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Item 9A. Controls and Procedures

2025-02-14 compared with 2024-02-08 · 659 added, 606 removed, 2663 unchanged (32% of the section changed)

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As of December 31, 2024, the company's Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), together with management, conducted an evaluation of the effectiveness of the company'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.

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

b) Changes in Internal Control over Financial Reporting

There have been no changes in the company's internal control over financial reporting that occurred during the quarter ended December 31, 2024 that have materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting.

Management’s assessment of the effectiveness of the company’s internal control over financial reporting as of December 31, 2023 excluded the Stoller and Symborg acquisitions, which were completed in March 2023.

Total assets, excluding goodwill and other intangible assets, and net sales of Stoller and Symborg represent approximately 1 percent and 2 percent, respectively, of the company’s consolidated assets and net sales, as of and for the year ended December 31, 2023.

This exclusion is in accordance with the guidelines established by the Securities and Exchange Commission.

The effectiveness of our internal control over financial reporting as of December 31, 2023, has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in the Report of Independent Registered Public Accounting Firm contained in our 2023 Annual Report, which is also incorporated herein by reference.

a) Evaluation of Disclosure Controls and Procedures

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As of December 31, 2024, 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.

Based on that evaluation, the CEO and CFO concluded that these disclosure controls and procedures were not effective at the reasonable assurance level, due to the material weakness described in Management’s Report on Internal Control over Financial Reporting appearing on page F-70.

b) Changes in 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, 2024 that have materially affected, or are reasonably likely to materially affect, EIDP's internal control over financial reporting.

This exclusion is in accordance with the guidelines established by the Securities and Exchange Commission.

OTHER INFORMATION

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Information with respect to this Item is incorporated herein by reference to the Proxy, including information within the sections entitled, "Election of Directors," and "Corporate Governance."

Code of Financial Ethics

The company has adopted a Code of Financial Ethics for its CEO, CFO, and Controller that may be accessed from the company's website at www.corteva.com by clicking on "Investors" and then "Corporate Governance." Any amendments to, or waiver from, any provision of the code will be posted on the company's website at the above address.

Insider Trading Policies and Procedures

The company has adopted insider trading policies and procedures governing the purchase, sale, and other dispositions of the company's securities by directors, officers and employees, and the company, that are reasonably designed to promote compliance with insider trading laws, rules and regulations, and any listing standards applicable to the company.

Executive Officers of the Registrant

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Magro previously served on the Canada Pension Plan Investment Board from 2018 until March 2022.

Anderson, age 74, 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.

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.

Johnson , age 58, was named Executive Vice President and Chief Financial Officer effective in September 2024.

Prior to joining Corteva, Mr.

Johnson served as Atkore Inc.’s Chief Financial Officer and Chief Accounting Officer of Atkore Inc.

from August 2018 through August 9, 2024, and has more than 30 years of experience in strategic and financial planning, risk assessment, mergers & acquisitions, global tax strategies, international operations, and internal controls.

Prior to joining Atkore Inc., Mr.

Johnson served in various finance leadership roles at Eaton Corporation from 1995 through 2018.

Most recently at Eaton, Mr.

Johnson was Vice President-Finance & Operations for the electrical sector business, where he was responsible for sector financial planning, analysis, and reporting;

compliance, credit & collections;

government accounting;

as well as global purchasing, manufacturing strategies, logistics and distribution.

Prior to that, Mr.

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

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 57, 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.

In 1997, he joined Dow AgroSciences as corn product manager, Mycogen Seeds, and served in sales and business leadership roles in the crop protection and seeds businesses of Dow AgroSciences.

He first joined Pioneer Hi-Bred International, Inc.

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

Glenn is a member of the Iowa Business Council and currently serves as chair of both the Food Bank of Iowa and the Iowa Business Education Alliance board of directors.

Johnson was Vice President-Finance and Planning for the Americas region (Eaton Electrical) where he was responsible for reporting, planning, acquisitions, and implementing common financial policies / reporting across numerous recently acquired businesses.

During his tenure at Eaton, Mr.

Johnson held other roles of progressive responsibilities, including Plant Controller, Division Controller, Director of Finance & Business Development, Vice President Finance & Business Development, and Vice President Finance & Planning-Europe, Middle East, and Asia.

Judd O’Connor, age 54, was named Executive Vice President, Seed Business Unit of Corteva, effective December 2024.

O’Connor has over 25 years of experience in agriculture and has served as the Company’s President for the North America commercial business since July 2022.

Prior to that, Mr.

O’Connor served as the President for the company’s U.S.

commercial business since August 2018.

Prior to the Company’s spin from DowDuPont, Inc., Mr.

O’Connor was the North America Commercial Leader for DuPont Pioneer, where he was responsible for integration activities supporting the merger of DuPont and The Dow Chemical Company.

O’Connor held various leadership positions in the Company’s seed business including Vice President of Integrated Operations & Commercial Effectiveness for DuPont Pioneer, Business Director and Vice President for the Pioneer® brand sales organization, and Business President for DuPont Latin America.

Prior to joining Corteva, Mr.

O’Connor began his career in the crop protection sector with American Cyanamid where he held a number of sales, marketing

and leadership positions.

He serves on the board of directors for CropLife America and America’s Cultivation Corridor, where he is past Chair of the Board.

He has previously served on the board of directors for the Greater Des Moines Partnership.

Robert King , age 54, was named Executive Vice President, Crop Protection Business Unit of Corteva effective April 2022.

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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.

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 Nutrien Ltd.

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

King currently serves on the American Chemistry Council Board of Directors and is on the Texas Tech College of Engineering Dean’s Council.

Samuel Eathington , age 56, 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.

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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.

Eathington spent 19 years with Monsanto Corporation, in various roles and becoming Vice President, Global Plant Breeding beginning in February 2011.

Fuerer , age 58, was named Senior Vice President, General Counsel and Secretary of Corteva effective May 2019, where he is responsible for legal, compliance, and public affairs.

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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 43, 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.

Audrey Grimm , age 44, was named Senior Vice President and Chief People Officer of Corteva effective January 2025.

Grimm previously served as Senior Vice President and Chief Human Resources and Diversity Officer of Corteva since March 2022.

Beginning in 2021, she served as Vice President, Europe, Middle East and Africa (EMEA) HR, with added responsibility for the company’s global culture and Inclusion and Belonging 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 a 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 52, was named Vice President, Controller and Principal Accounting Officer of Corteva effective May 2019.

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EXECUTIVE COMPENSATION

Information related to executive compensation and the company's equity compensation plans is contained in the definitive Proxy Statement for the 2024 Annual Meeting of Stockholders of Corteva, Inc.

and is incorporated herein by reference.

Except as otherwise set forth below, information with respect to this item is incorporated herein by reference to the Definitive Proxy Statement, including information within " Compensation Discussion and Analysis ," "Compensation of Executive Officers, "Director Compensation," "Compensation Committee Interlocks and Insider Participation" and "Compensation Committee Report."

As discussed in the EIDP Explanatory Note at page F-68 and EIDP Note 1 – Basis of Presentation, of the EIDP Consolidated Financial Statements, EIDP’s Consolidated Statements of Cash Flows were required to be restated for the misclassification of

intercompany activities between EIDP and Corteva, Inc.

Corteva, as EIDP’s parent company, has confirmed the misclassification was isolated to EIDP’s standalone financial statements, and did not impact the consolidated financial statements of Corteva, as intercompany transactions are eliminated upon consolidation;

nor did the misclassification have any impact on Corteva’s internal control over financial reporting.

Therefore, it had no impact on any financial reporting measures utilized by Corteva within its incentive-based compensation programs.

EIDP does not maintain standalone incentive-based compensation programs based upon EIDP financial reporting measures, nor does EIDP grant equity-based awards to its executives.

Therefore, there was no erroneously awarded compensation subject to recovery as a result of EIDP's restatement.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

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Information with respect to this Item is incorporated herein by reference to the definitive Proxy Statement for the 2025 Annual Meetings of Stockholders of Corteva, Inc., including information within the section entitled, “Ratification of Independent Registered Public Accounting Firm.”

EXHIBITS AND CONSOLIDATED FINANCIAL STATEMENT SCHEDULES

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

Financial Statements, Financial Statement Schedules and Exhibits:

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

Deductions include currency translation adjustments.

Deductions include amounts recorded to Other Comprehensive Income and currency translation adjustments.

Financial Statement Schedules listed under the Securities and Exchange Commission ("SEC") rules but not included in this report are omitted because they are not applicable or the required information is shown in the Consolidated Financial Statements or notes thereto.

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(incorporated by reference to Exhibit No.

10.2 to Corteva’s and EIDP’s Quarterly Report on Form 10-Q (Commission file numbers 001-38710 and 001-00815), filed on August 4, 2023

10.2 to Corteva’s and EIDP’s Quarterly Report on Form 10-Q (Commission file numbers 001-38710 and 001-00815, respectively), filed on August 4, 2023).

Corteva Insider Trading Policy

Subsidiaries of the Registrant.

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Corteva, Inc.

Clawback Policy

Clawback Policy (incorporated by reference from Exhibit 97 to Corteva’s and EIDP’s Annual Report on Form 10-K (Commission file numbers 001-38710 and 001-00815, respectively), filed on February 8, 2024).

101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

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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.

Corteva, Inc.

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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Ward Director February 14, 2025

Anderson Executive Vice President and Chief Financial Officer

Johnson Executive Vice President and Chief Financial Officer

(Principal Financial Officer) February 14, 2025

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February 14, 2025

Anderson Executive Vice President,

Johnson Executive Vice President,

Chief Financial Officer and Director

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The financial statements include some amounts that are based on management's best estimates and judgments.

The financial statements have been audited by the company's independent registered public accounting firm, PricewaterhouseCoopers LLP.

The Consolidated Financial Statements have been audited by the company'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, the company's financial position, results of operations and cash flows in conformity with GAAP.

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Based on its assessment and those criteria, management concluded that the company maintained effective internal control over financial reporting as of December 31, 2024.

This exclusion is in accordance with the guidelines established by the Securities and Exchange Commission.

PricewaterhouseCoopers LLP, an independent registered public accounting firm, has audited the effectiveness of the company's internal control over financial reporting as of December 31, 2024, as stated in their report, which is presented on the following pages.

Chief Executive Officer and Director David J.

Chief Executive Officer and Director David P.

Executive Vice President and

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We believe that our audits provide a reasonable basis for our opinions.

As described in Management’s Report on Internal Control over Financial Reporting, management has excluded the Stoller Group, Inc.

(“Stoller”) and Quorum Vital Investment, S.L.

and its affiliates (“Symborg”) businesses from its assessment of internal control over financial reporting as of December 31, 2023 because they were acquired by the Company in purchase business combinations during 2023.

We have also excluded the Stoller and Symborg businesses from our audit of internal control over financial reporting.

These businesses, each of which is wholly owned, comprised, in the aggregate, total assets excluding goodwill and other intangible assets, and total net sales excluded from management’s assessment and our audit of internal control over financial reporting of approximately 1 percent and 2 percent, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2023.

Definition and Limitations of Internal Control over Financial Reporting

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A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(ii) 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 the company are being made only in accordance with authorizations of management and directors of the company;

(ii) 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 the company are being made only in accordance with authorizations of management and directors of the company;

and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

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The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Goodwill (Seed Reporting Unit) Impairment Assessment

As described in Notes 2 and 13 to the consolidated financial statements, the Company’s consolidated goodwill balance was $10.6 billion as of December 31, 2023, and the goodwill associated with the seed reporting unit was $5.4 billion.

Management tests goodwill for impairment at the reporting unit level at least annually, 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.

Management performs an annual goodwill impairment test in the fourth quarter.

If management chooses not to complete a qualitative assessment for a given reporting unit or if the initial assessment indicates that it is more likely than not that the carrying value of a reporting unit exceeds its estimated fair value, additional quantitative testing is required.

Management performed quantitative testing on its seed reporting unit and determined that no goodwill impairment existed in 2023.

Management determined fair value for the seed reporting unit using a discounted cash flow model.

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

The principal considerations for our determination that performing procedures relating to the seed reporting unit goodwill impairment assessment is a critical audit matter are (i) the significant judgment by management when developing the fair value of the seed reporting unit;

(ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to projected revenue, the weighted average cost of capital, and the terminal value;

and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Revenue Recognition – Product Sales

As described in Notes 2 and 5 to the consolidated financial statements, net sales were $16.908 billion for the year ended December 31, 2024.

Substantially all of Corteva's revenue is derived from product sales.

Revenue is recognized from product sales when the 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.

Control transfer occurs at a point in time according to shipping terms.

The transaction price includes estimates of variable consideration, such as rights of return, rebates, and discounts, that are reductions in revenue.

All estimates are based on the Company's historical experience, anticipated performance, and management’s best judgment at the time the estimate is made.

Estimates of variable consideration included in the transaction price primarily utilize the expected value method based on historical experience.

These estimates are reassessed each reporting period and are included in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur upon resolution of uncertainty associated with the variable consideration.

The majority of contracts have a single performance obligation satisfied at a point in time and the transaction price is stated in the contract, usually as quantity times price per unit.

The principal consideration for our determination that performing procedures relating to revenue recognition for product sales is a critical audit matter is a high degree of auditor effort in performing procedures related to the Company’s revenue recognition.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to management’s goodwill impairment assessment, including controls over the valuation of the seed reporting unit.

These procedures also included, among others, (i) testing management’s process for developing the fair value estimate;

(ii) evaluating the appropriateness of the discounted cash flow model;

(iii) testing the completeness, accuracy, and relevance of underlying data used in the discounted cash flow model;

and (iv) evaluating the reasonableness of significant assumptions used by management related to projected revenue, the weighted average cost of capital, and the terminal value.

Evaluating management’s assumptions related to projected revenue and the terminal value involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the reporting unit;

(ii) the consistency with external market and industry data;

and (iii) whether the assumptions were consistent with evidence obtained in other areas of the audit.

Professionals with specialized skill and knowledge were used to assist in the evaluation of the Company’s discounted cash flow model and the weighted average cost of capital and terminal value assumptions.

These procedures included testing the effectiveness of controls relating to the revenue recognition process.

