CTVA: Leadership change

Item 5.02 Departure of Directors and Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment and Resignation of Directors Appointment and Resignation of Directors In connection with the Separation, Charles V. Magro resigned from his position as a member of the Company’s Board of Directors (the “Board”) effective as of the Effective Time. Additionally, each of Kerry J. Preete, Marcos M. Lutz and Karen H. Grimes resigned from their respective positions as members of the Board, as well as their respective positions as members of various Committees thereof, in each case, effective as of the Effective Time. As of immediately prior to the Effective Time, Ms. Grimes and Messrs. Lutz and Preete served on the following Committees: • Ms. Grimes served on the Audit Committee; • Messrs. Lutz and Preete and Ms. Grimes served on the People and Compensation Committee; and • Messrs. Lutz and Preete served on the Science and Innovation Committee. Each of Messrs. Lutz’s, Magro’s and Preete’s and Ms. Grimes’ decision to resign from the Board is in connection with the Separation, and is not the result of any disagreement relating to the Company’s operations, policies or practices. In connection with the Separation, the Board appointed Luther (“Luke”) Kissam as a director of the Company effective as of the Effective Time. Effective as of the Effective Time, the Committees of the Board were comprised of the following members: Committee Members Audit Committee Patrick J. Ward (Chair) Gregory R. Page Nayaki R. Nayyar Christopher J. Policinski Governance and Compliance Committee Janet P. Giesselman (Chair) Gregory R. Page Klaus A. Engel, Ph.D. Christopher J. Policinski People and Compensation Committee David C. Everitt