Interprétation IA fondée sur des extraits vérifiés. Les déclarations de l’entreprise et les limites de couverture restent explicites.
Preuves
This includes our SMF-28e® Contour fiber, a 40% smaller fiber delivering improved bend resistance in high-density environments.
Optical Communications: smaller fiber product characteristics · Dépôt 12/02/2026
This fiber forms the basis of our Contour Flow™ Cable, which can fit double the fiber into the same cable diameter.
Optical Communications: cable density · Dépôt 12/02/2026
These components are being adopted by hyperscale data centers as well as the carriers building data center interconnect networks, and others focusing on key technology vectors such as density, latency and sustainability.
Optical Communications: disclosed customer adoption · Dépôt 12/02/2026
Specialty Materials The increase in segment net sales was primarily due to continued strong demand for premium glass for mobile devices and growth in our Gorilla Glass solutions business.
MD&A: Specialty Materials demand · Dépôt 12/02/2026
Display The decrease in segment net sales was primarily due to the impact from resetting our core rate from 107 to 120 Japanese yen to USD as the comparative period results were not recast and are presented at the 107 Japanese yen to USD core rate.To offset the change in core rate and the weaker Japanese yen environment, we implemented pricing actions in the second half of 2024.
MD&A: Display pricing actions and currency context · Dépôt 12/02/2026
The effects of the price increases on slightly higher volumes in 2025, compared to the prior period, substantially offset the impact of resetting the core rate.
MD&A: realized Display price increases and volumes · Dépôt 12/02/2026
Reportable Segments (Continued) The following provides selected segment information as described above: Segment Information (in millions) Optical Communications Display Specialty Materials Automotive Life Sciences Hemlock and Emerging Growth Businesses Total For the year ended December 31, 2025 Segment net sales $ 6,274 $ 3,697 $ 2,211 $ 1,794 $ 972 $ 1,460 $ 16,408 Less: Research, development and engineering expenses (1) 308 97 277 146 25 92 945 Depreciation (2) 271 421 159 163 61 150 1,225 Other segment items (3) 4,343 1,927 1,310 1,133 809 1,237 10,759 Income tax provision (4) 304 259 98 74 16 7 758 Segment net income (loss) $ 1,048 $ 993 $ 367 $ 278 $ 61 $ (26) $ 2,721 Investment in affiliated companies, at equity $ 5 $ 99 $ 15 $ — $ — $ 183 $ 302 Segment assets (5) $ 4,029 $ 6,685 $ 2,551 $ 2,395 $ 795 $ 3,409 $ 19,864 Capital expenditures $ 459 $ 302 $ 192 $ 76 $ 24 $ 234 $ 1,287 For the year ended December 31, 2024 Segment net sales $ 4,657 $ 3,872 $ 2,018 $ 1,846 $ 979 $ 1,097 $ 14,469 Less: Research, development and engineering expenses (1) 274 110 253 163 22 105 927 Depreciation (2) 267 446 153 174 67 112 1,219 Other segment items (3) 3,330 2,047 1,283 1,178 810 815 9,463 Income tax provision (4) 174 263 69 70 17 23 616 Segment net income $ 612 $ 1,006 $ 260 $ 261 $ 63 $ 42 $ 2,244 Investment in affiliated companies, at equity $ 4 $ 90 $ 15 $ — $ — $ 181 $ 290 Segment assets (5) $ 3,506 $ 6,596 $ 2,489 $ 2,366 $ 800 $ 1,869 $ 17,626 Capital expenditures $ 193 $ 256 $ 107 $ 65 $ 15 $ 161 $ 797 For the year ended December 31, 2023 Segment net sales $ 4,012 $ 3,532 $ 1,865 $ 1,893 $ 959 $ 1,319 $ 13,580 Less: Research, development and engineering expenses (1) 238 102 229 157 33 104 863 Depreciation (2) 263 481 149 164 69 109 1,235 Other segment items (3) 2,903 1,887 1,232 1,205 794 947 8,968 Income tax provision (4) 130 220 53 77 13 48 541 Segment net income $ 478 $ 842 $ 202 $ 290 $ 50 $ 111 $ 1,973 Investment in affiliated companies, at equity $ 3 $ 105 $ 11 $ — $ 3 $ 174 $ 296 Segment assets (5) $ 3,241 $ 7,899 $ 2,476 $ 2,480 $ 782 $ 1,700 $ 18,578 Capital expenditures $ 176 $ 363 $ 175 $ 79 $ 41 $ 255 $ 1,089 (1)Research, development and engineering expenses include direct project spending that is identifiable to a segment.