These procedures also included, among others (i) evaluating revenue transactions by testing, on a sample basis, the revenue recognized by obtaining and inspecting source documents, such as purchase orders, invoices, shipment or delivery documents, and cash receipts, as applicable;

(ii) testing, on a sample basis, the recognition of variable consideration for rebates issued and discounts granted during the year by obtaining and inspecting source documents, such as support for the nature of the variable consideration, amount, and agreement with the customer;

and (iii) confirming, on a sample basis, outstanding customer invoice balances as of year-end, and, for confirmations not returned, obtaining and inspecting source documents, including invoices, shipment or delivery documents, and subsequent cash receipts, as applicable.

/s/ PricewaterhouseCoopers LLP

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Provision for (benefit from) deferred income tax ( 365 ) ( 438 ) ( 288 )

Net periodic pension and OPEB (credits) costs 138 ( 142 ) ( 1,292 )

Net periodic pension and OPEB (benefit) cost, net 160 138 ( 142 )

Pension and OPEB contributions ( 151 ) ( 149 ) ( 182 )

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Effect of exchange rate changes on cash, cash equivalents and restricted cash equivalents ( 93 ) ( 143 ) ( 278 )

Increase (decrease) on cash, cash equivalents and restricted cash equivalents ( 460 ) ( 1,218 ) 963

Increase (decrease) in cash, cash equivalents and restricted cash equivalents 264 ( 460 ) ( 1,218 )

Cash, cash equivalents and restricted cash equivalents at beginning of period 3,158 3,618 4,836

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CONSOLIDATED STATEMENTS OF EQUITY

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

(In millions) Common Stock Additional Paid-in Capital Retained Earnings (Accum.

Deficit) Accumulated Other Comp.

Income (Loss) Non-Controlling Interests Total Equity

Balance at January 1, 2022 $ 7 $ 27,751 $ 524 $ ( 2,898 ) $ 239 $ 25,623

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Common dividends ($ 0.58 per share)

( 418 ) ( 418 )

Repurchase of common stock ( 1,000 ) ( 1,000 )

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Common dividends ($ 0.62 per share)

( 439 ) ( 439 )

Repurchase of common stock ( 171 ) ( 585 ) ( 756 )

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Common dividends ($ 0.66 per share)

( 229 ) ( 229 ) ( 458 )

Repurchase of common stock ( 430 ) ( 579 ) ( 1,009 )

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The Consolidated Financial Statements and other financial information included in this Annual Report, unless otherwise specified, have been presented to separately show the effects of discontinued operations.

The company made the decision, which was retrospectively applied, to adjust the presentation of the Consolidated Statement of Cash Flows to separately show the cash provided by (used for) operating activities – discontinued operations, which was previously presented within cash provided by (used for) operating activities.

During the fourth quarter of 2023, the company made the decision, which was retrospectively applied, to adjust the presentation of the Consolidated Statement of Cash Flows to separately present the cash provided by (used for) operating activities – discontinued operations, which was previously presented within cash provided by (used for) operating activities.

See Note 16 – Commitments and Contingent Liabilities, to the Consolidated Financial Statements, for additional information on discontinued operations activities.

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

Argentina contributes 4 percent and 3 percent to the company's annual net sales and segment operating EBITDA, respectively.

Argentina contributes approximately 3 percent to the company's annual net sales and less than 2 percent to each of the company's annual Seed and Crop Protection segment operating EBITDA.

The company remeasures net monetary assets and translates the financial statements utilizing the official Argentine Peso (“Peso”) to USD exchange rate.

The ability to draw down Peso cash balances is limited at this time due to government restrictions and market availability of U.S.

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 7 – Supplementary Information, to the Consolidated Financial Statements).

As of December 31, 2023, 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

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

impact pre-tax earnings by approximately $ 10 million.

The Argentina government has offered USD-denominated bonds to importers, the proceeds from which could be used to pay off outstanding intercompany payables.

As of December 31, 2024, the company holds $ 103 million (at amortized cost) of these foreign government bonds as part of its strategy to manage its net monetary asset exposure in Argentina.

Refer to the “Debt Securities” section in Note 20 - Financial Instruments, for additional information.

As of December 31, 2024, a further 10 percent deterioration in the official Peso to USD exchange rate would not have a significant impact on the USD value of our net monetary assets or pre-tax earnings.

The company will continue to assess the implications to its operations and financial reporting.

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Cash and Cash Equivalents

Cash equivalents represent investments with maturities of three months or less from time of purchase.

Cash equivalents represent highly liquid investments with maturities of three months or less from time of purchase.

They are carried at cost plus accrued interest.

Restricted Cash Equivalents

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

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 and 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.

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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 hierarchy to classify assets and liabilities measured at fair value:

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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, 2023, 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 FIFO and average cost methods, respectively.

As of December 31, 2024 and 2023, approximately 60 percent and 40 percent 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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The company establishes an obsolescence reserve for inventory based upon quality considerations and assumptions about future demand and market conditions.

Property, Plant and Equipment

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

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

Fully depreciated assets are retained in property and accumulated depreciation accounts until they are removed from service.

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.

See Note 12 – Property, Plant and Equipment, to the Consolidated Financial Statements, for further information.

Goodwill and Other Intangible Assets

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Goodwill is tested for impairment at the reporting unit level at least annually, or more frequently when events or changes in circumstances indicate that the fair value of a reporting unit has more likely than not declined below its carrying value.

The company performs an annual goodwill impairment test in the fourth quarter.

The company performs an annual goodwill impairment test in the fourth quarter 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.

When testing goodwill for impairment, the company has the option to first perform qualitative testing to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value.

If the company chooses not to complete a qualitative assessment for a given reporting unit or if the initial assessment indicates that it is more likely than not that the carrying value of a reporting unit exceeds its estimated fair value, additional quantitative testing is required.

If additional quantitative testing is required, the reporting unit's fair value is compared with its carrying amount, and an impairment charge, if any, is recognized for the amount by which the carrying amount exceeds the reporting unit's fair value, limited to the amount of goodwill associated with the reporting unit.

The company determines fair values for each of the reporting units using a

If the company chooses not to complete a qualitative assessment for a given reporting unit or if the initial assessment indicates that it is more likely than not that the

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

discounted cash flow model (a form of the income approach) or the market approach.

carrying value of a reporting unit exceeds its estimated fair value, additional quantitative testing is required.

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

See Note 13 - Goodwill and Other Intangible Assets, to the Consolidated Financial Statements, for further information on goodwill.

Indefinite-lived intangible assets are tested for impairment at least annually;

however, these tests are performed more frequently when events or changes in circumstances indicate that the asset may be impaired.

Impairment exists when carrying value exceeds fair value.

The company performs an impairment assessment using the multi-period excess earnings method (a form of the income approach) using Level 3 inputs within the fair value hierarchy.

The significant assumptions used in the calculation include future cash flow projections, the discount rate, and the terminal growth rate.

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

Definite-lived intangible assets are amortized over their estimated useful lives, generally on a straight-line basis for periods ranging primarily from 2 years to 25 years.

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Depreciation is recognized over the remaining useful life of the assets.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Derivative Instruments

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The company utilizes derivatives to manage exposures to foreign currency exchange rates and commodity prices.

Changes in the fair values of derivative instruments that are not designated as hedges are recorded in current period earnings.

Changes in the fair values of derivative

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

instruments that are not designated as hedges are recorded in current period earnings.

For derivative instruments designated as cash flow hedges, the gain (loss) is reported in accumulated other comprehensive income (loss) until it is cleared to earnings during the same period in which the hedged item affects earnings.

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At December 31, 2024, the balance of prepaid royalties reflected in other current assets and other assets in the Consolidated Balance Sheets was approximately $ 65 million and $ 160 million, respectively.

The majority of the balance of prepaid royalties in other current assets 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

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

tolerance trait and Roundup Ready 2 Xtend ® glyphosate and dicamba tolerance trait for soybeans (“Roundup Ready 2 License Agreement”).

Through June 30, 2024, the prepaid royalties balance largely related to the 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, which was obtained by the company’s wholly owned subsidiary, Pioneer Hi-Bred International, Inc.

(“Pioneer”) (“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 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.

The company’s historical expectation was that the technology

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

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.

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In connection with the validation of breeding plans and large-scale product development timelines, during 2019 the company committed to accelerate the ramp up of the Enlist E3 TM trait platform in the company’s soybean portfolio mix across all brands, including Pioneer ® brands.

During the five-year 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.

Due to the five-year ramp-up of Enlist E3 TM , the company significantly reduced 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 had therefore increased significantly through higher amortization of the prepaid royalty as fewer seeds containing the respective trait were expected to be utilized.

In connection with the departure from these traits, beginning January 1, 2020 the company presents and discloses the non-cash accelerated prepaid royalty amortization expense as a component of restructuring and asset related charges - net, in the Consolidated Statement of Operations.

The accelerated prepaid royalty amortization expense represents the difference between the rate of amortization based on the revised number of units expected to contain the Roundup Ready 2 Yield ® and Roundup Ready 2 Xtend ® trait technology and the variable cash rate per the Roundup Ready 2 License Agreement.

Further changes in factors and assumptions associated with usage of the trait platform licensed under the Roundup Ready 2 License Agreement, including the Transition Plan, could further impact the rate of recognition of the prepaid royalty and Consolidated Statement of Operations presentation of the accelerated prepaid royalty amortization expense.

The accelerated prepaid royalty amortization expense represented the difference between the rate of amortization based on the revised number of units expected to contain the Roundup Ready 2 Yield ® and Roundup Ready 2 Xtend ® trait technology and the variable cash rate per the Roundup Ready 2 License Agreement.

For the year ended December 31, 2024, the company recognized charges of $ 55 million in restructuring and asset related charges - net in the Consolidated Statement of Operations from non-cash accelerated prepaid royalty amortization expense, which as of the end of the second quarter of 2024 is complete.

Cost of Goods Sold

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A receivable for an insurance recovery is generally recognized when the loss has occurred and collection is considered probable.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The company accounts for income taxes using the asset and liability method.

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The company recognizes the financial statement effects of an uncertain income tax position when it is more likely than not, based on the technical merits, that the position will be sustained upon examination.

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.

The current portion of uncertain income tax

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

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.

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 September 2022, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update ("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 requirements, which are 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 company adopted this guidance on January 1, 2023 which resulted in certain disclosures being added relating to supplier financing programs and related obligations.

See Note 16 – Commitments and Contingent Liabilities, to the Consolidated Financial Statements, for additional information.

Accounting Guidance Issued But Not Adopted as of December 31, 2023

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.

The ASU requires that an entity disclose specific categories in the effective tax rate reconciliation as well as reconciling items that meet a quantitative threshold.

Further, the ASU requires additional disclosures on income tax expense and taxes paid, net of refunds received, by jurisdiction.

The new standard is effective for annual periods beginning after December 15, 2024 on a prospective basis with the option to apply it retrospectively.

Early adoption is permitted.

The adoption of this guidance will result in the company being required to include enhanced income tax related disclosures.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures.

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Early adoption is permitted.

The adoption of this guidance will result in the company being required to include enhanced disclosures relating to its reportable segments.

The company adopted this guidance and has included enhanced disclosures relating to its reportable segments.

See Note 23 - Segment Information, to the Consolidated Financial Statements, for the company's updated disclosure.

In August 2023, the FASB issued ASU 2023-05, Business Combinations—Joint Venture Formations (Subtopic 805-60):

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The amendments in this ASU are intended to facilitate consistency in the application of accounting guidance upon the formation of entities qualifying as joint ventures.

It generally requires the use of business combinations accounting at the joint venture formation date, which would result in the contributed assets/liabilities being

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

revalued to fair value and potentially result in the recognition of goodwill and other intangibles on the joint venture’s financial statements.

It generally requires the use of business combinations accounting at the joint venture formation date, which would result in the contributed assets/liabilities being revalued to fair value and potentially result in the recognition of goodwill and other intangibles on the joint venture’s financial statements.

It does not alter the ongoing accounting for the joint venture’s operations.

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Retrospective application can be elected for joint ventures formed before January 1, 2025.

The company does not expect the impact of adoption to be material.

Beginning in the third quarter of 2024, newly-formed joint ventures have applied this guidance.

In September 2022, the FASB issued Accounting Standards Update 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.

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 company adopted this guidance on January 1, 2023 which resulted in certain disclosures being added relating to supplier financing programs and related obligations.

See Note 16 – Commitments and Contingent Liabilities, to the Consolidated Financial Statements, for additional information.

Accounting Guidance Issued But Not Adopted as of December 31, 2024

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses.

This ASU includes amendments that require entities to bifurcate specified expense line items on the income statement into underlying components, including purchases of inventory, employee compensation, depreciation, intangible asset amortization and depletion, as applicable.

Qualitative descriptions of the remaining components are required.

These enhanced disclosures are required for both interim and annual periods.

Selling expenses must also be separately disclosed for both interim and annual periods, along with an annual qualitative description of the composition of selling expenses.

In January 2025, the FASB subsequently issued ASU 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Clarifying the Effective Date, to provide clarification on the ASU's effective date.

The new standard is effective for fiscal years beginning after December 15, 2026 on a prospective basis with the option to apply it retrospectively, and for interim periods

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

within fiscal years beginning after December 15, 2027.

Early adoption is permitted.

The adoption of this guidance will result in the company being required to include enhanced disclosures around income statement expenses.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.

The ASU requires that an entity disclose specific categories in the effective tax rate reconciliation as well as reconciling items that meet a quantitative threshold.

Further, the ASU requires additional disclosures on income tax expense and taxes paid, net of refunds received, by jurisdiction.

The new standard is effective for annual periods beginning after December 15, 2024 on a prospective basis with the option to apply it retrospectively.

Early adoption is permitted.

The adoption of this guidance will result in the company being required to include enhanced income tax related disclosures.

NOTE 4 - BUSINESS COMBINATIONS

On March 1, 2023 ("Acquisition Date"), Corteva completed its previously announced acquisitions of all the outstanding equity interests in Stoller Group, Inc.

On March 1, 2023 ("Acquisition Date"), Corteva completed its acquisitions of all the outstanding equity interests in Stoller Group, Inc.

(“Stoller”), one of the largest independent companies in the Biologicals industry, and Quorum Vital Investment, S.L.

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Purchase Price Allocation

The company performed a preliminary purchase price allocation and assessment of the fair value of the assets acquired and liabilities assumed as of the Acquisition Date.

The company continues to evaluate aspects of net working capital and income tax related amounts and will finalize the purchase price allocation as it obtains the information necessary to complete the valuation during the measurement period.

