statute of limitations 0.1 — 0.4

Repatriation of foreign earnings 5,6

Other – net 5

( 0.3 ) 1.3 1.4

Effective tax rate 14.4 % 22.2 % ( 18.3 ) %

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GAAP results.

Includes a tax benefit of $( 51 ) million for the year ended December 31, 2020, related to a return to accrual adjustment associated with an elective change in accounting method that alters the 2019 impact of foreign tax provisions.

See Notes 4 - Common Control Business Combination, and Note 5 - Divestitures and Other Transactions, of the Corteva, Inc.

Consolidated Financial Statements for additional information.

Includes net tax benefit of $(55) million for the year ended December 31, 2022, related to deferred tax assets established upon change in a U.S.

Principally reflects the impact of foreign exchange gains and losses on net monetary assets for which no corresponding tax impact is realized.

Further information about the company's foreign currency hedging program is included in Note 9 - Supplementary Information, and Note 22 - Financial Instruments, of the Corteva, Inc.

Consolidated Financial Statements under the heading Foreign Currency Risk.

Reflects tax benefits of $( 38 ) million associated with the enactment of the Federal Act on Tax Reform and AHV Financing ("Swiss Tax Reform"), for the year ended December 31, 2019.

du Pont de Nemours and Company

Notes to the Consolidated Financial Statements (continued)

Includes the effect of withholding tax on distribution of foreign earnings to the U.S., net of U.S.

foreign tax credits.

NOTE 4 - SEGMENT INFORMATION

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In addition, there are no differences between Corteva, Inc.

and EID segment net sales, segment operating EBITDA or pro forma segment operating EBITDA, segment assets, or significant items by segment;

and EIDP segment net sales, segment operating EBITDA, segment assets, or significant items by segment;

refer to page F-64 of the Corteva, Inc.

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The tables below reconcile income (loss) from continuing operations after income taxes to segment operating EBITDA, as differences exist between Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Reconciliation to Consolidated Financial Statements

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Non-operating (benefits) costs - net 1

( 111 ) ( 1,256 ) ( 316 )

Mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges 2

Significant items 502 236 388

Pro forma adjustments 298

Corporate expenses 116 138 125

Segment operating EBITDA $ 3,340 $ 2,714 $ 2,212

$ 2,714 $ 2,212 $ 2,106

Excludes a $( 33 ) million foreign exchange loss for the year ended December 31, 2019 associated with the devaluation of the Argentine peso.

See Note 9 - Supplementary Information, of the Corteva, Inc.

Consolidated Financial Statements for additional information.

The year ended December 31, 2021 includes non-cash benefits related to the 2020 OPEB Plan Amendments.

Refer to Note 17 - Pension Plans and Other Post Employment Benefits, to the Consolidated Financial Statements, for additional information.

There were no unrealized mark-to-market (gains) losses for the years ended December 31, 2020 and 2019.

The year ended December 31, 2019 is presented on a pro forma basis, prepared in accordance with Article 11 of Regulation S-X that was in effect prior to recent amendments.

There was no unrealized mark-to-market (gain) loss for the year ended December 31, 2020.

FORM 10-K SUMMARY

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures