Form 8-K

8-K — Corteva, Inc.

Accession: 0001193125-26-288755

Filed: 2026-06-29

Period: 2026-06-26

CIK: 0001755672

SIC: 0100 (AGRICULTURE PRODUCTION - CROPS)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — d145724d8k.htm (Primary)

EX-99.1 (d145724dex991.htm)

EX-99.2 (d145724dex992.htm)

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8-K

8-K (Primary)

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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): June 26, 2026

Corteva, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

001-38710

82-4979096

(State or other jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

9330 Zionsville Road,

Indianapolis, Indiana 46268

974 Centre Road,

Wilmington, Delaware 19805

(Address of principal executive offices)(Zip Code)

(833) 267-8382

(Registrant’s telephone number, including area code)

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))

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

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, par value $0.01 per share

CTVA

New York Stock Exchange

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 June 26, 2026, each of Karen Grimes, Marcos Lutz, Charles Magro, and Kerry Preete have mutually agreed with the board of directors (the “Board”) of Corteva Inc. (the “Company” or “Corteva”) that, in connection with the anticipated spin-off of the Company’s seed business into an independent, publicly traded company, Vylor, Inc. (“Vylor”), he/she will be resigning from the Board, effective as of immediately prior to and conditioned upon the consummation of the Company’s intended spin-off. Each of Messrs. Lutz’s, Magro’s and Preete’s and Ms. Grimes’ decision to resign from the Board is in connection with the Company’s announcement that he/she is expected to join the board of directors of Vylor, currently a wholly owned subsidiary of the Company, and is not the result of any disagreement relating to the Company’s operations, policies, or practices.

Item 7.01

Regulation FD Disclosure

The Company issued two news releases on June 29, 2026, announcing the post-separation boards of directors for Corteva and Vylor. Copies of these news releases are furnished as Exhibits 99.1 and 99.2.

The Company’s subsidiary, Vylor, Inc. filed its first public filing of its Form 10 registration statement (“Form 10”) with the U.S. Securities and Exchange Commission in connection with its previously announced separation of the seed business into an independent, public company. The filing provides detailed information on Vylor’s business, strategy and historical financial results. The Form 10 registration statement is available at www.sec.gov under “Vylor Inc.”

The Company is furnishing the information under this item, including Exhibits 99.1 and 99.2, pursuant to Item 7.01, “Regulation FD Disclosure”.

Item 9.01

Financial Statements and Exhibits

(d)

Exhibits.

99.1

Press Release dated June 29, 2026, announcing the future board of directors of Corteva

99.2

Press Release dated June 29, 2026, announcing the future board of directors of Vylor

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

Cautionary Statement on Forward-Looking Statements

This report contains certain forward-looking statements. Words such as “intend,” “will,” “may,” and “expect,” and variations of such words and similar future or conditional expressions are intended to identify forward-looking statements. Examples of forward-looking statements include, but are not limited to, the Company’s intent to separate and its related expectations for Corteva and Vylor. These forward-looking statements reflect management’s current expectations and are not guarantees of future performance and are subject to a number of risks and uncertainties, many of which are difficult to predict and beyond the Company’s control.

Important factors that may affect the Company’s business and operations and that may cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, whether the objectives of the spin-off will be achieved; the terms, structure, benefits and costs of any action or transaction resulting from the spin-off; the timing of any such spin-off or related action and whether any such spin-off will be consummated at all; the risk that the announcement of the intended spin-off could have an adverse effect on the ability of the Company to retain and hire key personnel and maintain relationships with customers, suppliers, employees, shareholders and other business relationships and on its operating results and business generally; the risk the spin-off could divert the attention and time of the Company’s management; the risk of any unexpected costs or expenses resulting from the spin-off process or spin-off itself; and the risk of any litigation relating to the spin-off, as well as the risks and uncertainties described in the Company’s risk factors, as they may be amended from time to time, set forth in its filings with the U.S. Securities and Exchange Commission. The Company disclaims and does not undertake any obligation to update, revise, or withdraw any forward-looking statement in this report, except as required by applicable law or regulation.

SIGNATURE

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.

CORTEVA, INC.

(Registrant)

/s/ Jennifer A. Johnson

Jennifer A. Johnson

Senior Vice President, Chief Legal and Public Affairs Officer, and Company Secretary

June 29, 2026

EX-99.1

Filename: d145724dex991.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Corteva Announces Board of Directors

for Future Crop Protection Company

Greg Page to be Chair; separation on track for 4Q 2026

INDIANAPOLIS – June 29, 2026 – Corteva Inc. (NYSE: CTVA) announced today its intended board of directors as a

standalone publicly-traded, differentiated crop protection company upon its planned separation in the fourth quarter of 2026.