The effect of measurement period adjustments to the estimated fair values will be reflected as if the adjustments had been completed on the Acquisition Date.

The following table summarizes the preliminary purchase price allocation to the assets acquired and liabilities assumed for the Stoller and Symborg acquisitions, as of the Acquisition Date:

The company finalized the purchase price allocation and assessment of the fair value of the assets acquired and liabilities assumed as of the Acquisition Date in the first quarter of 2024.

There were no material adjustments recognized during the measurement period.

The following table summarizes the purchase price allocation to the assets acquired and liabilities assumed for the Stoller and Symborg acquisitions:

(In millions) Stoller 1

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Net assets acquired $ 1,220 $ 370

Includes preliminary measurement period adjustments, which were not material.

The significant fair value adjustments included in the preliminary purchase price allocation are discussed below.

Includes measurement period adjustments, which were not material .

The significant fair value adjustments included in the purchase price allocation are discussed below.

Corteva, Inc.

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The fair value step-up was recognized within cost of goods sold, in the Consolidated Statements of Operations, as the inventory was sold.

Property, Plant & Equipment

Property, Plant and Equipment

Property, plant and equipment associated with Stoller is comprised of $ 31 million of machinery and equipment, $ 31 million of buildings, $ 7 million of land and land improvements, and $ 2 million of construction in progress.

The preliminary estimated fair value was primarily determined using a market approach for land and certain types of equipment, and a replacement cost approach for the remaining depreciable property, plant and equipment.

The fair value was primarily determined using a market approach for land and certain types of equipment, and a replacement cost approach for the remaining depreciable property, plant and equipment.

The market approach for certain types of equipment represents a sale comparison that measures the value of an asset through an analysis of sales and offerings of comparable assets.

The replacement cost approach used for all other depreciable property, plant and equipment measures the value of an asset by estimating the cost to acquire or construct comparable assets and adjust for age and condition of the asset.

The excess of the consideration for Stoller and Symborg over the preliminary net fair value of assets acquired and liabilities assumed resulted in the recognition of goodwill, which has been assigned to the crop protection reporting unit.

The excess of the consideration for Stoller and Symborg over the net fair value of assets acquired and liabilities assumed resulted in the recognition of goodwill, which has been assigned to the Crop Protection reporting unit.

Goodwill associated with these acquisitions is attributable to the assembled workforce and expanding the company’s addressable market position.

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Other Intangible Assets

In connection with the acquisitions of Stoller and Symborg, the company recorded certain intangible assets, as shown in the table below, representing the preliminary fair values at the Acquisition Date.

In connection with the acquisitions of Stoller and Symborg, the company recorded certain intangible assets, as shown in the table below.

Intangible Assets Stoller Symborg

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Intangible assets with infinite lives:

IPR&D — — 5 —

In-process research and development — — 5 —

Total other intangible assets with indefinite lives $ — — $ 5 —

Total intangible assets $ 645 $ 300

The preliminary customer-related and in-process research and development (“IPR&D”) intangible asset’s fair values were determined using the multi-period excess earnings method.

The preliminary developed technology fair values were determined utilizing the relief from royalty method for Stoller and the multi-period excess earnings method for Symborg.

The customer-related and in-process research and development (“IPR&D”) intangible asset’s fair values were determined using the multi-period excess earnings method.

The developed technology fair values were determined utilizing the relief from royalty method for Stoller and the multi-period excess earnings method for Symborg.

The trademark/trade name fair values were determined utilizing the relief from royalty method.

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Licenses of Intellectual Property

Corteva enters into licensing arrangements with customers under which it licenses its intellectual property.

Corteva enters into licensing arrangements with customers to license its intellectual property.

Revenue from the majority of intellectual property licenses is derived from sales-based royalties.

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Included in other noncurrent obligations in the Consolidated Balance Sheets.

Revenue recognized during the year ended December 31, 2023, 2022, and 2021 from amounts included in deferred revenue at the beginning of the period was $ 3,342 million, $ 3,150 million, and $ 2,613 million, respectively.

Revenue recognized during the December 31, 2024, 2023, and 2022 from amounts included in deferred revenue at the beginning of the period was $ 3,359 million, $ 3,342 million, and $ 3,150 million, respectively.

Corteva, Inc.

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Fungicides 1,081 1,112 1,450

Biologicals 476 491 63

Other 492 519 541

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Refer to Note 22 - Geographic Information for the breakout of consolidated net sales by geographic area.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 6 - RESTRUCTURING AND ASSET RELATED CHARGES - NET

Crop Protection Operations Strategy Restructuring Program

On November 5, 2023, management of the company approved a plan to further optimize its Crop Protection network of manufacturing and external partners (the "Crop Protection Operations Strategy Program").

The plan includes the exit of the company’s production activities at its site in Pittsburg, California, as well as ceasing operations in select manufacturing lines at other locations.

The company expects to record aggregate pre-tax restructuring and asset related charges of $ 410 million to $ 460 million, comprised of $ 70 million to $ 90 million of severance and related benefit costs, $ 320 million to $ 340 million of asset-related and impairment charges and $ 20 million to $ 30 million of costs related to contract terminations.

In October 2024, management of the company amended the Crop Protection Operations Strategy Restructuring Program to include updates to its previous estimates and decommissioning and demolition costs associated with the ceasing of operations, primarily at the Pittsburg, California site.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The company expects to record aggregate pre-tax restructuring and asset related charges of $ 650 million to $ 700 million, comprised of $ 85 million to $ 105 million of severance and related benefit costs, $ 320 million to $ 340 million of asset-related and impairment charges, and $ 245 million to $ 255 million of costs related to exiting the company's production activities and ceasing operations (inclusive of contract terminations and decommissioning and demolition costs).

Decommissioning and demolition costs are expensed on an as-incurred basis.

Reductions in workforce are subject to local regulatory requirements.

Asset-related charges include non-cash impairments charges of $ 152 million, which were recognized during the year ended December 31, 2023 and consisted of $ 92 million and $ 60 million relating to operating lease assets and property, plant and equipment, respectively, associated with the exit of the company’s production activities at its site in Pittsburg, California.

Future cash payments related to these charges are anticipated to be $ 90 million to $ 120 million, which primarily relate to the payment of severance and related benefits and contract terminations.

During the year ended December 31, 2023, the company paid $ 3 million associated with these charges.

The restructuring actions associated with these charges are expected to be substantially complete in 2024.

The charges of $ 217 million related to the Crop Protection Operations Strategy Program for the year ended December 31, 2023 impacted the crop protection segment.

This amount excludes charges relating to spare parts write-offs, which also impacted the crop protection segment, included in cost of goods sold, in the company’s Consolidated Statement of Operations.

Through the year ended December 31, 2024, the company recorded net pre-tax restructuring and asset related charges of $ 461 million inception-to-date under the Crop Protection Operations Strategy Restructuring Program, consisting of $ 91 million of severance and related benefit costs, $ 327 million of asset-related and impairment charges, $ 10 million of decommissioning and demolition costs and $ 33 million of costs related to contract terminations.

The pre-tax restructuring and asset related charges noted above includes charges relating to spare parts write-offs recognized during the fourth quarter of 2023, which impacted the Crop Protection segment, and were included in cost of goods sold, in the company's Consolidated Statements of Operations for the year ended December 31, 2023.

See Note 23 - Segment Information, to the Consolidated Financial Statements, for additional information.

The following table is a summary of charges incurred related to the Crop Protection Strategy Operations Program for the year ended December 31, 2023:

(In millions) For the Year Ended December 31, 2023

Cash payments related to these charges are anticipated to be $ 330 million to $ 360 million, which primarily relate to the payment of severance and related benefits, decommissioning and demolition costs and contract terminations.

Through December 31, 2024, the company paid $ 64 million associated with these charges.

The restructuring actions associated with these charges are expected to be substantially complete by the end of 2026.

The following table is a summary of charges incurred related to the Crop Protection Operations Strategy Restructuring Program for the years ended December 31, 2024 and 2023:

(In millions) For the Year Ended December 31, 2024 For the Year Ended December 31, 2023

Severance and related benefit costs 1

Asset related charges 2,3

Decommissioning and demolition costs 2

Contract termination charges 2

Total restructuring and asset related charges - net 4

Asset-related charges includes impairment charges related to operating lease assets and property, plant and equipment, as noted above.

This amount excludes charges relating to spare parts write-offs included in cost of goods sold, in the company’s Consolidated Statement of Operations, as noted above.

A reconciliation of the December 31, 2022 to the December 31, 2023 liability balances related to the Crop Protection Operations Strategy Program is summarized below:

(In millions) Asset Related 1

Contract Termination Total

Reflects corporate related charges.

Reflects charges associated with the Crop Protection segment.

Asset-related charges includes impairment charges related to operating lease assets and property, plant and equipment.

This amount excludes charges relating to spare parts write-offs included in cost of goods sold for the year ended December 31, 2023, in the company’s Consolidated Statement of Operations.

A reconciliation of the December 31, 2023 to the December 31, 2024 liability balances related to the Crop Protection Operations Strategy Restructuring Program is summarized below:

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

Decommissioning and Demolition Costs Contract Termination Charges Total

Balance at December 31, 2023 $ — $ — $ — $ — $ —

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Balance at December 31, 2024 $ 70 $ — $ — $ — $ 70

Asset-related charges includes impairment charges related to operating lease assets and property, plant and equipment, as noted above.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Asset-related charges includes impairment charges related to operating lease assets and property, plant and equipment.

2022 Restructuring Actions

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As a result of this assessment, the company committed to restructuring actions during the second quarter of 2022, which included the company’s separate announcement to withdraw from Russia (“Russia Exit”) (collectively the “2022 Restructuring Actions”).

Through the year ended December 31, 2023, the company recorded net pre-tax restructuring and other charges of $ 373 million inception-to-date under the 2022 Restructuring Actions, consisting of $ 131 million of severance and related benefit costs, $ 116 million of asset related charges, $ 67 million of costs related to contract terminations (including early lease terminations) and $ 59 million of other charges.

The company does not anticipate any additional material charges from the 2022 Restructuring Actions as actions associated with this charge are substantially complete.

Cash payments related to these charges are anticipated to be up to $ 210 million, of which approximately $ 150 million has been paid through December 31, 2023, and primarily relate to the payment of severance and related benefits, contract terminations and other charges.

The restructuring actions associated with these charges are substantially complete.

The total net pre-tax restructuring and other charges recognized through the year ended December 31, 2023 included $ 53 million associated with the Russia Exit.

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 $ 30 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 $ 3 million and settlement costs of $ 8 million, respectively.

The charges related to the 2022 Restructuring Actions related to the segments, as well as corporate expenses, for the years ended December 31, 2023 and 2022 were as follows:

For the Year Ended December 31,

(In millions) 2023 2022

Seed $ 17 $ 120

Crop Protection 5 41

Corporate expenses 20 111

This amount excludes other pre-tax charges recorded during the years ended December 31, 2023 and 2022 impacting the Seed segment.

These charges consisted of inventory write-offs and gains (losses) on sale of businesses, assets and equity investments and settlement costs associated with the Russia Exit, which are included in cost of goods sold and other income (expense) - net, in the company's Consolidated Statement of Operations, respectively.

See Note 23 - Segment Information, to the Consolidated Financial Statements, for additional information.

The following table is a summary of charges incurred related to the 2022 Restructuring Actions for the years ended December 31, 2023 and 2022:

For the Year Ended December 31,

(In millions) 2023 2022

Severance and related benefit costs $ 20 $ 111

Asset related charges 12 104

Contract termination charges 1

Total restructuring and asset related charges - net 2

Contract terminations includes early lease terminations.

This amount excludes other pre-tax charges recorded during the year ended December 31, 2023 and 2022 included in cost of goods sold and other income (expense) – net, in the company’s Consolidated Statement of Operations, as noted above.

The actions associated with this program were substantially complete in 2023.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

A reconciliation of the December 31, 2022 to the December 31, 2023 liability balances related to the 2022 Restructuring Actions is summarized below:

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

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

Charges to income from continuing operations 20 12 10 42

Payments ( 43 ) — ( 13 ) ( 56 )

Asset write-offs — ( 11 ) — ( 11 )

Balance at December 31, 2023 $ 48 $ 1 $ 9 $ 58

The liability for contract terminations includes lease obligations.

The cash impact of these obligations are substantially complete.

2021 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.

Through the year ended December 31, 2023, the company recorded net pre-tax restructuring charges of $ 167 million inception-to-date under the 2021 Restructuring Actions, consisting of $ 70 million of severance and related benefit costs, $ 45 million of asset related charges, $ 12 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, 2023, 2022 and 2021 were as follows:

For the Year Ended December 31,

(In millions) 2023 2022 2021

Seed $ — $ ( 1 ) $ 31

Crop Protection 6 ( 1 ) 55

Corporate expenses 1 ( 5 ) 81

Total $ 7 $ ( 7 ) $ 167

The remaining cash payments related to these charges is $ 30 million, and primarily relate to the payment of severance and related benefits and contract terminations.

The following table is a summary of charges incurred related to the 2022 Restructuring Actions for the years ended December 31, 2024, 2023 and 2022.

2 unchanged sentences

Severance and related benefit costs 1

$ — $ 20 $ 111

Asset related charges ( 2 ) 12 104

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Total restructuring and asset related charges - net 3,4

$ 1 $ 42 $ 272

Reflects corporate-related charges.

Contract termination charges includes early lease terminations.

The year ended December 31, 2024 reflects net charges of $ 1 million impacting the Seed segment .

The years ended December 31, 2023 and December 31, 2022 reflect charges of $ 17 million and $ 120 million, respectively, impacting the Seed segment.

The years ended December 31, 2023 and December 31, 2022 reflect charges of $ 5 million and $ 41 million, respectively, impacting the Crop Protection segment.

This amount excludes other pre-tax charges recorded during the years ended December 31, 2024, 2023 and 2022 impacting the Seed segment.

See Note 23 - Segment Information, to the Consolidated Financial Statements, for additional information.

Other Asset Related Charges

For the years ended December 31, 2023, 2022, and 2021 the company recognized $ 72 million, $ 109 million, and $ 125 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.

Notes to the Consolidated Financial Statements (continued)

For the years ended December 31, 2024, 2023, and 2022 the company recognized $ 55 million, $ 72 million, and $ 109 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, which as of the end of the second quarter of 2024 is complete.

