Dow Inc.
01/29/2026 | Press release | Distributed by Public on 01/29/2026 05:06
Reorganization (Form 8-K)
Item 2.05 Costs Associated with Exit or Disposal Activities.
On January 29, 2026, Dow Inc. ("Dow" or the "Company") announced Transform to Outperform, a comprehensive set of actions designed to improve near-term Operating EBITDA by simplifying the Company's operating model, reducing its cost structure and delivering faster growth. On January 26, 2026, the Company's Board of Directors approved certain severance and related benefit costs for a workforce reduction of approximately 4,500 roles globally related to Transform to Outperform.
The Company will record charges in 2026 and 2027 for costs associated with Transform to Outperform. In total, severance and related benefit costs and future cash outlays are expected to be in the range of $600 million to $800 million. Costs and future cash outlays to implement the workforce reduction are expected to be in the range of $70 million to $90 million. Cash outlays will occur primarily over the next two years.
The Company will involve local stakeholders as defined in each country and in compliance with relevant information and consultation processes.
As permitted by Item 2.05 of Form 8-K, the Company will file an amendment to this report if charges and future cash payments differ materially from current estimates.
Section 8 - Other Events
Item 8.01 Other Events.
The Company issued a press release on January 29, 2026, announcing Transform to Outperform. The press release is included below in its entirety.
Dow launches Transform to Outperform to raise the competitive industry benchmark for productivity and growth to enable improved returns
•Targeting at least $2 billion near-term Op. EBITDA improvement
•Actions aim to radically simplify the Company's operating model, streamline its processes, reset its cost structure and modernize how it serves customers
•Benefits will be accretive to 2025 earnings levels and Dow's previously announced $1 billion cost savings program
MIDLAND, Mich. - January 29, 2026 -Dow (NYSE: DOW) today announced a comprehensive plan to simplify how it operates and streamline its end-to-end processes. The Company will also reset its cost structure and modernize how it serves customers. Transform to Outperform targets the addition of at least $2 billion in near-term Op. EBITDA, in part by utilizing AI and automation to deliver step change in growth and productivity and improve shareholder returns.
®TM Trademark of The Dow Chemical Company ("Dow") or an affiliated company of Dow
A simpler, more efficient Dow
"The goal of Transform to Outperform is to achieve significant growth and productivity gains that elevate Dow's competitive position," said Karen S. Carter, Dow's chief operating officer. "We are building on the momentum of our current self-help measures - transforming Dow into a company that is more resilient, consistently delivers growth, enables customer success, and delivers greater shareholder value across the cycle."
Key transformation goals & benefits
This work represents an ongoing intensive, company-wide analysis and Dow has established a dedicated internal team to guide the transformation. The Company expects to provide at least $2 billion in near-term Op. EBITDA uplift. Dow's current projections are that approximately two thirds of the benefits will be from productivity improvements and one third from growth.
The Company anticipates ~$1.1-1.5 billion in one-time costs associated with Transform to Outperform, including ~$600-800 million in severance for ~4,500 Dow roles and ~$500-700 million in other one-time costs.
| Year | Target Op. EBITDA ($MM) | Est. Cash Cost to Achieve ($MM) | ||||||
| 2026 | $500 in-year | $800-1,000 in year | ||||||
| 2027 | $1,200 incremental | $300-500 in-year | ||||||
| 2028 | $300 incremental | $0 | ||||||
A commitment to long-term strength and competitiveness
"Transform to Outperform will drive significant simplification in how work gets done, aimed at ensuring Dow's continued global leadership," said Jim Fitterling, Dow chair and CEO. "By leveraging best-in-class, cross-industry processes and leading-edge technologies, this work will further accelerate measures we have already taken to address the prolonged trough and structural industry challenges. Our efforts will build on Dow's strong focus on safe and reliable operations while driving increased accountability and continuous improvement. This work aims to deliver improved growth, productivity and shareholder returns."
As Dow implements the actions announced today, the Company will engage local stakeholders in each region and in compliance with local regulations and consultation processes.
About Dow
Dow (NYSE: DOW) is one of the world's leading materials science companies, serving customers in high-growth markets such as packaging, infrastructure, mobility and consumer applications. Our global breadth, asset integration and scale, customer-focused innovation and leading business positions enable us to achieve profitable growth and help deliver a sustainable future. We operate manufacturing sites in 29 countries and employ approximately 34,600 people. Dow delivered sales of approximately $40 billion in 2025. References to Dow or the Company mean Dow Inc. and its subsidiaries. Learn more about us at www.dow.com.
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Dow Inc. published this content on January 29, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on January 29, 2026 at 11:06 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]