Note 18: three-year segment results, research spending and capital expenditures · Dépôt 12/02/2026
We cannot provide assurance that the patents we hold or may obtain will provide meaningful protection against our competitors.
Risk factors: limitations of patent protection · Dépôt 12/02/2026
Optical Communications The increase in segment net sales for both the three and six month periods was primarily due to continued growth in our Enterprise business driven by strong demand for our Generative AI products.
MD&A: Optical Communications growth driven by generative AI demand · Dépôt 29/07/2026
Customer Deposits, Deferred Revenue and Government Incentives We receive cash deposits or consideration, generally non-refundable, from customers under long-term supply agreements.
Liquidity: generally non-refundable consideration under long-term supply agreements · Dépôt 29/07/2026
During 2025, We Bolstered Key Partnerships while Expanding Our Capacity and Capability • We announced long-term agreements with key customers, including a multiyear, up to $6-billion-dollar agreement with Meta to accelerate the buildout of the most advanced data centers in the U.S.
Proxy partnership discussion: multiyear Meta agreement · Dépôt 20/03/2026
• We announced a major expansion of our long-standing partnership with Apple, whereby Apple made a new $2.5 billion commitment to produce all of the cover glass for iPhone and Apple Watch in Corning’s Harrodsburg, Kentucky, manufacturing facility.
Proxy partnership discussion: Apple manufacturing commitment · Dépôt 20/03/2026
origin production of our most advanced Gen AI, high density innovations, while appropriately sharing the cost and risk of such expansions with customers.
Proxy partnership discussion: management description of expansion cost and risk sharing · Dépôt 20/03/2026
manufacturing for AI infrastructure, the Company entered into a securities purchase agreement (the “Purchase Agreement”) under which the Company issued and sold (i) a warrant (the “Traditional Warrant”) to purchase up to 15 million shares of common stock of the Company at an exercise price of $180.00 per share, and (ii) a pre-funded warrant (the “Pre-Funded Warrant” and, together with the Traditional Warrant, the “Warrants”) to purchase up to 3 million shares of common stock at an exercise price of $0.0001 per share.
Shareholders' Equity: customer partnership warrants · Dépôt 29/07/2026
The Traditional Warrant will expire on the earliest to occur of (a) the third anniversary of the issuance date, (b) the termination of the definitive agreement governing the long-term partnership, subject to certain exceptions, and (c) the consummation of a fundamental transaction by the Company.
Shareholders' Equity: warrant expiration and partnership termination provision · Dépôt 29/07/2026
Gross margin increased by $1.3 billion, or 31% and gross margin as a percentage of net sales increased by 3 percentage points when compared to 2024 driven by higher volume and the impact of actions taken by management to improve profitability, including raising prices, reducing costs and increasing productivity.
MD&A: gross margin improvement and pricing, cost and productivity actions · Dépôt 12/02/2026
Gross margin increased $550 million, or 21%, and remained consistent as a percentage of sales when compared to the same period in 2025 as higher profit in Optical Communications was partially offset by temporarily higher costs to ramp up capacity to produce more in Solar.