Greg Page will lead the

nine-person board as Independent Chair as previously announced. With the exception of Karen Grimes, Marcos Lutz, Chuck Magro and Kerry Preete, Corteva’s existing board of directors will continue with Corteva. Luke Kissam will be

appointed to the board of directors effective at separation.

“Corteva will be a company with operational efficiency at its core and by building on

its legacy of differentiated innovation, will have an industry leading pipeline to bring value to farmers for years to come,” said Page. “I look forward to working alongside my future fellow directors as well as the senior management

team to leverage the considerable advantage Corteva will enjoy to deliver results for customers, farmers and shareholders alike.”

New Corteva

Board of Directors

•

Greg Page, retired chairman and chief executive officer, Cargill, Incorporated, non-executive chair of the board

•

Klaus Engel, Ph.D., retired chief executive officer, Evonik Industries AG

•

David Everitt, retired president, Agricultural and Turf Division, Deere & Co.

•

Janet Giesselman, retired president and general manager, Dow Oil & Gas

•

Jean-Marc Gilson, president and chief executive officer, Westlake Corporation

•

Luke Kissam, future chief executive officer, Corteva

•

Nayaki Nayyar, chief executive officer, Siteimprove A/S

•

Christopher Policinski, retired president and chief executive officer, Land O’Lakes, Inc.

•

Patrick Ward, retired chief financial officer, Cummins Inc.

New Corteva will be innovation-driven in both its product portfolio and its operating model, leveraging its technological leadership to deliver for farmers

while also running an asset-light, efficient business. The company intends to make targeted investments to support growth and leverage its first-mover advantage in nature-inspired technologies to pursue opportunities promising attractive returns in

markets that reward differentiation.

About Corteva

Corteva, Inc. (NYSE: CTVA) is a global pure-play agriculture company that combines industry-leading innovation, high-touch customer engagement and operational

execution to profitably deliver solutions for the world’s most pressing agriculture challenges. Corteva generates advantaged market preference through its unique distribution strategy, together with its balanced and globally diverse mix of

seed, crop protection, and digital products and services. With some of the most recognized brands in agriculture and a technology pipeline well positioned to drive growth, the company is committed to maximizing productivity for farmers, while

working with stakeholders throughout the food system as it fulfills its promise to enrich the lives of those who produce and those who consume, ensuring progress for generations to come. More information can be found at www.corteva.com.

Cautionary Statement on Forward-Looking Statements

This press release contains certain forward-looking statements. Words such as “will,” “plan,” “may,” “expect,”

“see,” “intend,” and variations of such words and similar future or conditional expressions are intended to identify forward-looking statements. Examples of forward-looking statements include, but are not limited to,

Corteva’s intent to separate and its related expectations for Corteva and Vylor Inc. These forward-looking statements reflect management’s current expectations and are not guarantees of future performance and are subject to a number of

risks and uncertainties, many of which are difficult to predict and beyond Corteva’s control.

Important factors that may affect Corteva’s

business and operations and that may cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, whether the objectives of the separation will be achieved; the terms, structure, benefits

and costs of any action or transaction resulting from the separation; the timing of any such separation or related action and whether any such

separation will be consummated at all; the risk that the announcement of the intended separation could have an adverse effect on the ability of Corteva to retain and hire key personnel and

maintain relationships with customers, suppliers, employees, shareholders and other business relationships and on its operating results and business generally; the risk the separation could divert the attention and time of the company’s

management; the risk of any unexpected costs or expenses resulting from the separation process or separation itself; and the risk of any litigation relating to the separation, as well as the risks and uncertainties described in Corteva’s risk

factors, as they may be amended from time to time, set forth in its filings with the U.S. Securities and Exchange Commission. Corteva disclaims and does not undertake any obligation to update, revise, or withdraw any forward-looking statement in

this press release, except as required by applicable law or regulation.

Corteva Contacts:

Media Relations Contact:

Bethany Shively

804-866-2377

bethany.shively@corteva.com

Investor Relations

Contact:

Kim Booth

302-485-3190

kimberly.a.booth@corteva.com

EX-99.2

Filename: d145724dex992.htm · Sequence: 3

EX-99.2

Exhibit 99.2

Corteva Announces Board of Directors

for Advanced Seed and Genetics Spin-Off Vylor

Karen Grimes to be Chair; separation on track for 4Q 2026

INDIANAPOLIS – June 29, 2026 – Corteva Inc. (NYSE: CTVA) announced today the board of directors for Vylor Inc., the

future publicly traded, advanced seed and genetics company that will result from the current company’s planned separation.

