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Corteva, Inc. E. I. Du Pont De Nemours and Company

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Corteva, Inc. E. I. Du Pont De Nemours and Company 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ____________________________________________________________________________ Commission File Number 001-38710 Corteva, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 82-4979096 (State or other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 974 Centre Road, Wilmington, Delaware 19805 (302) 485-3000 (Address of Principal Executive Offices) (Zip Code) (Registrant’s Telephone Number, including area code) Commission File Number 1-815 E. I. du Pont de Nemours and Company (Exact Name of Registrant as Specified in Its Charter) Delaware 51-0014090 (State or other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 974 Centre Road, Wilmington, Delaware 19805 (302) 485-3000 (Address of Principal Executive Offices) (Zip Code) (Registrant’s Telephone Number, including area code) Securities registered pursuant to Section 12(b) of the Act for Corteva, Inc.: 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 Securities registered pursuant to Section 12(b) of the Act for E. I. du Pont de Nemours and Company: Title of each class Trading Symbol(s) Name of each exchange on which registered $3.50 Series Preferred Stock CTAPrA New York Stock Exchange $4.50 Series Preferred Stock CTAPrB New York Stock Exchange No securities are registered pursuant to Section 12(g) of the Act. _____________________________________________________ Indicate by check mark whether the registrant is a well-known seasoned issuer (as defined in Rule 405 of the Securities Act). Corteva, Inc. Yes x No o E. I. du Pont de Nemours and Company Yes x No o Indicate by check mark whether the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Corteva, Inc. Yes o No x E. I. du Pont de Nemours and Company Yes o No x Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Corteva, Inc. Yes x No o E. I. du Pont de Nemours and Company Yes x No o Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Corteva, Inc. Yes ý No o E. I. du Pont de Nemours and Company Yes ý No o Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Corteva, Inc. ý E. I. du Pont de Nemours and Company ý Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. Corteva, Inc. Large Accelerated Filer x Accelerated Filer o Non-Accelerated Filer o Smaller reporting Emerging growth company company o o E. I. du Pont de Nemours and Large Accelerated Filer o Accelerated Filer o Non-Accelerated Filer x Smaller reporting Emerging growth company Company company o o 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. Corteva, Inc. o E. I. du Pont de Nemours and Company o Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registered public accounting firm that prepared or issued its audit report. Corteva, Inc. Yes ý No o E. I. du Pont de Nemours and Company Yes ý No o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Corteva, Inc. Yes o No ý E. I. du Pont de Nemours and Company Yes o No ý The aggregate market value of voting stock of Corteva, Inc. held by nonaffiliates of the registrant (excludes outstanding shares beneficially owned by directors and officers and treasury shares) as of June 30, 2020 was $20.0 billion. As of February 4, 2021, 744,062,000 shares of Corteva, Inc's common stock, $0.01 par value, were outstanding. As of February 4, 2021, all of E. I. du Pont de Nemours and Company’s issued and outstanding common stock, comprised of 200 shares, $0.30 par value per share, is held by Corteva, Inc. E.I. du Pont de Nemours and Company meets the conditions set forth in General Instruction I(1)(a), (b) and (d) of Form 10-K (as modified by a grant of no-action relief dated February 12, 2018) and is therefore filing this form with reduced disclosure format. Note on Incorporation by Reference Information pertaining to certain Items in Part III of this report is incorporated herein by reference to portions of Corteva, Inc.'s definitive 2021 Annual Meeting Proxy Statement to be filed within 120 days after the end of the year covered by this Annual Report on Form 10-K, pursuant to Regulation 14A (the Proxy). CORTEVA, INC. Form 10-K Table of Contents Page Explanatory Note 2 PART I Item 1. Business 3 Item 1A. Risk Factors 13 Item 1B. Unresolved Staff Comments 28 Item 2. Properties 28 Item 3. Legal Proceedings 29 Item 4. Mine Safety Disclosures 31 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 32 Item 6. Selected Financial Data 34 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 35 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 78 Item 8. Financial Statements and Supplementary Data 80 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 81 Item 9A. Controls and Procedures 82 Item 9B. Other Information 83 PART III Item 10. Directors, Executive Officers and Corporate Governance 84 Item 11. Executive Compensation 86 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 87 Item 13. Certain Relationships and Related Transactions, and Director Independence 88 Item 14. Principal Accountant Fees and Services 89 PART IV Item 15. Exhibits and Financial Statement Schedules 90 Item 16. Form 10-K Summary F-101 SIGNATURES 93 E. I. du Pont de Nemours and Company Financial Statements and Supplementary Data F-89 1 Explanatory Note This Annual Report on Form 10-K is a combined report being filed separately by Corteva, Inc. and EID. Corteva, Inc. owns all of the common equity interests in EID, and EID meets the conditions set forth in General Instruction I(1)(a), (b) and (d) of Form 10-K and is therefore filing its information within this Form 10-K with the reduced disclosure format. Each of Corteva, Inc. and EID is filing on its own behalf the information contained in this report that relates to itself, and neither company makes any representation as to information relating to the other company. Where information or an explanation is provided that is substantially the same for each company, such information or explanation has been combined in this report. Where information or an explanation is not substantially the same for each company, separate information and explanation has been provided. In addition, separate consolidated financial statements for each company, along with notes to the consolidated financial statements, are included in this report. The primary differences between Corteva and EID's financial statements relate to EID's Preferred Stock - $4.50 Series and EID's Preferred Stock - $3.50 Series, a related party loan between EID and Corteva, Inc. and the associated tax deductible interest expense for EID, and the capital structure of Corteva. Inc. (See EID's Note 1 - Basis of Presentation to EID's Consolidated Financial Statements, for additional information for above items). The separate EID financial statements and footnotes for areas that differ from Corteva, are included within this Annual Report on Form 10-K and begin on page F-89. Footnotes of EID that are identical to that of Corteva are cross-referenced accordingly. 2 Part I ITEM 1. BUSINESS Unless otherwise indicated or the context otherwise requires, references in this Annual Report on Form 10-K to: • "Corteva" or "the company" refers to Corteva, Inc. and its consolidated subsidiaries (including EID); • "EID" refers to E. I. du Pont de Nemours and Company and its consolidated subsidiaries or E.
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