MD&A: first-half 2026 gross margin and Solar ramp costs · Dépôt 29/07/2026
58 Table of Contents Consolidated Statements of Cash Flows Corning Incorporated and Subsidiary Companies Year ended December 31, (in millions) 2025 2024 2023 Cash Flows from Operating Activities: Net income $ 1,742 $ 592 $ 648 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 1,237 1,229 1,247 Amortization of purchased intangibles 110 121 122 Loss on disposal of assets, net 27 143 155 Share-based compensation expense 286 273 218 Translation loss (gain) on foreign denominated debt, net 52 (104) (100) Deferred tax benefit (355) (33) (75) Translated earnings contract gain, net (150) (83) (161) Pension contributions (68) (9) (25) Release of cumulative translation losses 145 Tax deposit refund 99 Changes in assets and liabilities: Trade accounts receivable (749) (717) 50 Inventories (243) (171) 157 Other current assets (262) (107) (80) Accounts payable and other current liabilities 584 470 (173) Customer deposits and government incentives 268 (6) (42) Deferred income (58) (27) (5) Other, net 274 223 (30) Net cash provided by operating activities 2,695 1,939 2,005 Cash Flows from Investing Activities: Capital expenditures (1,282) (965) (1,390) Proceeds from sale of equipment to related party 67 Investments in unconsolidated entities (134) (7) (17) Proceeds from sale of assets 11 80 22 Realized gains on translated earnings contracts and other 304 279 326 Premiums paid on hedging contracts (122) (98) (9) Other, net (20) (33) 1 Net cash used in investing activities (1,243) (744) (1,000) Cash Flows from Financing Activities: Repayments of debt (298) (267) (284) Proceeds from issuance of debt 294 153 82 Proceeds from issuance of euro bonds 918 Repayment of acquisition related debt (75) Proceeds from cross currency swap 24 134 Principal payments on finance leases (346) (30) (36) Payment for redemption of preferred stock (507) Payments of employee withholding tax on stock awards (98) (81) (106) Proceeds from exercise of stock options 41 76 42 Purchases of common stock for treasury (163) (165) Dividends paid (999) (986) (989) Other, net (52) 2 (3) Net cash used in financing activities (1,672) (1,164) (883) Effect of exchange rates on cash 18 (42) (14) Net (decrease) increase in cash and cash equivalents and restricted cash (202) (11) 108 Cash and cash equivalents and restricted cash at beginning of year 1,768 1,779 1,671 Cash and cash equivalents and restricted cash at end of year $ 1,566 $ 1,768 $ 1,779 Restricted cash included in other current assets 40 Cash and cash equivalents at end of year $ 1,526 $ 1,768 $ 1,779 The accompanying notes are an integral part of these consolidated financial statements.
Consolidated Statements of Cash Flows: operating cash, investment and financing · Dépôt 12/02/2026
94 Table of Contents 16. Shareholders’ Equity (Continued) The following table presents changes in capital stock (in millions): Common stock Treasury stock Shares Par value Shares Cost Balance as of December 31, 2022 1,820 $ 910 (977) $ (20,532) Shares issued to benefit plans and for option exercises 11 6 Other, net (1) (3) (105) Balance as of December 31, 2023 1,831 $ 916 (980) $ (20,637) Shares issued to benefit plans and for option exercises 10 5 Shares purchased for treasury, net (4) (163) Other, net (1) (3) (82) Balance as of December 31, 2024 1,841 $ 921 (987) $ (20,882) Shares issued to benefit plans and for option exercises 8 3 Shares purchased for treasury (3) (163) Other, net (1) (2) (98) Balance as of December 31, 2025 1,849 $ 924 (992) $ (21,143) (1)Includes the deemed surrender to the Company of common stock to satisfy employee tax withholding obligations.
Shareholders' Equity: share issuance and treasury stock changes · Dépôt 12/02/2026
Capital Expenditures Capital expenditures were $754 million for the six months ended June 30, 2026.
Liquidity: actual first-half 2026 capital expenditures · Dépôt 29/07/2026
We expect our 2026 full year capital expenditures to increase to approximately $2.0 billion.
