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Future: Focused

SCIENCE BASED. MARKET DRIVEN.

The Dow Chemical Company 2015 Annual Report

2015 ANNUAL REPORT

Future: Focused

Dow passionately innovates what is essential to human progress ? delivering market-driven solutions that extract value from materials, polymers, chemicals and biological science to address many of the world's greatest challenges.

Our Company has a vision of maximizing long-term value per share by being the most valuable and respected science company in the world. With this mindset, Dow has strategically adapted to meet the needs of the current macroeconomic environment and position the Company for sustainable growth.

Built on a rich,119-year history, our strategy and our mission drive us to capture opportunity and continued high performance. Each action we take is purposefully defined by an aligned management team and Board ? and viewed through a lens that is firmly focused on the future.

Financial Highlights

In millions, except per share amounts Net Sales Net Income Available for Common Shareholders Net Income Available for Common Shareholders, Excluding Certain Items(1) Operating EBITDA(1) Earnings per Share ? Diluted Operating Earnings per Share ? Diluted(1) Dividends Declared per Share

2015 $ 48,778 $ 7,345 $ 4,054 $ 9,596 $ 6.15 $ 3.47 $ 1.72

2014 $ 58,167 $ 3,432 $ 3,709 $ 9,337 $ 2.87 $ 3.11 $ 1.53

NET SALES (dollars in millions)

NET INCOME AVAILABLE FOR COMMON SHAREHOLDERS (dollars in millions)

Earnings ? Diluted

Operating EarPniEngRs ?SDHiluAteRdE(1) DATA Dividends Dec(dlaorelldars)

From Continuing Operations Excluding Certain Items (1)

Earnings ? Diluted Operating Earnings ? Diluted (1) Dividends Declared

From Continuing Operations Excluding Certain Items (1)

10110011111121122131133141144151155 10 11 12 13 14 15

101100 11111 121122 131133 141144 151155 10 11 12 13 14 15

101100 11111 121122 131133 141144 151155

10

11

12

13

14

15

2015 SALES BY OPERATING SEGMENT (dollars in millions)

ToTTtoaotlatSal lSaSlaealsel:es$s: :$4$844,878,7,787788 Total Sales: $48,778

AgAArgicgriurcilcutultrlutaurlarSal cSl iScecineicenencsceess $6A$$,g636r,83i,c318u81lt1ural Sciences

$6,381 CoCCroporoprrpoaortareat:et$e: 2$: $92249944

Corporate: $294

InIfnrInafrfsartasrsutrtcurtucuctruteureSreoSSlouoltuiloutintoisonnss $7$In,$73f7r,93a,349s9t4r4ucture Solutions CoCCnosonunsmsuumemreSer roSSlouoltuiloutintoi$son7ns,s394 $4$C$,4o34n,73,s397u79m9er Solutions $4,379

PePPreferofrofmormarmnacanencceMeMaMtaeatretiaerilrasialsls &&PC&ehCrCehfmoheremimcmiacailcansalcsles Materials $1$&1$1C,191h,79e,937m73i3cals

$11,973

PePPreferofrofmormarmnacanenccePelPaPlsaltasicstistcicss $1$P8$1e1,8r38f,5o3,37r5m57a7nce Plastics

$18,357

(1) For a reconciliation to the most directly comparable U.S. GAAP measure, see supplemental information located in the Appendix, or visit en-us/investor-relations/financial-reporting

Certain statements in this report, other than purely historical information, including estimates, projections, statements relating to business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934. Forward-looking statements may appear throughout this report. These forward-looking statements are generally identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "outlook," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result" and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. The Dow Chemical Company undertakes no obligation to update or revise any forward-looking statements whether because of new information, future events or otherwise, except as required by securities and other applicable laws. References to "Dow" or the "Company" mean The Dow Chemical Company and its consolidated subsidiaries, unless otherwise expressly noted.