Karen Grimes will lead

the board as Independent Chair. Grimes joined Corteva’s board of directors in March 2021 and was previously senior managing director, partner, and equity portfolio manager at Wellington Management Company LLP, an investment management firm.

She began her career as a field engineer in the Atlanta office at IBM after serving for three years in the U.S. Army. Grimes also serves as a director of Toll Brothers, Inc., a company that develops and builds luxury residential properties in the

U.S., since March 2019.

“Vylor will be a company dedicated to leveraging its expertise in advanced seed and genetics to help farmers feed and fuel

the world. I look forward to working with my fellow directors as well as the Vylor senior management team to accelerate the company’s growth and impact – and continue to deliver results for shareholders,” said Grimes.

The appointments to the board of seven directors will be effective at separation, which remains on track for the fourth quarter of 2026. A search is ongoing

for at least one additional board member.

The Future Vylor Board of Directors

•

Karen Grimes, retired partner, senior managing director and equity portfolio manager, Wellington

Management Company, non-executive chair of the board

•

Victor Aguilar, chief research, development and innovation officer, The Procter & Gamble Company

•

Rajesh “Raj” Kalathur, former president, John Deere Financial, former chief information

officer and chief financial officer, Deere & Company

•

Marcos Lutz, chairman, former chief executive officer, Ultrapar Participacões S.A.

•

Chuck Magro, future chief executive officer, Vylor

•

Johannes “Jannie” J. Oosthuizen, executive vice president and president, oncology and MSD

International, Merck & Co., Inc.

•

Kerry Preete, retired executive vice president and chief strategy officer, Monsanto Company

Vylor’s innovation engine will be anchored in the agriculture industry’s most elite germplasm and transformative

biotech. The company will leverage its next generation scientific expertise in disciplines like gene editing and molecular breeding to further strengthen its core business while exploring opportunities to expand to new row crops – and

potentially beyond. Vylor will scale these innovations using its leading routes-to-market and by significantly expanding its licensing business.

About Corteva

Corteva, Inc. (NYSE: CTVA) is a global

pure-play agriculture company that combines industry-leading innovation, high-touch customer engagement and operational execution to profitably deliver solutions for the world’s most pressing agriculture challenges. Corteva generates

advantaged market preference through its unique distribution strategy, together with its balanced and globally diverse mix of seed, crop protection, and digital products and services. With some of the most recognized brands in agriculture and a

technology pipeline well positioned to drive growth, the company is committed to maximizing productivity for farmers, while working with stakeholders throughout the food system as it fulfills its promise to enrich the lives of those who produce and

those who consume, ensuring progress for generations to come. More information can be found at www.corteva.com.

Cautionary Statement on

Forward-Looking Statements

This press release contains certain forward-looking statements. Words such as “will,” “plan,”

“may,” “expect,” “see,” and variations of such words and similar future or conditional expressions are intended to identify forward-looking statements. Examples of forward-looking statements include, but are not

limited to, Corteva’s intent to separate and its related expectations for Corteva and Vylor. These forward-looking statements reflect management’s current expectations and are not guarantees of future performance and are subject to a

number of risks and uncertainties, many of which are difficult to predict and beyond Corteva’s control.

Important factors that may affect Corteva’s business and operations and that may cause actual results

to differ materially from those in the forward-looking statements include, but are not limited to, whether the objectives of the separation will be achieved; the terms, structure, benefits and costs of any action or transaction resulting from the

separation; the timing of any such separation or related action and whether any such separation will be consummated at all; the risk that the announcement of the intended separation could have an adverse effect on the ability of Corteva to retain

and hire key personnel and maintain relationships with customers, suppliers, employees, shareholders and other business relationships and on its operating results and business generally; the risk the separation could divert the attention and time of

the company’s management; the risk of any unexpected costs or expenses resulting from the separation process or separation itself; and the risk of any litigation relating to the separation, as well as the risks and uncertainties described in

Corteva’s risk factors, as they may be amended from time to time, set forth in its filings with the U.S. Securities and Exchange Commission. Corteva disclaims and does not undertake any obligation to update, revise, or withdraw any

forward-looking statement in this press release, except as required by applicable law or regulation.

Corteva Contacts:

Media Relations Contact:

Bethany Shively

804-866-2377

bethany.shively@corteva.com

Investor Relations

Contact:

Kim Booth

302-485-3190

kimberly.a.booth@corteva.com

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