UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.  )

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐ Preliminary Proxy Statement

☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☐ Definitive Proxy Statement

☒ Definitive Additional Materials

☐ Soliciting Material under §240.14a-12

Dow Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☐ No fee required

☐ Fee paid previously with preliminary materials

☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

Your Vote Counts!
DOW INC.
2024 Annual Meeting
Vote by April 10, 2024 11:59 PM ET. For shares held in a Plan, vote by April 8, 2024 11:59 PM ET.
DOW INC.
ATTN: OFFICE OF THE CORPORATE SECRETARY 2211 H.H. DOW WAY
MIDLAND, MI 48674
V30770-P00976-Z86460
You invested in DOW INC. and it’s time to vote!
You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy material for the stockholder meeting to be held on April 11, 2024.
Get informed before you vote
View the Notice of Internet Availability of Proxy Materials, Proxy Statement and Annual Report online OR you can receive a free paper or email copy of the material(s) by requesting prior to March 28, 2024. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.
Smartphone users
Point your camera here and vote without entering a control number
Vote Virtually at the Meeting*
April 11, 2024 8:00 AM Eastern Time
Virtually at: www.virtualshareholdermeeting.com/DOW2024
*Please check the meeting materials for any special requirements for meeting attendance.

Vote at www.ProxyVote.com
THIS IS NOT A VOTABLE BALLOT
This is an overview of the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters.
Board
Voting Items
Recommends
1.
Election of Directors
Nominees:
1a.
Samuel R. Allen
For
1b.
Gaurdie E. Banister Jr.
For
1c.
Wesley G. Bush
For
1d.
Richard K. Davis
For
1e.
Jerri DeVard
For
1f.
Debra L. Dial
For
1g.
Jeff M. Fettig
For
1h.
Jim Fitterling
For
1i.
Jacqueline C. Hinman
For
1j.
Luis Alberto Moreno
For
1k.
Jill S. Wyant
For
1l.
Daniel W. Yohannes
For
2.
Advisory Resolution to Approve Executive Compensation
For
3.
Ratification of the Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting
For
Firm for 2024
4.
Stockholder Proposal – Shareholder Right to Act by Written Consent
Against
5.
Stockholder Proposal – Single-Use Plastics Report
Against
NOTE: The undersigned authorizes the proxies to vote in their discretion on such other matters as may properly come
before the meeting or any adjournment thereof.
V30771-P00976-Z86460