Item 2.02 - Results of Operations and Financial Condition. On February 7, 2023, DuPont de Nemours, Inc. (the "Company") issued a press release, attached as Exhibit 99.1, and incorporated herein by reference, announcing results for the fourth quarter and full year 2022.

The information contained in this Item 2.02, as well as Exhibit 99.1 attached hereto, is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the "Exchange Act") or otherwise subject to the liabilities of Section 18. Furthermore, the information contained in this Item 2.02 shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 6, 2023, the Company and its Chief Executive Officer and Executive Chairman, Edward D. Breen, entered into an employment letter agreement (the "Letter Agreement") pursuant to which he will continue employment with the Company from and after January 1, 2024, on an at-will basis. Except as otherwise noted below, the Letter Agreement, effective as of January 1, 2024, supersedes Mr. Breen's existing employment agreement with the Company dated as of December 28, 2020, which will expire by its terms on December 31, 2023, unless earlier terminated.

The Letter Agreement provides that Mr. Breen generally will be subject to Company policies and procedures on the same basis as other senior executives and does not specify any salary or bonus levels, but it does provide that Mr. Breen will participate in the Company's Senior Executive Severance Plan-without entitlement to the cash severance payments thereunder-in lieu of his current participation in the legacy version of that plan. Moreover, as under his existing employment agreement, Mr. Breen generally will be eligible for retirement vesting under his equity incentive awards and, upon any termination of employment other than for cause, be deemed to satisfy any minimum service requirement under those awards, subject to a requirement that he have been employed for at least six months following grant. Finally, the Letter Agreement acknowledges that certain provisions of the existing employment agreement by their terms survive expiration of the agreement.

The foregoing description of the Letter Agreement is qualified in its entirety by reference to its full text, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 7.01 - Regulation FD Disclosure. As part of its press release announcing results for the fourth quarter and full year 2022, attached as Exhibit 99.1, and incorporated herein by reference, the Company announced the declaration of a first quarter 2023 dividend of $0.36 per share, which represents a nine percent increase over its first quarter 2022 dividend.

The information contained in this Item 7.01, as well as Exhibit 99.1 attached hereto, is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act or otherwise subject to the liabilities of Section 18. Furthermore, the information contained in this Item 7.01 shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended or the Exchange Act.

Item 9.01 - Financial Statements and Exhibits.



(d)  Exhibits.

     10.1       Letter Agreement by and between DuPont de Nemours, Inc. and Edward D. Breen,
                dated as of February 6, 2023.
                Press release issued by DuPont de Nemours, Inc. on February 7, 2023,
     99.1       announcing results for the fourth quarter and full year 2022 and declaration
                of first quarter 2023 dividend.
      104       The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

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