NOTE 7 - SUPPLEMENTARY INFORMATION

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Other income (expense) - net $ ( 300 ) $ ( 448 ) $ ( 60 )

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.

Includes net pre-tax exchange gains (losses) of $( 284 ) million, $( 110 ) million and $( 67 ) million associated with the devaluation of the Argentine peso for the years ended December 31, 2023, 2022 and 2021, respectively.

Includes net pre-tax exchange gains (losses) of $( 66 ) million , $( 284 ) million, and $( 110 ) million associated with impacts from the devaluation of the Argentine peso for the years ended December 31, 2024, 2023 and 2022, respectively.

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, 2023, 2022, and 2021 also includes an Employee Retention Credit 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 years ended December 31, 2023 and 2022 also includes estimated settlement reserves and gains (losses) associated with the sale of businesses, assets and equity investments.

The year ended December 31, 2024 includes the receipt of insurance proceeds and an indemnification payment negotiated with the prior Stoller owners.

The years ended December 31, 2024, 2023, and 2022 also include estimated settlement reserves and gains (losses) associated with the sale of businesses, assets and equity investments.

The years ended December 31, 2023 and 2022 also include an Employee Retention Credit 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 legal accruals and settlement cost associated with the Russia Exit.

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

See Note 23 - Segment Information, to the Consolidated Financial Statements, for additional information on significant items.

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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 (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.

The net pre-tax exchange gains (losses) are recorded in other income (expense) - net

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

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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Net after-tax exchange gain (loss) $ ( 247 ) $ ( 335 ) $ ( 234 )

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Noncontrolling interest adjustment 1 — —

Net after-tax exchange gain (loss) attributable to Corteva $ ( 246 ) $ ( 335 ) $ ( 234 )

Cash, cash equivalents and restricted cash equivalents

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All of the company's restricted cash equivalents are classified as current as of December 31, 2023 and 2022, except for the contributions to the escrow account established for the settlement of legacy PFAS matters and the associated qualified spend, which was classified as noncurrent at December 31, 2022.

All of the company's restricted cash equivalents are classified as current as of December 31, 2024 and 2023.

Accounts payable

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

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 8 - INCOME TAXES

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Impact of Swiss Tax Changes 4

( 7.9 ) — 0.2

Excess tax benefits/deficiencies from stock compensation ( 0.2 ) ( 0.5 ) ( 0.7 )

Tax settlements and expiration of statute of limitations ( 1.7 ) ( 0.3 ) 0.1

Impact of Brazil valuation allowance 6, 7

9.4 — ( 2.5 )

Repatriation of foreign earnings 5

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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 net tax charge of $ 46 million for the year ended December 31, 2023, associated with intellectual property realignment.

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foreign tax credits.

Classification in "Effective tax rates on international operations-net" and "Impact of Brazil valuation allowance" for the year ended December 31, 2022 have been adjusted from their previous presentation to conform to the current year's presentation.

For the year ended December 31, 2024, a charge of $ 120 million was recorded to establish a valuation allowance against the net deferred tax asset position of

a legal entity in Brazil (Seed business).

For the year ended December 31, 2022, a benefit of $( 36 ) million was recorded to release a valuation allowance against the net deferred tax asset position of a legal entity in Brazil (Crop Protection business) .

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

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Net deferred tax asset (liability) $ ( 77 ) $ ( 315 )

Primarily related to tax loss and credit carryforwards from operations in the United States, Switzerland, and Spain.

During the year ended December 31, 2023, the company adjusted the valuation allowances recorded against the net deferred tax asset position of various legal entities, the largest of which relates to legal entities in Switzerland and Argentina.

Primarily related to tax loss and credit carryforwards from operations in the United States, Argentina, Brazil, Switzerland, and Spain.

During the year ended December 31, 2024, the company established a valuation allowance recorded against the net deferred tax asset position of a legal entity in Brazil.

Corteva, Inc.

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Total amount of interest and penalties (benefits) recognized in provision for (benefit from) income taxes on continuing operations $ ( 4 ) $ 1 $ 1

Total accrual for interest and penalties associated with unrecognized tax benefits at end of period $ 11 $ 13 $ 11

Total accrual (receivable) for interest and penalties associated with unrecognized tax benefits at end of period $ ( 2 ) $ 11 $ 13

Each year the company files hundreds of tax returns in the various national, state and local income taxing jurisdictions in which it operates.

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however, due to the uncertainty regarding the timing of completion of audits and possible outcomes, a current estimate of the range of increases or decreases that may occur within the next twelve months cannot be made.

As of December 31, 2023, the company has made advance deposits of approximately $ 90 million to a foreign taxing authority, partially as a prerequisite to petition the court related to an open tax examination.

As of December 31, 2024 and 2023, the company has made cumulative advance deposits of $ 100 million and $ 90 million, respectively, to a foreign taxing authority, partially as a prerequisite to petition the court related to an open tax examination.

These payments are accounted for as a prepaid asset, included in other assets in the Consolidated Balance Sheets.

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Several jurisdictions in which we operate have enacted these rules, with a January 1, 2024 effective date.

The company is monitoring developments and evaluating the potential impact.

At this time, the company does not anticipate a material tax charge as a result of implementation of these rules.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

For the year ended December 31, 2024, there is no material tax charge associated with these rules.

The company will continue to monitor and evaluate legislative developments.

NOTE 9 - EARNINGS PER SHARE OF COMMON STOCK

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Net income (loss) available to common stockholders $ 907 $ 735 $ 1,147

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Earnings (Loss) Per Share Calculations - Basic For the Year Ended December 31,

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and (ii) the performance metrics have not yet been achieved for the outstanding potential shares relating to performance-based restricted stock units, which are deemed to be contingently issuable.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 10 - ACCOUNTS AND NOTES RECEIVABLE - NET

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As of December 31, 2024 and 2023, there were no significant impairments related to current loan agreements.

Other includes receivables in relation to indemnification assets, value added tax, general sales tax and other taxes.

Other includes receivables in relation to indemnification assets, royalties, value added tax, general sales tax and other taxes.

No individual group represents more than 5 percent of total current assets.

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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.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The following table summarizes changes in the allowance for doubtful receivables for the years ended December 31, 2024 and 2023 respectively:

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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 $ 17 million, $ 19 million, and $ 54 million for the years ended December 31, 2023, 2022 and 2021, respectively.

The loss on sale of receivables were $ 9 million and $ 17 million, and $ 19 million for the years ended December 31, 2024, 2023 and 2022, respectively.

See Note 16 - 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 11 - INVENTORIES

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NOTE 12 - PROPERTY, PLANT AND EQUIPMENT

(In millions) December 31, 2023 1

December 31, 2022

(In millions) December 31, 2024 December 31, 2023

Land and land improvements $ 425 $ 440

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Total property, plant and equipment - net $ 4,099 $ 4,287

Includes property, plant and equipment acquired in connection with the Stoller and Symborg acquisitions, which were completed on March 1, 2023.

See Note 4 – Business Combinations, to the Consolidated Financial Statements, for additional information.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Buildings, machinery and equipment and land improvements are depreciated over useful lives on a straight-line basis ranging from 2 to 25 years.

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

Acquisitions 1

Currency translation adjustment 53 78 131

Other goodwill adjustments 1

9 ( 19 ) ( 10 )

Balance as of December 31, 2023 $ 5,183 $ 5,422 $ 10,605

Acquisitions 2

Currency translation adjustment ( 139 ) ( 96 ) ( 235 )

Other goodwill adjustments 2

Balance as of December 31, 2024 $ 5,082 $ 5,326 $ 10,408

Consists primarily of the goodwill included in the sale of a business in the crop protection segment and reallocation of the former digital reporting unit goodwill between the seed and the crop protection segments.

On March 1, 2023, the company completed the acquisitions of Stoller and Symborg, which are included in the Crop Protection segment.

See Note 4 – Business Combinations, to the Consolidated Financial Statements, for additional information .

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

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

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 2023 and 2022.

Includes measurement period adjustments related to the acquisitions of Stoller and Symborg, which were not material.

The company performed annual qualitative testing on all of its reporting units in 2024 and quantitative testing on all of its reporting units in 2023, determining that no goodwill impairments existed in either year.

As of December 31, 2024, accumulated impairment losses on goodwill were $ 4,503 million.

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

(In millions) December 31, 2023 1

December 31, 2022

(In millions) December 31, 2024 December 31, 2023 1

Gross Accumulated

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Intangible assets not subject to amortization (indefinite-lived):

IPR&D 5 — 5 10 — 10

In-process research and development 5 — 5 5 — 5

Total other intangible assets with indefinite lives 5 — 5 5 — 5

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

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The aggregate pre-tax amortization expense from continuing operations for finite-lived intangible assets was $ 685 million, $ 683 million, and $ 702 million, for the years ended December 31, 2024, 2023, and 2022, respectively.

1 unchanged sentence

(In millions)

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 14 - LEASES

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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, 2024 and 2023 were not material, on an individual basis .

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Total finance lease liabilities $ — $ 2

Included in other assets in the Consolidated Balance Sheet.

Included in accrued and other current liabilities in the Consolidated Balance Sheet.

Included in other noncurrent obligations in the Consolidated Balance Sheet.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Included in other assets in the Consolidated Balance Sheets.

Included in accrued and other current liabilities in the Consolidated Balance Sheets.

Included in other noncurrent obligations in the Consolidated Balance Sheets.

The company utilizes the incremental borrowing rate in determining the present value of lease payments unless the implicit rate is readily determinable.

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Maturities of lease liabilities are as follows:

Maturity of Lease Liabilities at December 31, 2023 Operating Leases Financing Leases

Maturity of Lease Liabilities at December 31, 2024 Operating Leases

(In millions)

2024 $ 139 $ 1

2030 and thereafter 101

Total lease payments $ 532

Interest 44 —

Present value of lease liabilities $ 476

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 15 - SHORT-TERM BORROWINGS, LONG-TERM DEBT AND AVAILABLE CREDIT FACILITIES

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Promissory notes and debentures:

Maturing in 2025 $ 500 1.70 % $ 500 1.70 %

Maturing in 2026 600 4.50 % —

Maturing in 2030 500 2.30 % 500 2.30 %

Maturing in 2033 600 4.80 % —

Maturing in July 2025 $ 500 1.70 % $ 500 1.70 %

Maturing in May 2026 600 4.50 % 600 4.50 %

Maturing in July 2030 500 2.30 % 500 2.30 %

Maturing in May 2033 600 4.80 % 600 4.80 %

Foreign currency loans, various rates and maturities 161 12.70 % 196 14.80 %

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Principal payments of long-term debt are $ 500 million, $ 761 million and $ 0 million for debt maturing in 2025, 2026 and 2027, respectively.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

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

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Debt Offering

In May 2023, the company issued $ 600 million of 4.50 percent Senior Notes due in 2026 and $ 600 million of 4.80 percent Senior Notes due in 2033 (the “May 2023 Debt Offering”).

In May 2023, the company issued $ 600 million of 4.5 % Senior Notes due in 2026 and $ 600 million of 4.8 % Senior Notes due in 2033 (the “May 2023 Debt Offering”).

The proceeds of this offering are intended to be used for general corporate purposes, which may include funding of working capital, capital expenditures and share repurchases.

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The company's long-term Foreign Currency Loans have varying maturities throughout 2026.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Available Committed Credit Facilities

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(In millions) Effective Date Committed Credit Credit Available Maturity Date Interest

Revolving Credit Facility May 2022 $ 3,000 $ 3,000 May 2027 Floating Rate

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

364-Day Revolving Credit Facility January 2023 500 500 January 2024 Floating Rate

Revolving Credit Facility June 2024 $ 2,850 $ 2,850 June 2029 Floating Rate

Revolving Credit Facility June 2024 1,900 1,900 June 2027 Floating Rate

364-Day Revolving Credit Facility February 2024 1,000 1,000 February 2025 Floating Rate

Total Committed and Available Credit Facilities $ 5,750 $ 5,750

Revolving Credit Facilities

In May 2022, EIDP entered into a $ 3 billion, 5 year revolving credit facility and a $ 2 billion, 3 -year revolving credit facility (the "Revolving Credit Facilities”) expiring in May 2027 and May 2025, respectively.

In May 2022, the company entered into a $ 3 billion, 5 year revolving credit facility and a $ 2 billion, 3 -year revolving credit facility (the "Revolving Credit Facilities”) expiring in May 2027 and May 2025, respectively.

Borrowings under the revolving credit facilities have an interest rate equal to Adjusted Term SOFR , which is Term SOFR plus 0.10 percent, plus the applicable margin.

In June 2024, the Revolving Credit Facilities were refinanced for purposes of extending the maturity dates for the five -year and three -year revolving credit facilities to June 2029 and June 2027, respectively, and lowering the facility amount of the five-year revolving credit facility to $ 2.85 billion and the three-year revolving credit facility to $ 1.9 billion.

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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364-Day Revolving Credit Facilities

In January 2023, the company amended and restated its May 2022 364 -day revolving credit agreement (the “364-Day Revolving Credit Facility”) increasing the facility amount to $ 1 billion and extending the expiration date to January 2024.

In February 2024, the company amended and restated its July 2023 (as amended in July 2023 and January 2024) 364 -day revolving credit agreement (the “364-Day Revolving Credit Facility”) increasing the facility amount to $ 1 billion and extending the expiration date to February 2025.

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

1 unchanged sentence

In February 2023, the company drew down $ 1 billion under the 364 -Day Revolving Credit Facility, which was used for general corporate purposes, including funding seasonal working capital needs, capital spending, dividend payments, share repurchases and to partially fund the Stoller and Symborg acquisitions.

In May 2023, the company repaid the $ 1 billion loan using the proceeds from the May 2023 Debt Offering and subsequently, in July 2023, reduced the available credit from $ 1 billion to $ 500 million.

In January 2024, the company amended and restated the 364 -Day Revolving Credit Facility to extend the expiration date to February 26, 2024.

In May 2023, the company repaid the $ 1 billion loan using the proceeds from the May 2023 Debt Offering.

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

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

to total capitalization for Corteva and its consolidated subsidiaries not exceed 0.60 .

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, 2024, the company was in compliance with these covenants.

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

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Obligations for Supplier Finance Programs

The company enters into supplier finance programs with various finance providers in which the company agrees to pay the stated amount of confirmed invoices from participating suppliers by the original maturity date.