Liquidity: expected full-year 2026 capital expenditures · Dépôt 29/07/2026
CEO ALL OTHER NEOs RSUs – Restricted Stock Units PSUs – Performance Stock Units CPUs – Cash Performance Units CORNING 2026 PROXY STATEMENT 11 Table of Contents Proxy Statement Summary 2025 Pay Program Components Pay Component Form and Payout Method Purpose Award Value Base Salary Cash - fixed • Attract and retain talent • Provide financial certainty • Value of role to the Company • Value of role in competitive marketplace • Skills and performance • Internal equity Short-Term Incentives (STI) • GoalSharing Plan Cash - variable • Paid to all employees to drive focus on delivering annual local plant and business unit scorecard objectives • Generally targeted at 5% of base salary with payouts based on annual corporate and local unit performance • Performance Incentive Plan (PIP) Cash - variable • Provide additional incentive to executives to deliver specific annual corporate and business financial plans • Annual target awards are set individually based on the competitive marketplace and scope of responsibility • 2025 PIP payouts for NEOs are based on corporate and division financial performance Long-Term Incentives (LTI) • Cash Performance Units (CPUs) • Performance Stock Units (PSUs) • Restricted Stock Units (RSUs) 70% is performance based (consisting of 25% CPUs and 45% PSUs) while 30% is in time-based RSUs • Focus executives on long-term results • Align the long-term interests of executives and shareholders • Ensure equity ownership for executive team • Reward achievement of long-term objectives over the three-year measurement period • Retain talent • Target awards are based on competitive marketplace, level of executive, impact and potential • Actualunits earned relative to target are based on corporate performance against pre-set goals • Value of PSUs and RSUs is tied directly to the price of our common stock All Other: • Benefits • Perquisites • Severance Protection Ongoing or Event-Driven • Support the health, safety and security of our executives, and their ability to plan for retirement • Enhance executive productivity • Retain talent • Competitive marketplace • Level of executive • Corning Values Our Metrics and Why We Use Them Core Earnings per Share (Core EPS) Core EPS is our key measure of profitability.* Core Net Sales Growingcore net sales — both organically through innovation and through acquisitions — remains critical to our short- and long-term success.
Proxy: actual 2025 compensation program components · Dépôt 20/03/2026
As a result of these significantly favorable results, each of our metrics reflected a payout significantly above their respective targets including our ROIC modifier in our long term incentive plan, which was +10% based on a three-year 290 basis point improvement.
Compensation discussion: actual incentive outcomes and ROIC modifier · Dépôt 20/03/2026
Corning also upholds robust, shareholder-friendly governance policies, including annual director elections, majority voting, proxy access, stringent stock ownership requirements for our directors and key officers, annual Board and committee self-evaluations, and active shareholder engagement.
Governance: elections, voting, proxy access and ownership requirements · Dépôt 20/03/2026
Our Board has determined that each of our non-employee directors qualifies as “independent” in accordance with the listing requirements of the NYSE, applicable SEC rules and the Company’s director qualification standards.
Governance: non-employee director independence determination · Dépôt 20/03/2026
Weeks Chairman, Chief Executive Officer and President, Corning Incorporated 66 2000 • Executive (Chair) 1 *Audit = Audit Committee; Compensation = Compensation and Talent Management Committee; Executive = Executive Committee; Finance = Finance Committee; Governance = Nominating and Corporate Governance Committee; Information Technology = Information Technology Committee 14 CORNING 2026 PROXY STATEMENT Table of Contents Proxy Statement Summary Board of Directors Snapshot Our directors’ experience, competencies and skills are key to our success.
Board disclosure: combined chairman, chief executive officer and president roles · Dépôt 20/03/2026
This role carries significant, well-defined authority, including leading executive sessions at every Board meeting, providing feedback to our CEO on independent director deliberations, approving agendas and Board information, facilitating CEO performance reviews and ongoing management succession planning, engaging directly with shareholders, and serving as the key liaison between our independent directors and management.
