10/05/2026 | Press release | Distributed by Public on 10/05/2026 17:43
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Non-Qualified Stock Option (right-to-buy) | $9.94(3) | 10/01/2026 | J(4) | 14,772 | (5) | 02/28/2033 | Common Stock | 14,772 | $ 0 | 17,574 | D | ||||
| Non-Qualified Stock Option (right-to-buy) | $8.67(3) | 10/01/2026 | J(4) | 17,661 | (6) | 02/20/2034 | Common Stock | 17,661 | $ 0 | 21,011 | D | ||||
| Non-Qualified Stock Option (right-to-buy) | $10.28(3) | 10/01/2026 | J(4) | 14,393 | (7) | 02/18/2035 | Common Stock | 14,393 | $ 0 | 17,123 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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TITUS BRIAN C/O CORTEVA, INC. 9330 ZIONSVILLE ROAD INDIANAPOLIS, IN 46268 |
See Remarks | |||
| /s/Abigail Jarrell, by power-of-attorney | 10/05/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | On October 1, 2026, in connection with Corteva's spin-off of its Seed business (the "Spin-off"), the Reporting Person's Performance Stock Units ("PSUs") granted prior to 2026 were adjusted in accordance with the Employee Matters Agreement, dated October 1, 2026 between Corteva and Vylor Inc. ("EMA") and converted into Restricted Stock Units ("RSUs") based on attainment of performance up to the completion of the Spin-off. The RSUs remain subject to the same time-based vesting conditions as the original PSU award. This amount includes dividend equivalent units ("DEUs") associated with the converted PSUs. |
| (2) | In connection with the Spin-Off, the Reporting Person's 2026 RSU award was adjusted utilizing the employer method defined under the EMA with an adjustment ratio of 6.2722 (the "Adjustment Ratio"). This amount reported represents the difference between the original grant and the grant as adjusted by the Adjustment Ratio. This amount includes DEUs associated with the converted RSUs. |
| (3) | In connection with the Spin-off, the exercise price for option awards were adjusted utilizing the employer method defined under the EMA by dividing the original grant price by the Adjustment Ratio. |
| (4) | In connection with the Spin-off, the number of options were adjusted utilizing the employer method defined under the EMA by multiplying the original number of options by the Adjustment Ratio. |
| (5) | The original option was granted on February 28, 2023 and is now fully vested and exercisable. |
| (6) | The original option was granted on February 20, 2024 and 14,005 options are vested and exercisable. The remaining options will vest on 2/20/2027. |
| (7) | The original option was granted on February 18, 2025 and 5,707 options are vested and exercisable. The remaining options will vest in two equal installments on February 18, 2027 and February 18, 2028. |
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Remarks: VP, Corporate Finance & Accounting Officer |
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