The company enters into supplier finance programs with various finance providers in which the company agrees to pay these finance providers the stated amount of confirmed invoices from participating suppliers by the original maturity date.

The company or the financial provider may terminate the agreement upon providing at least thirty days’ written notice.

The payment terms that the company has with its finance providers under supplier finance programs are less than one year.

At December 31, 2023 and 2022, the outstanding obligations under supplier finance programs was approximately $ 115 million and $ 220 million, respectively, and included within accounts payable in the interim Consolidated Balance Sheets.

At December 31, 2024 and 2023, the outstanding obligations under supplier finance programs was approximately $ 88 million and $ 115 million, respectively, and included within accounts payable in the Consolidated Balance Sheets.

The rollforward of the company’s outstanding obligations confirmed as valid under its supplier finance programs for the period ended December 31, 2024 is as follows:

(In millions)

Confirmed obligations outstanding at December 31, 2023 $ 115

Invoices confirmed during the year 571

Confirmed invoices paid during the year ( 598 )

Confirmed obligations outstanding at December 31, 2024 $ 88

Obligations for Customers and Other Third Parties

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

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Chemours/Performance Chemicals

Chemours Separation Agreement (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.

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

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

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”).

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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 the 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.

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

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The company made its annual installment deposits due to the MOU Escrow Account through December 31, 2024.

In connection with the Nationwide Water District Settlement (as defined below under the caption “Other PFOA Matters”), the MOU was supplemented to waive funding due to the MOU Escrow Account by Chemours, DuPont and Corteva for 2023 provided that each party fully funds its portion of the Nationwide Water District Settlement and said settlement is consummated.

In the event the Nationwide Water District Settlement is not consummated, Chemours, DuPont and Corteva will redeposit into the MOU Escrow Account the cash each withdrew to partially fund its respective contribution to the Water District Settlement Fund.

The funding obligation to the MOU Escrow Account with respect to 2024 and due September 30, 2024 will be waived if (i) between October 1, 2023 and September 30, 2024, the parties have entered into settlement

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

agreements resolving liabilities under the MOU that in the aggregate exceed $ 100 million ;

(ii) each company has fully funded its respective share, in accordance with the MOU, of such settlements;

and (iii) such settlements are consummated.

In April 2024, Corteva, EIDP, DuPont, and Chemours received a final judgment resolving all drinking water claims related to PFAS of a defined class of U.S.

public water systems that serve the vast majority of the United States population (the “Nationwide Water District Settlement”).

In connection with the Nationwide Water District Settlement, the MOU was supplemented to waive funding due to the MOU Escrow Account by Chemours, DuPont and Corteva for 2023 provided that each party fully funds its portion of the Nationwide Water District Settlement and said settlement is consummated.

The funding obligation to the MOU Escrow Account with respect to 2024 and due September 30, 2024 will be waived if (i) between October 1, 2023 and September 30, 2024, the parties had entered into settlement agreements resolving liabilities under the MOU that in the aggregate exceed $ 100 million ;

(ii) each company had fully funded its respective share, in accordance with the MOU, of such settlements;

and (iii) such settlements were consummated.

No such waiver was triggered for the 2024 escrow funding obligation due September 30, 2024 and, therefore, the company made its required contribution.

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.

3 unchanged sentences

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 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.

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

The Corteva Separation Agreements allocate among Corteva, DuPont and

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

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 indemnifies 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.

Indemnification matters under the Corteva Separation Agreements contain dispute resolution clauses.

Corteva and DuPont are pursuing a resolution of a matter under the terms of the TMA.

The company believes its interpretation of the TMA is correct, but it is reasonably possible that the required third-party assessment may differ from our interpretation, which could have a significant impact to the current carrying value of our indemnification liability.

Under the terms of the TMA, the dispute resolution process is expected to be concluded in the first half of 2025.

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.

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The aggregate amount of cash remitted by Corteva has exceeded the stray liability thresholds, including PFAS, noted above.

In addition to the TMA dispute process, Corteva initiated a dispute resolution process under the Corteva Separation Agreement with respect to the classification of potential liabilities resulting from certain non-PFAS related disputes.

Under the terms of the Corteva Separation Agreement, absent a near-term resolution, the dispute would proceed to arbitration in the second quarter of 2025.

At December 31, 2024 and December 31, 2023, the indemnification assets were $ 47 million and $ 44 million, respectively, within accounts and notes receivable - net and $ 143 million and $ 104 million, respectively, within other assets in the Consolidated Balance Sheets.

1 unchanged sentence

Discontinued Operations Activity

For the year ended December 31, 2023 and 2022, the company recorded charges of $ 194 million and $ 58 million, to income (loss) from discontinued operations after income taxes, in the Consolidated Statement of Operations.

For the year ended December 31, 2024 and 2023, the company recorded benefits (charges) of $ 56 million and $( 194 ) million, to income (loss) from discontinued operations after income taxes, in the Consolidated Statement of Operations.

The after-tax benefit recognized during the year ended December 31, 2024 was driven by charges pursuant to the MOU with Chemours and DuPont relating to PFAS remediation activities primarily at Chemours' Fayetteville Works facility and litigation activity, which were more than offset by a favorable adjustment of certain prior year tax positions for previously divested businesses, the derecognition of an indemnification liability associated with the Water District Settlement Fund contribution, and insurance proceeds related to legacy matters.

The after-tax charges recognized during the year ended December 31, 2023 included approximately $( 175 ) million associated with the settlement of certain legacy PFAS related legal matters that are subject to the MOU, including the Nationwide Water District Settlement and the State of Ohio related to natural resource damage claims, and charges associated with environmental remediation activities primarily at Chemours' Fayetteville Works facility.

The after-tax charges recognized during the year ended December 31, 2022 primarily related to charges of $ 36 million associated with environmental remediation activities primarily at 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.

The after-tax charges recognized during the year ended December 31, 2022 also includes charges of $ 13 million 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.

1 unchanged sentence

The company records accruals for legal matters when the information available indicates that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated.

Accruals may reflect the impact and

Accruals may reflect the impact and status of negotiations, settlements, rulings, advice from counsel and other information and events that may pertain to a particular matter.

For the litigation matters discussed below, management believes that it is reasonably possible that the company could incur liabilities in excess of amounts accrued, for which the ultimate liability could be material to the results of operations and the cash flows in the period recognized.

However, the company is unable to estimate the possible loss beyond amounts accrued due to various reasons, including, among others, that the underlying matters are either in early stages and/or

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Notes to the Consolidated Financial Statements (continued)

status of negotiations, settlements, rulings, advice from counsel and other information and events that may pertain to a particular matter.

For the litigation matters discussed below, management believes that it is reasonably possible that the company could incur liabilities in excess of amounts accrued, the ultimate liability for which could be material to the results of operations and the cash flows in the period recognized.

However, the company is unable to estimate the possible loss beyond amounts accrued due to various reasons, including, among others, that the underlying matters are either in early stages and/or have significant factual issues to be resolved.

have significant factual issues to be resolved.

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.

Lorsban® Lawsuits

As of December 31, 2023, 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.

Corteva ended its production of Lorsban® in 2020.

Chlorpyrifos products are restricted-use pesticides, which are not available for purchase or use by the general public, and may only be sold to, and used by, certified applicators or someone under the certified applicator's direct supervision.

These lawsuits do not relate to Dursban®, a residential type chlorpyrifos product that was authorized for indoor purposes, which was discontinued over two decades ago prior to the Merger and Corteva’s formation and Separation.

Claimants allege personal injury, including autism, developmental delays and/or decreased neurologic function, resulting from farm worker exposure and bystander drift and in utero exposure to chlorpyrifos.

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

As of December 31, 2023, an accrual has been established for the estimated resolution of certain claims.

Bayer Dispute

In August 2022, Bayer filed a breach of contract/declaratory judgment lawsuit in Delaware state court against Corteva relating to an agrobacterium cross-license agreement and E3® soybeans.

Bayer alleges that Corteva practiced two Bayer patents in developing E3® soybeans, and therefore, is entitled pursuant to the terms of the cross-license agreement to royalties of $ 200 million for sales between 2019 and 2023 and other damages.

In April 2023, Corteva's motion to dismiss the complaint on the basis that, under the terms of the cross-license agreement and the law, E3® soybeans cannot infringe expired patents was denied.

At that time the court also denied Bayer’s motion to dismiss our invalidity counterclaim.

In December 2024, Corteva moved for summary judgment on the basis that U.S.

Supreme Court precedent prohibits the collection of royalties after patent expiration.

In January 2025, the court issued several rulings precluding Corteva's invalidity and inequitable conduct defenses, while also aligning on key aspects of Corteva's patent claim construction.

Corteva is seeking the court’s reconsideration of Corteva’s invalidity and inequitable conduct defenses.

The trial date is currently scheduled for June 2025.

Federal Trade Commission Investigation

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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.

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

Virtually all of these private lawsuits were centralized into a multi-district litigation in the U.S.

District Court for the Middle District of North Carolina.

Corteva expects to continue a meritorious defense of its business practices.

Bayer Dispute

In August 2022, Bayer filed a breach of contract/declaratory judgment lawsuit in Delaware state court against Corteva relating to an agrobacterium cross-license agreement and E3® soybeans.

Bayer alleges that Corteva practiced two Bayer patents in developing E3® soybeans, and therefore, is entitled to royalties pursuant to the terms of the cross-license agreement.

In April 2023, Corteva's motion to dismiss the complaint on the basis that, under the terms of the cross-license agreement and the law, E3® soybeans cannot infringe expired patents was denied.

At that time the court also denied Bayer’s motion to dismiss our invalidity counterclaim.

The trial date is expected to be set for mid-2025.

In January 2025, federal court for the multi-district litigation granted in part, and denied in part, Corteva's motion to dismiss.

Specifically, the court order dismissed the plaintiff's federal damages claims and 13 of the 27 state consumer protection act claims.

Lorsban® Lawsuits

As of December 31, 2024, there were pending asserted claims for personal injury 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.

Corteva ended its production of Lorsban® in 2020.

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

As of December 31, 2024, an accrual has been established for the estimated resolution of certain claims.

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

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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.

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Notes to the Consolidated Financial Statements (continued)

Leach Settlement and Ohio MDL Settlement

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The settlement class has about 80,000 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.

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

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Notes to the Consolidated Financial Statements (continued)

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, 2024, 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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The 2017 Ohio MDL settlement did not resolve claims of plaintiffs who did not have claims in the Ohio MDL or whose claims are based on diseases first diagnosed after February 11, 2017.

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 Abbott v.

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, 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.

After the denial of the company’s petition seeking review by the U.S.

Supreme Court, the judgement, inclusive of interest, was paid on November 30, 2023, with EIDP's share being approximately $ 6 million.

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.

In January 2021, Chemours, DuPont and Corteva agreed to settle approximately 95 filed and 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 August 2022, further ruling on the motion to dissolve the Ohio MDL was delayed by the district court pending the outcome of the Abbott Case by the U.S.

Sixth Circuit Court of Appeals.

As of December 31, 2023, 33 plaintiffs purporting to be Leach class members have filed personal injury cases, which are expected to proceed in the Ohio MDL.

In December 2024, the defendants reached a settlement of all of the currently filed and unfiled personal injury cases in the Ohio MDL for $ 59 million.

The settlement is payable in two installments, in which the first payment of $ 30 million was paid in December 2024, with $ 4 million contributed by Corteva.

The second installment is contingent upon the court dissolving the MDL.

As of December 31, 2024, an accrual has been established for the estimated resolution of these claims.

Other PFOA Matters

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and EIDP would prevail on the merits of these claims.

EIDP did not make firefighting foams, PFOS, or PFOS products.

EIDP did not make film-forming 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 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.

In March 2023, the U.S.

Environmental Protection Agency ("EPA") published proposed rules establishing a maximum contaminate level of four parts per trillion for PFOA in drinking water.

If such rules are adopted, a legal mandate with respect to acceptable PFOA levels in drinking water would be established.

Aqueous Firefighting Foams.

Approximately 6,200 cases have been filed against 3M and other defendants, including EIDP and Chemours, and some including Corteva and DuPont, alleging PFOS or PFOA environmental contamination and/or personal injury from the use of aqueous firefighting foams.

The vast majority of these cases have been transferred to a multi-district litigation proceeding in federal district court in South Carolina (“SC MDL”).

Approximately 4,800 of the cases in the SC MDL were filed on behalf of firefighters who allege personal injuries (primarily prostate, kidney and testicular cancer) as a result of exposure to aqueous firefighting foams (“AFFF”).

Most of these recent cases assert claims that the EIDP and Chemours separation constituted a fraudulent conveyance.

Discovery is expected to take place in the first half of 2024 for potential bellwether cases.

On June 1, 2023, approximately 700 AFFF cases filed relating to U.S.

public water systems were included as

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Notes to the Consolidated Financial Statements (continued)

part of the Nationwide Water District Settlement (as defined below).

Aqueous Film-Forming Foams.

Approximately 5,000 cases remain filed against 3M and other defendants, including EIDP and Chemours, and some including Corteva and DuPont, alleging personal injury (primarily prostate, kidney, and testicular cancer) from the use of aqueous film-forming foams (“AFFF”) and consolidated in a multi-district litigation proceeding in federal district court in South Carolina (“SC MDL”).

Most of these recent cases also assert claims that the EIDP and Chemours separation constituted a fraudulent conveyance.

The SC MDL ordered the dismissal of plaintiff claims by September 10, 2024, without prejudice, if such plaintiff could not produce peer reviewed science and expert reports supporting PFAS as both the general and specific causation of their personal injury.

The first bellwether personal injury trial is expected to begin in October 2025.

Additionally, in December 2023, a class action was filed in Canada against 3M and other defendants, including EIDP and Chemours, alleging PFOS and PFOA environmental contamination and personal injury from use of AFFF.

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On June 1, 2023, Corteva, EIDP, Inc., DuPont, and Chemours (collectively, the “settling companies”) entered into a binding agreement in principle to comprehensively resolve all drinking water claims related to PFAS of a defined class of U.S.

public water systems that serve the vast majority of the United States population, including, but not limited to the AFFF claims in the SC MDL.

The federal district court in South Carolina (the “SC Court”) granted preliminary approval of the class settlement on August 22, 2023 (the “Nationwide Water District Settlement”).

public water systems that serve the vast majority of the United States population, including, but not limited to the AFFF claims in the SC MDL Nationwide Water District Settlement.

