DowDuPont Inc. (Form: 8-K, Received: 05/22/2018 16:34:41)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

DATE OF REPORT (Date of earliest event reported): May 22, 2018 (May 18, 2018)

DOWDUPONT INC.

(Exact name of registrant as specified in its charter)


Delaware	001-38196	81-1224539
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

c/o The Dow Chemical Company 2030 Dow Center Midland, MI 48674		c/o E. I. du Pont de Nemours and Company 974 Centre Road Wilmington, DE 19805
(Address of principal executive offices)(Zip Code)

(989) 636-1000		(302) 774-1000
(Registrant’s telephone numbers, including area code)


(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 18, 2018, DowDuPont Inc. (the “Company”) announced that Charles J. Kalil, executive vice president and general counsel of Dow, special counsellor to the executive chairman and general counsel for the Materials Science Division of DowDuPont, has elected to retire from the Company later in 2018.

A copy of the press release announcing Mr. Kalil’s retirement is attached hereto as Exhibit 99.1.

Item 9.01

Financial Statements and Exhibits.


Exhibit Number		Description of Exhibit

99.1		Press Release, dated May 18, 2018.

EXHIBIT INDEX


Exhibit Number		Description of Exhibit

99.1		Press Release, dated May 18, 2018.

SIGNATURES

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


	DOWDUPONT INC.
	(Registrant)

	By:	/s/ Jeanmarie F. Desmond
	Name:	Jeanmarie F. Desmond
	Title:	Co-Controller

	By:	/s/ Ronald C. Edmonds
	Name:	Ronald C. Edmonds
	Title:	Co-Controller

Date: May 22, 2018

Exhibit 99.1

Press Information

The Dow Chemical Company

Global Dow Center

2211 H.H. Dow Way

Midland, MI 48674

dow.com

Dow Executive Vice President and General Counsel Charles J. Kalil to Retire;

Amy Wilson Named Dow General Counsel-Elect for Dow and General Counsel-Elect Materials Science Division

MIDLAND, Mich. – May 18, 2018 – The Dow Chemical Company (Dow) today announces that Charles J. Kalil , executive vice president and general counsel of Dow, special counsellor to the executive chairman and general counsel for the Materials Science Division of DowDuPont, has elected to retire from the Company later in 2018, following more than 38 years of service with Dow. Amy Wilson , corporate secretary and associate general counsel of Dow, has been named general counsel-elect and will assume responsibilities for Materials Science as well as be general counsel-elect for the future Dow company, upon Kalil’s retirement.

“Chuck has been an integral member of my executive leadership team and to Dow’s transformative journey throughout his 14-year tenure as general counsel. His wise counseling, expertise and successful leadership of the legal department, as well as his Board and corporate governance support, guided Dow through some of the most monumental milestones in our history,” said Andrew N. Liveris, chairman and CEO of Dow and director and former executive chairman, DowDuPont.

“Amy already is a trusted advisor and well respected leader. Her contributions have been key to the successful culmination of Dow’s strategic transformation,” said Jim Fitterling, CEO-elect for Dow and chief operating officer, DowDuPont Materials Science Division. “We continue to place our confidence in Amy and her counsel as we navigate the complexities of a fast-paced and ever-changing industry. I look forward to her elevation on the Executive Leadership Team and working together to build the new Dow.”

About Dow

The Dow Chemical Company (Dow) combines science and technology knowledge to develop premier materials science solutions that are essential to human progress. Dow has one of the strongest and broadest toolkits in the industry, with robust technology, asset integration, scale and competitive capabilities that enable it to address complex global issues. Dow’s market-driven, industry-leading portfolio of advanced materials, industrial intermediates, and plastics businesses deliver a broad range of differentiated technology-based products and solutions for customers in high-growth markets such as packaging, infrastructure, and consumer care. Dow is a subsidiary of DowDuPont (NYSE: DWDP), a holding company comprised of Dow and DuPont with the intent to form three strong, independent, publicly traded companies in agriculture, materials science and specialty sectors. More information can be found at www.dow.com.

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For further information, please contact:

Rachelle Schikorra

Corporate Media Relations

+1 (989) 636-4090

ryschikorra@dow.com