|4Feb 17, 5:22 PM ET

Bryant Lisa 4

4 · DOW INC. · Filed Feb 17, 2026

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DOW CHRO Lisa Bryant Receives Equity Awards

What Happened Lisa Bryant, Chief Human Resources Officer of Dow Inc. (DOW), was granted equity awards on February 12, 2026 totaling 56,414 units: 6,164 shares, 7,800 shares, and 42,450 derivative units. All items were reported as awards/acquisitions with a $0.00 per-share price (compensation grants, not open-market purchases or sales).

Key Details

  • Transaction date: 2026-02-12; Form 4 filed 2026-02-17.
  • Grant breakdown: 6,164 shares @ $0.00; 7,800 shares @ $0.00; 42,450 derivative units @ $0.00. Total = 56,414 units.
  • Footnotes from the filing:
    • F1: The 42,450 are performance share units (PSUs) that were determined after certification of performance metrics and will be settled in one installment on or about Feb 26, 2026, subject to continued employment.
    • F2: Restricted stock units (RSUs) to be delivered in one installment on or about Feb 12, 2029, subject to continued employment.
    • F3: Total includes previously reported restricted stock units.
    • F4: Notes an option vesting schedule (vests in three annual installments beginning Feb 12, 2027); option shares will be used to satisfy withholding taxes. (No option exercise was reported on Feb 12, 2026.)
  • Shares owned after transaction: Not specified in the provided Form 4 summary.
  • Filing timeliness: Transaction occurred 2026-02-12 and the Form 4 was filed 2026-02-17 (five days later); the filing does not state whether it was submitted late or with an extension.

Context These awards are compensation-related grants (RSUs and PSUs) intended for employee retention and performance incentive; they are not purchases that directly signal a personal cash investment. PSUs are performance-contingent and will settle only if performance and continued-employment conditions are met. RSUs vest/deliver in the future (per F2). For retail investors, such grants are routine executive compensation disclosures and should be viewed separately from open-market insider buying or selling.

Insider Transaction Report

Form 4
Period: 2026-02-12
Bryant Lisa
Chief Human Resources Officer
Transactions
  • Award

    Common Stock

    [F1]
    2026-02-12+6,16427,062 total
  • Award

    Common Stock

    [F2][F3]
    2026-02-12+7,80034,862 total
  • Award

    Non-Qualified Stock Option (Right to Buy)

    [F4]
    2026-02-12+42,45042,450 total
    Exercise: $32.65Exp: 2036-02-12Common Stock (42,450 underlying)
Holdings
  • Common Stock

    (indirect: By 401(k))
    113.116
  • Common Stock

    (indirect: By 401(k))
    165.47
Footnotes (4)
  • [F1]Performance share units not previously reportable were determined after certification of the applicable performance metrics. Performance share units will be settled in one installment on or about February 26, 2026, subject to continued employment.
  • [F2]Restricted stock units to be delivered in one installment on or about February 12, 2029, subject to continued employment.
  • [F3]Total includes previously reported restricted stock units.
  • [F4]This option will vest in three equal annual installments beginning on February 12, 2027. Option shares will be used to satisfy withholding taxes.
Signature
/s/ Lisa Bryant|2026-02-17

Documents

1 file
  • 4
    wk-form4_1771366917.xmlPrimary

    FORM 4