PFAS, as defined in the settlement, includes PFOA and HFPO-DA, among a broad range of fluorinated organic substances.

Under the Nationwide Water District Settlement, in September 2023 the settling companies established a settlement fund (the “Water District Settlement Fund”) and collectively contributed $ 1.185 billion with Chemours contributing 50 percent, and DuPont and Corteva collectively contributing the remaining 50 percent pursuant to the terms of the Letter Agreement.

The settling companies utilized the balance in the MOU Escrow Account, along with amounts previously expected to be contributed to the MOU Escrow Account in 2023, among other sources, to make their respective contributions to the Water District Settlement Fund.

In exchange for the payment to the Water District Settlement Fund, the settling companies will receive a complete release of the claims described below from the Class (as defined below).

The Nationwide Water District Settlement was entered into solely by way of compromise and settlement and is not in any way an admission of liability or fault by Corteva or EIDP.

The class represented by the Nationwide Water District Settlement is composed of all Public Water Systems, as defined in 42 U.S.C.

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The Class does not include water systems owned and operated by a State or the United States government;

small systems that have not detected the presence of PFAS and are not currently required to monitor for it under federal or state requirements;

small systems that have not detected the

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Notes to the Consolidated Financial Statements (continued)

presence of PFAS and are not currently required to monitor for it under federal or state requirements;

and, unless they otherwise request to be included, water systems in the lower Cape Fear River Basin of North Carolina.

The Nationwide Water District Settlement addresses the timing and logistics of the settlement payment and conditions under which the settlement might not proceed, including a walk-away right that enables the settling companies to terminate the settlement if more than a confidential, agreed number of class members opt out.

A fairness hearing ahead of final approval of the settlement took place on December 14, 2023.

As part of the final approval process, the SC Court will establish a timetable for notice to class members, for hearings on approval, and for class members to opt out of the settlement.

A court-appointed claims administrator, under the oversight of a court-appointed special master, will be responsible for the management, allocation and distribution of the Water District Settlement Fund.

Class counsel, subject to the settling companies’ consent, will nominate the persons who, if approved by the SC Court, will serve as claims administrator and special master.

The total number of requests for exclusion (“opt-outs”) remains under review by the Notice Administrator.

It is expected that approximately 1,000 water districts may have opted-out of the settlement while most public water districts (approximately 93 percent of the Class) remain in the class settlement.

The deadline for water districts to withdraw their request for exclusion is March 1, 2024 and opt-outs remain subject to a court review process for compliance with other settlement terms.

The company continues to support this Nationwide Water District Settlement and final approval by the SC Court is expected to occur in the first quarter of 2024.

The Nationwide Water District Settlement was entered into solely by way of compromise and settlement and is not in any way an admission of liability or fault by Corteva or EIDP.

As of December 31, 2023, an accrual has been established for this settlement.

If a settlement does not receive final approval, and plaintiffs elect to pursue their claims in court, the settling companies will continue to assert their strong legal defenses in pending litigation.

The total number of requests for exclusion (“opt-outs”) was approximately 1,000 water districts while most public water districts (approximately 93 percent of the Class) remain in the class settlement.

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 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.

Beginning in April 2023, the lawsuits have been stayed subject to a court appointed mediation.

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,

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Notes to the Consolidated Financial Statements (continued)

as well as products liability, negligence, nuisance, and trespass claims.

These cases are proceeding to trial with the Chambers Works site case expected to begin in May 2025.

The court dismissed the New York plaintiff's trespass claims and limited plaintiffs’ nuisance claims to abatement damages.

EIDP is a defendant in two lawsuits, including an action by the State of Ohio based on alleged damage to natural resources.

The natural resources damage claim was settled in December 2023 for $ 110 million and is pending final approval under Ohio's judicial consent order process.

The natural resources damage claim was settled in December 2023 for $ 110 million and received final approval under Ohio's judicial consent order process.

If approved, Corteva’s share of the settlement under the MOU will be approximately $ 16 million.

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.

In December 2023, the Sixth Circuit Court of Appeals dismissed the Hardwick Class Action due to lack of standing by Mr.

The plaintiff's petition for an en banc review of the dismissal was denied in January 2024.

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.

As of December 31, 2024, an accrual has been established.

The second, 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 December 2023, the Sixth Circuit Court of Appeals dismissed the Hardwick Class Action due to lack of standing by Mr.

With further opportunities for appeals expired, the plaintiffs filed a new case, narrowing their original claims, in June 2024.

EIDP is a defendant in 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.

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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.

With the settlement of approximately 30 of the personal injury lawsuits, an accrual was established for this matter as of December 31, 2023.

EIDP is also one of more than 10 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 20 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.

The trial for the Baker Class Action is expected to begin in July 2025.

EIDP is a defendant in a lawsuit brought by the Town of East Hampton, New York alleging PFOA and PFOS contamination of the town’s well water.

This district submitted a timely opt-out request from the Nationwide Water District Settlement.

Other Natural Resource Damage Cases.

In addition to the natural resource cases in New Jersey and New York, 24 states and 3 U.S.

territories, have filed lawsuits against EIDP, Chemours, and others, claiming, among other things, PFC (including PFOA) contamination of groundwater and drinking water.

In addition to the natural resource damage cases in New Jersey and New York, natural resource damage filed lawsuits against EIDP, Chemours, and others, claiming, among other things, PFC (including PFOA) contamination of groundwater and drinking water, have been filed by 31 state attorneys general, the District of Columbia and three U.S.

Certain cases also name DuPont and Corteva as defendants and include claims of fraudulent conveyance.

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These cases are largely in the discovery phase.

While the recent mediation of the natural resource case in North Carolina concluded without resolution, discussions continue between the parties to seek a resolution.

Mediation for cases in New Jersey are ongoing.

While the recent mediation of the natural resource case in North Carolina and New Jersey concluded without resolution, discussions continue between the parties to seek a resolution.

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.

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All amounts paid by the companies under the settlement are subject to the MOU and the Corteva Separation Agreement.

Due to the settlement of natural resource damages claims with the State of Ohio, the one-time Supplemental Payment will be triggered when the settlement is approved under the Ohio judicial consent order process, with Corteva’s share under the MOU being approximately $ 4 million.

Due to the settlement of natural resource damages claims with the State of Ohio, the one-time Supplemental Payment will be triggered when the further opportunity for appeals

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Notes to the Consolidated Financial Statements (continued)

expires under the Ohio judicial consent order process, with Corteva’s share under the MOU being approximately $ 4 million, for which an accrual has been established.

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.

The Province of British Columbia, filed a class action against various defendants, including 3M, DuPont Canada, EIDP, and Chemours alleging harms caused by PFAS/AFFF.

The class consists of all municipalities, regional districts, and other governance authorities and other persons in Canada that were responsible for a “Drinking Water System” from 1970 to the present.

The plaintiff seeks to recover costs for the treatment and restoration of natural resources, as well as property, economic, and punitive damages.

A putative class action was also filed in July 2024 on behalf of citizens of Quebec, Canada seeking class certification to recover for alleged PFAS and AFFF contamination of private wells and public water treatment facilities.

Netherlands .

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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.

In September 2023, the court entered a

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Notes to the Consolidated Financial Statements (continued)

second interlocutory judgment, ruling, inter alia, that defendants were liable to the municipalities for PFOA emissions during a certain time period, and the removal costs of deposited emissions on the municipalities land infringes their property rights by an objective standard.

While the parties continue to seek a resolution to these matters, a separate hearing related to damages is expected to be scheduled for the first half of 2024.

Additionally, the Office of Public Prosecutor in The Netherlands opened a criminal investigation against certain Dutch subsidiaries of Chemours and Historical DuPont, as well as each subsidiary's directors, alleging unlawful PFOA and GenX emissions from Chemours' Dordrecht facility.

In September 2023, the court entered a second interlocutory judgment, ruling, inter alia, that defendants were liable to the municipalities for PFOA emissions during a certain time period, and the removal costs of deposited emissions on the municipalities land infringes their property rights by an objective standard.

In June 2024, Chemours and these Dutch municipalities signed a letter of intent that included the implementation of a specific remediation plan for the restoration of restricted vegetable gardens in certain areas of those municipalities to be funded by Chemours, sampling and developing a program to address a recreational lake, and further settlement discussions, including a potential fund to cover certain other expenditures aimed at environmental-related activities.

While the letter of intent contemplates the possibility of settlement, discussions between the parties related to the resolution to these matters remain ongoing.

Although the company believes a loss is probable, it is not estimable at this time due to various reasons including, among others, that such discussions remain in their early stages.

As of December 31, 2024, an accrual has been established for the estimated environmental remediation set forth in the letter of intent.

Additionally, the Office of Public Prosecutor in the Netherlands opened a criminal investigation against certain Dutch subsidiaries of Chemours and Historical DuPont, as well as each subsidiary's directors, alleging unlawful PFOA and GenX emissions from Chemours' Dordrecht Works facility.

Carpet Mill Cases.

The city of Rome, GA and Centre, Alabama water district alleged defendants, including EIDP, Chemours, other chemical suppliers and large carpet mills, discharged PFAS in their industrial wastewater, and that this wastewater after treatment, resulted in PFAS contamination of drinking water supplies.

The city of Rome sought damages for the cost of the installation of a water treatment system capable of removing PFCs from the water, injunctive relief requiring the defendants to clean up the contamination in the river ways, and punitive damages.

Additionally, the city of Rome sent a demand to EIDP asserting damages for the construction of a new utilities wastewater treatment system and upgrades to the city's water treatment system, along with future monitoring costs.

The City of Rome case has been settled and an accrual was established as of December 31, 2023.

The Centre Alabama water district carpet case has been stayed by the SC MDL.

Numerous carpet manufacturers, their alleged suppliers and former suppliers, including EIDP and Chemours, and certain municipal or utility defendants are also subject to several lawsuits in Georgia and Alabama, alleging negligence, nuisance and trespass related to the release of PFOA, and requesting injunctive relief related to PFOA contamination.

The city of Centre, Alabama water district alleged defendants, including EIDP, Chemours, other chemical suppliers and large carpet mills, discharged PFAS in their industrial wastewater, and that this wastewater after treatment, resulted in PFAS contamination of drinking water supplies.

The trial for the Centre, Alabama water district carpet mill case is scheduled for March 2025.

In July 2024, the town of Lyerly, Georgia filed a case making similar allegations as those brought in the Centre, Alabama case.

Numerous carpet manufacturers, their alleged suppliers and former suppliers, including EIDP and Chemours, and certain municipal or utility defendants are also subject to several lawsuits in Georgia, Alabama and South Carolina, alleging negligence, nuisance and trespass related to the release of PFOA, and requesting injunctive relief related to PFOA contamination.

Fayetteville Works Facility, North Carolina

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The facility is now owned and operated by Chemours, which continues to manufacture and use GenX.

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, 2023, several actions are pending in federal court against Chemours and EIDP relating to PFC discharges from the Fayetteville Works facility.

At December 31, 2024, several actions, including personal injury, are pending in the North Carolina 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 (“CFPUA”) and Brunswick County, that seek actual and punitive damages as well as injunctive relief.

In a state court action 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, negligence and property damage allegedly caused by release of certain PFCs.

In March 2023, CFPUA filed a Delaware Chancery Court action claiming the spin-off of Chemours and the Dow and Historical DuPont merger were unlawful and should be voided, so CFPUA is not precluded from recovering amounts its entitled in its pending litigation.

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CFPUA’s motion to stay the case was granted in January 2024.

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Notes to the Consolidated Financial Statements (continued)

In a state court action approximately 2,400 individual well owners near the Fayetteville Works facility seek compensatory and punitive damages for their claims of private nuisance, trespass, negligence, water monitoring and property damage allegedly caused by release of certain PFCs.

In addition, several personal injury cases have been filed in the North Carolina federal court alleging thyroid disease, and prostate, breast and kidney cancers as a result of PFAS exposure.

Generally, site-related expenses related to GenX claims are subject to the cost sharing arrangements as defined in the MOU.

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Accruals for environmental matters are recorded when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated based on current law and existing technologies.

These obligations are included in accrued and other current liabilities and other noncurrent obligations in the Consolidated Balance Sheet.

These obligations are included in accrued and other current liabilities and other noncurrent obligations in the Consolidated Balance Sheets.

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.

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For a discussion of the allocation of environmental liabilities under the Chemours Separation Agreement and the Corteva Separation Agreement, see page F-36-37.

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Notes to the Consolidated Financial Statements (continued)

The accrued environmental obligations and indemnification assets include the following:

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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-42 relating to Chemours' remediation activities at the Fayetteville Works Facility pursuant to the Consent Order with the North Carolina Department of Environmental Quality ("NC DEQ").

Represents liabilities that are subject to the $150 million threshold and sharing agreements as discussed on page F-38, under the header "Chemours / Performance Chemicals."

Represents liabilities that are subject to the $ 150 million threshold and sharing agreements as discussed on page F-36, under the header "Chemours Separation Agreement (Performance Chemicals)."

Chambers Works, New Jersey

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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-41.

Further ruling on this proceeding has been stayed subject to court appointed mediation.

Nebraska Department of Environment and Energy, AltEn Facility

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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, 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, 2023, an accrual was established for Corteva’s estimated voluntary contribution to the solid waste and wastewater remedial action plans for the AltEn location.

Corteva is one of six seed companies, who were customers of AltEn

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Notes to the Consolidated Financial Statements (continued)

(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, the Facility Response Group, filed a lawsuit in federal court against AltEn and certain of its affiliates to preserve certain contractual and common law indemnification claims.

As of December 31, 2024, an accrual was established for Corteva’s estimated voluntary contribution to the solid waste and wastewater remedial action plans for the AltEn location.

California Department of Toxic Substances Control, Pittsburg Plant

The California Department of Toxic Substances Control (“DTSC”) has filed a state court lawsuit over challenging whether the Pittsburg plant’s high purity water system (“HPWS”), as operated by Dow and now Corteva, required a permit pursuant to the Federal Resource Conservation and Recovery Act (“RCRA”).

Discussions between the parties remain ongoing and further litigation, including discovery, is stayed.

NOTE 17 - STOCKHOLDERS' EQUITY

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Share Buyback Plan

On November 19, 2024, Corteva, Inc.

announced that its Board of Directors authorized a $ 3 billion share repurchase program to purchase Corteva, Inc.'s common stock, par value $ 0.01 per share, without an expiration date ("2024 Share Buyback Plan").