2015 Annual Report

1

Dear Shareholders,

2015 was a transformative year for Dow ... a year of accomplishments that will define the future of Dow ... a year that demonstrated the strength and resiliency of our enterprise and set the foundation for the Company's future success. In the midst of continued macroeconomic headwinds, Dow delivered on every strategic and financial commitment the Company set out to achieve and then some ? driving progress in our business portfolios, higher return on capital and productivity improvement across the enterprise ? the results of which are reflected in our consistently strong operating performance, including record operating EBITDA(1) results and our record returns to shareholders. We have transformed our Company through a series of exceptional landmark portfolio and investment actions that fundamentally define our future ? a future that our Board of Directors and leadership have purposely architected over the past decade to release maximum shareholder value while building a long-term sustainable market leader. We thank all of our employees and shareholders for their steadfast support of the Company to achieve these ambitious goals now being realized.

HIGHLIGHTS

Dow continues to perform over the short and long term. Our accomplishments have delivered record profitability and a strong balance sheet as a result of the actions taken to institute a productivity culture and advance a portfolio that is proving resilient to today's macro volatility. To give you a sense of the exceptional pace of achievements that Dow is delivering, consider these highlights from 2015:

? Delivered year-over-year improvements in operating

earnings per share(2) and operating EBITDA margin(3) expansion ? with our fourth quarter results marking the 13th consecutive quarterly achievement.

? Achieved highest results in Company history with

$9.6 billion of operating EBITDA.

? Increased the annual dividend to a new historical high

of $1.84/share and share buybacks of $2.7 billion.(4)

? Received six 2015 R&D 100 Awards: 21 Dow

technologies were selected as finalists ? the greatest number of any company recognized this year.

? Progressed significant growth project milestones, with first

product delivered on plan from our Sadara joint venture and the successful startup of the world's largest on-purpose propylene production facility in Freeport, Texas.

? Completed the highly complex separation of the Dow

Chlorine Products transaction ahead of schedule ? while realizing significant valuation and changing the portfolio to enable higher return on capital for our owners.

? Streamlined the Company with value-releasing

transactions for ANGUS, AgroFresh and Sodium Borohydride.

? Signed a definitive agreement with DuPont to

combine through a merger of equals with the intent to subsequently separate to create three leading, independent, science-based companies.

? Advanced our drive to consolidate or deconsolidate

our major joint ventures by:

- Signing a definitive agreement to restructure Dow

Corning ownership;

-Executing the step acquisition of Univation

Technologies, LLC; and

- Selling our ownership interest in MEGlobal to EQUATE.

? Successfully closed out our 2015 Sustainability

Goals and celebrated the launch of our new 2025 Sustainability Goals.

2

The Dow Chemical Company

Howard I. Ungerleider

Vice Chairman and Chief Financial Officer

Andrew N. Liveris

Chief Executive Officer and Chairman of the Board

James R. Fitterling

President and Chief Operating Officer

DELIVERING HIGHER VALUE

Through it all, Dow has maintained its unwavering focus on increasing returns. Again this year, our steady drumbeat of performance delivered consistent earnings growth, margin expansion and strong cash flow:

$7.5B

Cash provided by operating activities

NINTH

Consecutive Quarter

of volume growth, excluding divestitures and acquisitions, despite a perpetually slowgrowth world

360 basis points

Operating EBITDA margin(3) expansion as compared to the prior year

$345MM

in productivity improvements by harmonizing work processes, streamlining functional business support and optimizing our asset footprint

12.1% operating return on capital(5) up from 10.8 percent in 2014

$4.6B

Paid to Shareholders

in the form of share buybacks(4) and dividends

THIRD

Consecutive Year

of operating return on capital increase

(1) Operating EBITDA is defined as EBITDA excluding the impact of "Certain Items." (2) Operating earnings per share is defined as earnings per share excluding the impact of "Certain Items." (3) Operating EBITDA margin is defined as EBITDA excluding the impact of "Certain Items" as a percentage of reported sales. (4) Includes $1.5 billion in non-cash share repurchases related to the Dow Chlorine Products transaction. (5)Operating Return on Capital is defined as Adjusted Net Operating Profit After Tax divided by Average Total Capital. "Adjusted Net Operating Profit After Tax" is defined as Adjusted Net Income

plus Preferred Stock Dividends plus Net Income Attributable to Noncontrolling Interests plus gross interest expense less tax on gross interest expense. "Adjusted Net Income" is defined as Net Income excluding the impact of "Certain Items." "Total Capital" is defined as Total Debt plus The Dow Chemical Company's Stockholders' Equity plus Redeemable Noncontrolling Interest plus Non-redeemable Noncontrolling Interests.

2015 Annual Report

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