Governance: lead independent director authority · Dépôt 20/03/2026
Exhibits 45 Signatures 46 2 Table of Contents Consolidated Statements of Income Corning Incorporated and Subsidiary Companies (Unaudited; in millions, except per share amounts) Three months ended June 30, Six months ended June 30, 2026 2025 2026 2025 Net sales $ 4,505 $ 3,862 $ 8,649 $ 7,314 Cost of sales 2,877 2,470 5,493 4,708 Gross margin 1,628 1,392 3,156 2,606 Operating expenses: Selling, general and administrative expenses 608 515 1,196 986 Research, development and engineering expenses 299 276 577 546 Amortization of purchased intangibles 23 28 46 56 Operating income 698 573 1,337 1,018 Interest income 12 5 21 17 Interest expense (94) (83) (186) (165) Translated earnings contract gain, net (Note 9) 90 131 74 30 Other expense, net (57) (42) (68) (76) Income before income taxes 649 584 1,178 824 Provision for income taxes (Note 11) (40) (84) (161) (139) Net income 609 500 1,017 685 Net income attributable to non-controlling interest (50) (31) (87) (59) Net income attributable to Corning Incorporated $ 559 $ 469 $ 930 $ 626 Earnings per common share available to common shareholders: Basic (Note 13) $ 0.65 $ 0.55 $ 1.08 $ 0.73 Diluted (Note 13) $ 0.64 $ 0.54 $ 1.06 $ 0.72 The accompanying notes are an integral part of these consolidated financial statements.
Unaudited income statements: first-half 2026 operating results · Dépôt 29/07/2026
Additionally, in the fourth quarter of 2025, we delivered core operating margin of 20.2%, achieving our Springboard core operating margin target of 20% a full year early.
Compensation discussion: reported achievement of Springboard margin target · Dépôt 20/03/2026
Segment information (in millions): Optical Communications Glass Innovations Automotive Solar Total Reportable Segments Life Sciences and Emerging Growth Businesses Total Three months ended June 30, 2026 Segment net sales $ 2,072 $ 1,463 $ 471 $ 438 $ 4,444 $ 294 $ 4,738 Less: Research, development and engineering expenses (1) 92 92 36 3 223 27 250 Depreciation (2) 77 150 39 77 343 23 366 Other segment items (3) 1,338 774 292 363 2,767 271 3,038 Income tax provision (benefit) (4) 127 93 22 2 244 (6) 238 Segment net income (loss) $ 438 $ 354 $ 82 $ (7) $ 867 $ (21) $ 846 Capital expenditures $ 180 $ 123 $ 16 $ 92 $ 411 $ 9 $ 420 Three months ended June 30, 2025 Segment net sales $ 1,566 $ 1,443 $ 460 $ 231 $ 3,700 $ 345 $ 4,045 Less: Research, development and engineering expenses (1) 76 92 35 4 207 26 233 Depreciation (2) 69 147 41 26 283 27 310 Other segment items (3) 1,102 795 284 196 2,377 285 2,662 Income tax provision (4) 72 85 21 3 181 1 182 Segment net income $ 247 $ 324 $ 79 $ 2 $ 652 $ 6 $ 658 Capital expenditures $ 87 $ 110 $ 30 $ 84 $ 311 $ 12 $ 323 Six months ended June 30, 2026 Segment net sales $ 3,918 $ 2,883 $ 908 $ 808 $ 8,517 $ 566 $ 9,083 Less: Research, development and engineering expenses (1) 177 176 72 5 430 55 485 Depreciation (2) 149 300 79 121 649 49 698 Other segment items (3) 2,530 1,551 565 674 5,320 520 5,840 Income tax provision (benefit) (4) 237 178 40 8 463 (13) 450 Segment net income (loss) $ 825 $ 678 $ 152 $ — $ 1,655 $ (45) $ 1,610 Capital expenditures $ 328 $ 273 $ 31 $ 118 $ 750 $ 14 $ 764 Six months ended June 30, 2025 Segment net sales $ 2,921 $ 2,849 $ 900 $ 437 $ 7,107 $ 617 $ 7,724 Less: Research, development and engineering expenses (1) 153 184 70 6 413 56 469 Depreciation (2) 134 284 82 43 543 56 599 Other segment items (3) 2,056 1,571 562 345 4,534 537 5,071 Income tax provision (benefit) (4) 130 169 39 14 352 (8) 344 Segment net income (loss) $ 448 $ 641 $ 147 $ 29 $ 1,265 $ (24) $ 1,241 Capital expenditures $ 184 $ 187 $ 42 $ 129 $ 542 $ — $ 20 $ 562 (1)Research, development and engineering expenses include direct project spending that is identifiable to a segment.
Segment information: 2026 growth and weaker Solar and emerging business results · Dépôt 29/07/2026