The timing, price and volume of purchases will be based on market conditions, relevant securities laws and other factors.

On September 13, 2022, Corteva, Inc.

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The timing, price and volume of purchases will be based on market conditions, relevant securities laws and other factors.

In connection with the 2022 Share Buyback Plan, the company repurchased and retired 10,026,000 shares in the open market for a cost (excluding excise taxes) of $ 500 million during the year ended December 31, 2023.

In connection with the 2022 Share Buyback Plan, the company repurchased and retired 17,909,000 and 10,026,000 shares in the open market and through privately-negotiated transactions for a cost (excluding excise taxes) of $ 1 billion and $ 500 million during the year ended December 31, 2024 and 2023, respectively.

Included within the shares repurchased during the year ended December 31, 2024 were $ 125 million of shares from the master trust fund of the principal U.S.

pension plan, as part of the Pension Investment Committee's periodic portfolio rebalancing process.

Shares were repurchased by the company at the prevailing market rate authorized and agreed to by a third-party independent fiduciary for the plan.

On August 5, 2021, Corteva, Inc.

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The company completed the 2021 Share Buyback Plan during the first quarter of 2023 and repurchased and retired 4,098,000 , 17,425,000 and 5,572,000 shares in the open market for a total cost of $ 250 million, $ 1 billion and $ 250 million during the years ended December 31, 2023, 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").

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.

Shares repurchased pursuant to Corteva's share buyback plans are immediately retired upon repurchase.

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The company's accounting policy related to its share repurchases is to reduce its common stock based on the par value of the shares and to reduce its retained earnings for the excess of the repurchase price over the par value.

When Corteva has an accumulated deficit balance, the excess over the par value is applied to APIC.

When Corteva has an accumulated deficit balance, the excess over the par value is applied to additional paid-in capital ("APIC").

When Corteva has retained earnings, the excess is charged entirely to retained earnings.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Noncontrolling Interest

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$ 3.50 Series, callable at $ 102

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Other Comprehensive Income (Loss)

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Balance December 31, 2024 $ ( 3,472 ) $ 16 $ ( 226 ) $ 219 $ ( 6 ) $ ( 3,469 )

The cumulative translation adjustment gains for the year ended December 31, 2023 was primarily driven by the weakening of the U.S.

Dollar (“USD”) against the Swiss Franc ("CHF"), Brazilian Real ("BRL") and European Euro ("EUR").

The cumulative translation adjustment losses for the year ended December 31, 2024 was primarily driven by the strengthening of the U.S.

Dollar (“USD”) against the European Euro ("EUR"), Indian Rupee (“INR”), South African Rand (“ZAR”) and Philippine Peso (“PHP”).

Dollar ("USD") against the Brazilian Real ("BRL"), Euro ("EUR"), Swiss Franc ("CHF") and Mexican Peso ("MXN").

The cumulative translation adjustment gains for the year ended December 31, 2023 was primarily driven by the weakening of the U.S.

Dollar ("USD") against the Swiss Franc ("CHF"), Brazilian Real ("BRL") and Euro ("EUR").

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 Euro ("EUR"), Indian Rupee ("INR"), South African Rand ("ZAR") and Philippine Peso ("PHP).

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The tax (expense) benefit on the net activity related to each component of other comprehensive income (loss) was as follows:

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Other benefit plans - net ( 8 ) ( 9 ) ( 56 )

Unrealized gains (losses) on investments — — —

(Provision for) benefit from income taxes related to other comprehensive income (loss) items $ ( 55 ) $ 101 $ ( 121 )

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

A summary of the reclassifications out of accumulated other comprehensive income (loss) is provided as follows:

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Tax (benefit) expense 2

( 21 ) ( 4 ) 8

After-tax $ 44 $ ( 12 ) $ ( 55 )

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Tax (benefit) expense 2

1 ( 5 ) ( 13 )

After-tax $ — $ ( 2 ) $ 20

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Actuarial (gains) losses 3,4

Curtailment (gain) loss — — ( 1 )

( 13 ) ( 10 ) 2

Total before tax $ ( 14 ) $ ( 12 ) $ 1

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Reflected in other income (expense) - net in the Consolidated Statements of Operations.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 18 - PENSION PLANS AND OTHER POST-EMPLOYMENT BENEFITS

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As a result, no participants are currently accruing additional benefits in the pension plan.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The company's funding policy is consistent with the funding requirements of federal laws and regulations.

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pension plan in 2025.

The company does not anticipate making contributions to its principal U.S pension plan in 2024.

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 company does not anticipate making contributions to its principal U.S.

pension plan in 2025.

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

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

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").

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 to no longer provide retiree dental and life insurance benefits effective January 1, 2022 and to cap Corteva’s portion of the cost of non-Medicare retiree medical coverage to 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 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.

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5.50 % 4.92 %

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The weighted-average assumptions used to determine net periodic benefit costs for the OPEB plans are summarized in the table below:

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Discount rate 4.92 % 5.09 % 2.59 %

5.09 % 2.59 % 2.09 %

As of December 31, 2024, 2023 and 2022, health care cost trend rates do not impact the benefit obligations for the OPEB plans because of the 2020 OPEB Plan Amendments.

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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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Benefits paid ( 1,241 ) ( 1,304 ) ( 120 ) ( 117 )

Plan amendments — — ( 1 ) —

— ( 257 ) — —

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Includes pension plans maintained around the world where funding is not customary.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Defined Benefit Pension Plans Other Post-Employment Benefits

(In millions) December 31, 2023 December 31, 2022 December 31, 2023 December 31, 2022

December 31, December 31,

(In millions) 2024 2023 2024 2023

Amounts recognized in the Consolidated Balance Sheets:

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Accrued and other current liabilities ( 32 ) ( 31 ) ( 103 ) ( 114 )

Pension and other post-employment benefits - noncurrent ( 1,656 ) ( 1,366 ) ( 811 ) ( 889 )

Pension and other post-employment benefits ( 1,562 ) ( 1,656 ) ( 709 ) ( 811 )

Net amount recognized $ ( 1,592 ) $ ( 1,685 ) $ ( 812 ) $ ( 925 )

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Pretax balance in accumulated other comprehensive income (loss) at end of year $ ( 303 ) $ ( 465 ) $ 290 $ 252

The loss related to the change in pension and OPEB plan benefit obligations for the period ended December 31, 2023 is mainly due to the reduction in the discount rate.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The gain related to the change in pension and OPEB plan benefit obligations for the period ended December 31, 2024 is primarily due to the increase in the discount rate.

The accumulated benefit obligation for all pension plans was $ 12.2 billion and $ 13.4 billion at December 31, 2024 and 2023, respectively.

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Fair value of plan assets $ 10,414 $ 11,488

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

(In millions) Defined Benefit Pension Plans Other Post-Employment Benefits

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Total recognized in net periodic benefit (credit) cost and other comprehensive income (loss) $ 30 $ ( 350 ) $ 471 $ 10 $ — $ 219

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Estimated Future Benefit Payments

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Total $ 10,560 $ 769

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

All pension plan assets in the U.S.

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For pension plan assets 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.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

For pension plan assets classified as Level 2 measurements, where the security is frequently traded in less active markets, fair value is based on the closing price at the end of the period;

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These valuations are reviewed for reasonableness based on applicable sector, benchmark and company performance.

Adjustments to valuations are made

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

where appropriate.

Adjustments to valuations are made where appropriate.

Where available, audited financial statements are obtained and reviewed for the investments as support for the manager’s investment valuation.

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Real estate funds 52 — — 52

Derivatives – asset position 2 — 2 —

Other 55 — — 55

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Additionally, the Separation resulted in Corteva transferring a portion of the balance of the Trust to DuPont at the Separation date.

During the years ended December 31, 2023 and 2022, $ 47 million and $ 58 million, respectively, was distributed to EIDP according to the Trust agreement, and at December 31, 2023 and 2022, the balance in the Trust was $ 214 million and $ 251 million, respectively.

During the years ended December 31, 2024 and 2023, $ 48 million and $ 47 million, respectively, was distributed by EIDP according to the Trust agreement, and at December 31, 2024 and 2023, the balance in the Trust was $ 176 million and $ 214 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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The Plan is a tax qualified contributory profit sharing plan, with cash or deferred arrangement and any eligible employee of Corteva may participate.

Currently, Corteva contributes 100 percent of the first 6 percent of the employee's contribution election and also contributes 3 percent of each eligible employee's eligible compensation regardless of the employee's contribution.

Currently, Corteva contributes 100 percent of the first six percent of the employee's contribution election and also contributes three percent of each eligible employee's eligible compensation regardless of the employee's contribution.

Corteva's contributions to the Plan were $ 100 million, $ 101 million, and $ 97 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Corteva's matching contributions vest immediately upon contribution.

The 3 percent nonmatching company contribution vests after employees complete three years of service.

The three percent nonmatching company contribution vests after employees complete three years of service.

In addition, Corteva made contributions to other defined contribution plans of $ 46 million, $ 45 million, and $ 36 million for the years ended December 31, 2024, 2023 and 2022, respectively.

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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.

The weighted-average grant-date fair value of options granted for the years ended December 31, 2023, 2022 and 2021 was $ 21.42 , $ 14.12 and $ 11.77 , respectively.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

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.

The weighted-average grant-date fair value of options granted for the years ended December 31, 2024, 2023 and 2022 was $ 18.80 , $ 21.42 and $ 14.12 , respectively.

Weighted-Average Assumptions For the Year ended December 31,

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Nonvested awards of RSUs and PSUs are shown below.

RSUs & PSUs For the Year Ended December 31, 2023

RSUs and PSUs For the Year Ended December 31, 2024

Number of Shares

(in thousands) Weighted Average Grant Date Fair Value

(in thousands) Weighted Average Grant Date Fair Value (per share)

Nonvested at January 1, 2024 3,496 $ 53.05

9 unchanged sentences

$ 63 million and $ 98 million at December 31, 2024 and 2023, 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 $ 55 million and $ 27 million at December 31, 2023 and 2022, respectively, 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.

and $ 55 million at December 31, 2023, 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.

The company’s held-to-maturity securities relating to investments in foreign government bonds at December 31, 2023 and available-for-sale securities sold during the year ended December 31, 2021 are discussed further in the “Debt Securities” section.

Additionally, at December 31, 2024, the company had $ 97 million of available-for-sale securities (primarily foreign government bonds) classified as other assets in the Consolidated Balance Sheet, as these securities had maturities of more than one year at the time of purchase.

The company’s held-to-maturity securities relating to investments in foreign government bonds at December 31, 2024 and 2023 are discussed further in the “Debt Securities” section.

Derivative Instruments

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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 aggregate notional amounts for the company's derivative instruments that are designated and not designated as hedging instruments was a net buy (sell) position of $( 1,056 ) million and $( 1,600 ) million at December 31, 2024 and 2023, respectively.

Foreign Currency Risk

The company's objective in managing exposure to foreign currency fluctuations is to reduce earnings and cash flow volatility associated with foreign currency rate changes and to mitigate the exposure of certain investments in foreign subsidiaries against changes in the Euro/USD exchange rate.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

changes in the Euro/USD exchange rate.

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.

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Cash flow hedge results are reclassified into earnings during the same period in which the related exposure impacts earnings.

Reclassifications are made sooner if it appears that a forecasted transaction is probable of not occurring.

Reclassifications are made sooner if it appears that a forecasted transaction is not probable of occurring.

The following table summarizes the after-tax effect of commodity contract cash flow hedges on accumulated other comprehensive income (loss):

11 unchanged sentences

Reclassifications are made sooner if it appears that a forecasted transaction is not probable of occurring.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The following table summarizes the after-tax effect of foreign currency cash flow hedges on accumulated other comprehensive

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Ending balance $ 13 $ 1 $ 10

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

At December 31, 2024, an after-tax net gain of $ 13 million is expected to be reclassified from accumulated other comprehensive income (loss) into earnings over the next twelve months.

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Foreign Currency Contracts

The company had designated € 450 million of forward contracts to exchange EUR as net investment hedges.

In May 2024, the company designated € 500 million of forward contracts to exchange Euro as net investment hedges.

An additional tranche of € 500 million of forward contracts to exchange Euro were executed in July 2024 and also designated as net investment hedges.

The purpose of these forward contracts is to mitigate foreign exchange 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 expired and were settled in March 2023.

These hedges expired and were settled in December 2024.

The company had previously designated € 1.2 billion and € 450 million of forward contracts to exchange Euro as net investment hedges, which expired and were settled in May 2024 and March 2023, respectively.

Prior to maturity, the company had elected to apply the spot method in testing for effectiveness of the hedging relationship.

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Counterparties to the forward sales agreements are multinational grain exporters and subject to the company’s financial risk management procedures.

Fair Value of Derivative Instruments

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)

Fair Value of Derivative Instruments

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.

The presentation of the company's derivative assets and liabilities is as follows:

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$ 111 $ ( 45 ) $ 66

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

December 31, 2023

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Foreign currency contracts Other current assets 83 ( 33 ) 50

Commodity contracts Other current assets 2 — 2

Total asset derivatives

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Foreign currency contracts Accrued and other current liabilities 38 ( 33 ) 5

Commodity contracts Accrued and other current liabilities 8 — 8

Total liability derivatives

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Commodity contracts 2

( 74 ) 49 122

Total derivatives designated as hedging instruments

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Debt Securities

The company’s debt securities include foreign government bonds classified as held-to-maturity securities at December 31, 2023 and 2022.

The company’s debt securities include foreign government bonds classified as held-to-maturity securities at December 31, 2024 and 2023, and available-for-sale securities at December 31, 2024.

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 company's investments in debt securities at December 31, 2023 with a contractual maturity within one year and between one to five years was $ 85 million and $ 55 million, respectively.

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 that were sold in 2021 were held by certain foreign subsidiaries in which the USD is not the functional currency.

The 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 company's investments in debt securities classified as held-to-maturity at December 31, 2024 with a contractual maturity within one year was $ 55 million.

The company’s investments in debt securities classified as available-for-sale are recorded at fair value with unrealized gains and losses recorded in accumulated other comprehensive income (loss), within the Consolidated Statements of Equity, or current period earnings if an allowance for credit losses has been established, within the Consolidated Statements of Operations.

The debt securities classified as available-for-sale at December 31, 2024 with a contractual maturity of one to five years had an amortized cost of $ 103 million, gross unrealized gains (losses) of $( 6 ) million and a fair value of $ 97 million.

The estimated fair value of the available-for-sale securities as of December 31, 2024 was determined using Level 2 inputs within the fair value hierarchy.

Level 2 measurements were based on the closing price at the end of the period quoted market prices in active markets for identical assets and liabilities.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

The following table provides the investing results from available-for-sale securities for the year ended December 31, 2021:

Investing Results For the Year Ended December 31,

(In millions) 2021

Proceeds from sales of available-for-sale securities $ 226

Gross realized losses $ ( 7 )

NOTE 21 - FAIR VALUE MEASUREMENTS

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Significant Other Observable Inputs December 31, 2024 December 31, 2023

(In millions) Level 2 Level 2

(In millions) Level 2 1

Assets at fair value:

Marketable securities

Debt securities:

Foreign government bonds 2

Derivatives relating to:

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Total liabilities at fair value $ 111 $ 75

Reflects significant other observable inputs .

Represents the company's investments in debt securities that are classified as available-for-sale, which are included in the Consolidated Balance Sheets.

See Note 20 - Financial Instruments, to the Consolidated Financial Statements, for the classification of derivatives in the Consolidated Balance Sheets.

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For assets classified as Level 3 measurements, the fair value is based on significant unobservable inputs including assumptions where there is little, if any, market activity.

The fair value of the company’s interests held in trade receivable conduits is determined by calculating the expected amount of cash to be received using the key input of anticipated credit losses in the

Given the short-term nature of the underlying receivables, discount rate and prepayments are not factors in determining the fair value of the interests.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

portfolio of receivables sold that have not yet been collected.

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

As part of the Crop Protection Operations Strategy Restructuring Program, the company plans to exit its production activities at its site in Pittsburg, California, as well as cease operations in select manufacturing lines at other locations.

As a result, the company recognized a pre-tax non-cash impairment charge of $152 million to restructuring and asset related charges – net, in the Consolidated Statement of Operations, consisting of a charge of $92 million and $60 million relating to operating lease assets and property, plant and equipment, respectively, which were classified as Level 3 measurements using unobservable inputs.

During the year ended December 31, 2023, the company recognized a pre-tax non-cash impairment charge of $ 152 million to restructuring and asset related charges – net, in the Consolidated Statement of Operations, consisting of a charge of $ 92 million and $ 60 million relating to operating lease assets and property, plant and equipment, respectively, which were classified as Level 3 measurements using unobservable inputs.

See Note 6 - Restructuring and Asset Related Charges - Net, to the Consolidated Financial Statements, for additional information.

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Total $ 4,099 $ 4,287 $ 4,254

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

NOTE 23 - SEGMENT INFORMATION

Corteva’s reportable segments reflects the manner in which its chief operating decision maker ("CODM") allocates resources and assesses performance, which is at the operating segment level (seed and crop protection).

For purposes of allocating resources to the segments and assessing segment performance, segment operating EBITDA is the primary measure used by Corteva’s CODM.

Corteva’s reportable segments reflect the manner in which its chief operating decision maker ("CODM") allocates resources and assesses performance, which is at the operating segment level (Seed and Crop Protection).

The company's CODM is the Chief Executive Officer.

The primary measure used by Corteva's CODM for purposes of allocating resources to the segments and assessing segment performance is segment operating EBITDA.

Segment operating EBITDA is primarily utilized in the annual planning and monthly forecasting processes.

On a monthly basis, the CODM considers variances between comparable prior year actual results and current year actual or forecasted results when evaluating the company's success in delivering its innovative proprietary technology to farmers and monitoring of expected savings from cost and productivity actions.

The CODM also utilizes segment operating EBITDA when evaluating the impacts of market-driven trends on segment performance, such as input costs and inflationary and currency impacts.

The company defines segment operating EBITDA as earnings (loss) (i.e., income (loss) from continuing operations before income taxes) before interest, depreciation, amortization, corporate expenses, non-operating (benefits) costs, foreign exchange gains (losses), and net unrealized gain or loss from mark-to-market activity for certain foreign currency derivative instruments that do not qualify for hedge accounting, excluding the impact of significant items.

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.

Non-operating (benefits) costs consists of non-operating pension and other post-employment benefit (OPEB) credits (costs), tax indemnification adjustments and environmental remediation and legal costs associated with legacy businesses and sites.

Tax indemnification adjustments relate

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

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.

Net unrealized gain or loss from mark-to-market activity for certain foreign currency derivative instruments that do not qualify for hedge accounting represents the non-cash net gain (loss) from changes in fair value of certain undesignated foreign currency derivative contracts.

9 unchanged sentences

The segment is a leader in global herbicides, insecticides, nitrogen stabilizers, pasture and range management herbicides and biologicals.

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

(In millions)

20 unchanged sentences

Investments in nonconsolidated affiliates 35 67 102

Purchase of property, plant and equipment 237 336 573

Purchases of property, plant and equipment 225 380 605

Corteva, Inc.

Notes to the Consolidated Financial Statements (continued)

Reconciliation of Segment Profitability

(In millions) Seed Crop Protection Total

For the Year Ended December 31, 2024

Net sales $ 9,545 $ 7,363 $ 16,908

Cost of goods sold 4,876 4,636 9,512

Other expenses 1

2,450 1,455 3,905

Segment operating EBITDA $ 2,219 $ 1,272 $ 3,491

(In millions) Seed Crop Protection Total

For the Year Ended December 31, 2023

Net sales $ 9,472 $ 7,754 $ 17,226

Cost of goods sold 4,982 4,913 9,895

Other expenses 1

2,373 1,467 3,840

Segment operating EBITDA $ 2,117 $ 1,374 $ 3,491

(In millions) Seed Crop Protection Total

For the Year Ended December 31, 2022

Net sales $ 8,979 $ 8,476 $ 17,455

Cost of goods sold 4,898 5,454 10,352

Other expenses 1

2,425 1,338 3,763

Segment operating EBITDA $ 1,656 $ 1,684 $ 3,340

Other expenses consisted primarily of selling, general and administrative expenses and research and development expense, net of depreciation add-back.

Reconciliation to Consolidated Financial Statements

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Non-operating (benefits) costs - net 174 151 ( 111 )

151 ( 111 ) ( 1,256 )

Mark-to-market (gains) losses on certain foreign currency contracts not designated as hedges — — —

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Segment operating EBITDA $ 3,491 $ 3,491 $ 3,340

The year ended December 31, 2021 includes non-cash benefits related to the 2020 OPEB Plan Amendments.

Refer to Note 18 - Pension Plans and Other Post-Employment Benefits, to the Consolidated Financial Statements, for additional information.

Segment assets to total assets (in millions)

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Inventory write-offs 3

Gain (loss) on sale of business, assets and equity investments 3

Acquisition-related costs 6

— ( 6 ) — ( 6 )

Insurance proceeds 7

Total $ ( 49 ) $ ( 175 ) $ ( 91 ) $ ( 315 )

(In millions) Seed Crop Protection Corporate Total

For the Year Ended December 31, 2023

Restructuring and asset related charges - net 1

$ ( 86 ) $ ( 228 ) $ ( 22 ) $ ( 336 )

Estimated settlement expense 2

— ( 204 ) — ( 204 )

Inventory write-offs 3

( 7 ) — — ( 7 )

Spare parts write-off 4

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Total $ ( 298 ) $ ( 106 ) $ ( 98 ) $ ( 502 )

(In millions) Seed Crop Protection Corporate Total

For the Year Ended December 31, 2021

Restructuring and asset related charges - net 1

$ ( 152 ) $ ( 59 ) $ ( 78 ) $ ( 289 )

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 )

Includes restructuring plans and asset related charges as well as accelerated prepaid amortization expense.

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See Note 4 - Business Combinations, to the Consolidated Financial Statements, for additional information.

Includes proceeds received related to prior significant items.

Explanatory Note

During management’s review of the financial results for the fourth quarter of 2024, a material misclassification in the EIDP, Inc.

Statements of Cash Flows was identified.

Beginning in the fourth quarter of 2023, and continuing into each of the quarterly periods ended March 31, 2024, June 30, 2024, and September 30, 2024 (collectively, the “Affected Periods”), cash outflows covering intercompany activities with Corteva, Inc., EIDP’s parent company (“Parent”), were incorrectly reflected within “Cash provided by (used for) operating activities – continuing operations” rather than “Cash provided by (used for) investing and financing activities.” There was no impact to EIDP’s Consolidated Statements of Operations, Consolidated Balance Sheets, Consolidated Statements of Comprehensive Income (Loss) or Consolidated Statements of Equity in any of the Affected Periods noted above.

The impacts are discussed in further detail in EIDP Note 1 – Basis of Presentation, of the EIDP Consolidated Financial Statements.

Management of EIDP has also reassessed its internal control over financial reporting and disclosure controls and procedures and determined that they were not effective as of December 31, 2023 and continue to be ineffective at December 31, 2024 as a result of a material weakness related to the lack of design and maintenance of effective controls to evaluate the appropriate cash flow classification for intercompany transactions between EIDP and Corteva, Inc., as further described in Part II, Item 9A – Controls and Procedures, and Management’s Report on Internal Control over Financial Reporting, of this Annual Report on Form 10-K.

Index to the Consolidated Financial Statements

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The financial statements include some amounts that are based on management's best estimates and judgments.

The financial statements have been audited by EIDP's independent registered public accounting firm, PricewaterhouseCoopers LLP.

The Consolidated 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.

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Management assessed the effectiveness of EIDP's internal control over financial reporting as of December 31, 2024, 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, 2023.

Management’s assessment of the effectiveness of EIDP’s internal control over financial reporting as of December 31, 2023 excluded the Stoller and Symborg acquisitions, which were completed in March 2023.

Total assets, excluding goodwill and other intangible assets, and net sales of Stoller and Symborg represent approximately 1 percent and 2 percent, respectively, of EIDP’s consolidated assets and net sales, as of and for the year ended December 31, 2023.

This exclusion is in accordance with the guidelines established by the Securities and Exchange Commission.

Based on its assessment and those criteria, management concluded that EIDP did not maintain effective internal control over financial reporting as of December 31, 2024, due to the material weakness described below.

A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of a company’s annual or interim financial statements will not be prevented or detected on a timely basis.

Management identified a material weakness in internal control over financial reporting as EIDP did not design and maintain effective controls to evaluate the appropriate classification of the cash flows related to intercompany transactions between EIDP and Corteva.

This material weakness resulted in the restatement of EIDP’s Consolidated Statement of Cash Flows for the year ended December 31, 2023, as well as a material misclassification of the Consolidated Statements of Cash Flows for each of the quarterly periods ended March 31, 2024, June 30, 2024, and September 30, 2024.

Additionally, if not remediated, this material weakness could result in misstatements of the aforementioned cash flow statements or related disclosures that would result in a material misstatement to the annual or interim consolidated financial statements that would not be prevented or detected.

PricewaterhouseCoopers LLP, an independent registered public accounting firm, has audited the effectiveness of EIDP's internal control over financial reporting as of December 31, 2024, as stated in their report, which is presented on the following pages.

Chief Executive Officer and Director David J.

Remediation Plan

To remediate the material weakness in its internal control over financial reporting related to the classification of intercompany transactions between EIDP and Corteva in EIDP’s Consolidated Statements of Cash Flows, EIDP will be introducing enhancements to the design of its disclosure controls and procedures as they relate to the presentation of intercompany activity

between EIDP and Corteva within the EIDP Consolidated Statements of Cash Flows.

These enhancements to its internal control over financial reporting will include:

(i) improving the existing process design to generate the statement of cash flows, including the identification of relevant control points to validate the output from the process is complete and accurate, and (ii) formal assessments of the EIDP financial reporting implications of any future intercompany arrangements between EIDP and Corteva.

While EIDP anticipates that these enhancements will remediate the material weakness in its internal control over financial reporting, EIDP will not be able to conclude whether such efforts have been successful until an adequate period of time has passed to enable management to test the design and operational effectiveness of the enhanced controls.

As we continue to evaluate and work to improve our internal control over financial reporting, we may take additional measures to address the material weakness or modify certain of the planned remediation measures.

Chief Executive Officer and Director David P.

Executive Vice President,

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In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024 in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Also in our opinion, the Company did not maintain, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO because a material weakness in internal control over financial reporting existed as of that date related to the Company not designing and maintaining effective controls to evaluate the appropriate classification of the cash flows related to intercompany transactions between EIDP and its parent, Corteva.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis.

The material weakness referred to above is described in the accompanying Management’s Report on Internal Control over Financial Reporting.

We considered this material weakness in determining the nature, timing, and extent of audit tests applied in our audit of the 2024 consolidated financial statements, and our opinion regarding the effectiveness of the Company’s internal control over financial reporting does not affect our opinion on those consolidated financial statements.

Restatement of Previously Issued Financial Statements

As discussed in Note 1 to the consolidated financial statements, the Company has restated its 2023 financial statements to correct an error.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting.

Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits.

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We believe that our audits provide a reasonable basis for our opinions.

As described in Management’s Report on Internal Control over Financial Reporting, management has excluded the Stoller Group, Inc.

(“Stoller”) and Quorum Vital Investment, S.L.

We have also excluded the Stoller and Symborg businesses from our audit of internal control over financial reporting.

These businesses, each of which is wholly owned, comprised, in the aggregate, total assets, excluding goodwill and other intangible assets, and total net sales excluded from management’s assessment and our audit of internal control over financial reporting of approximately 1 percent and 2 percent, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2023.

Definition and Limitations of Internal Control over Financial Reporting

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(ii) provide reasonable assurance that transactions are recorded as necessary to permit

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Goodwill (Seed Reporting Unit) Impairment Assessment

Revenue Recognition – Product Sales

As described in Notes 2 and 5 to the Corteva, Inc.

consolidated financial statements, the Company’s consolidated goodwill balance was $10.6 billion as of December 31, 2023, and the goodwill associated with the seed reporting unit was $5.4 billion.

Management performs an annual goodwill impairment test in the fourth quarter.

Management performed quantitative testing on its seed reporting unit and determined that no goodwill impairment existed in 2023.

Management determined fair value for the seed reporting unit using a discounted cash flow model.

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

and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

consolidated financial statements, net sales were $16.908 billion for the year ended December 31, 2024.

Substantially all of the Company’s revenue is derived from product sales.