MAS · Masco

246 filings

8-K

MAS 8-K Current Reports

Masco - 246 current reports

Filing record · 2016–202610-K1110-Q338-K95

Showing 1-50 of 246 filings

8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Oct 28, 2026)

Masco Corporation reported third quarter 2026 results on October 28, 2026. Net sales increased 3 percent to $1,966 million, or 4 percent in local currency and excluding the divestiture of Bristan. Reported operating profit rose 12 percent to $338 million, with operating margin of 17.2 percent. Adjusted operating margin was 17.9 percent, and adjusted earnings per share grew 23 percent to $1.19. Reported earnings per share were $1.17, compared with $0.90 a year earlier. Plumbing Products net sales rose 4 percent, Decorative Architectural Products were flat, and North American net sales increased 5 percent in local currency, while International net sales decreased 5 percent in local currency (down 1 percent excluding the divestiture). The company returned $322 million to shareholders through dividends and share repurchases in the quarter. Nine-month cash flow from operating activities was $981 million, and net cash from operating activities was $788 million after working capital changes. Share repurchases for the nine months totaled $852 million. Total liquidity at September 30, 2026 was $1,610 million, including $1,000 million of revolver availability. Long-term debt increased to $3,245 million from $2,945 million at December 31, 2025, and the company reported total equity of $(193) million at September 30, 2026, compared with $76 million at year-end 2025. Management raised its 2026 adjusted earnings per share guidance to $4.65 to $4.75 from the prior range of $4.40 to $4.60, and now expects reported earnings per share of $4.51 to $4.61. The Board declared a quarterly dividend of $0.32 per share, payable November 23, 2026 to shareholders of record on November 6, 2026. Management noted that it expects near-term demand to remain challenged, while describing repair and remodel fundamentals as long-term strong.

Oct 28, 2026 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Jul 29, 2026)

Masco Corporation reported second quarter 2026 results, with net sales of $1,992 million, down 3 percent from $2,051 million in the second quarter of 2025. Currency had a minimal impact on reported sales. Plumbing Products net sales decreased 3 percent and Decorative Architectural Products net sales decreased 4 percent. In local currency, North American sales decreased 5 percent and International sales increased 4 percent. Reported operating profit rose 14 percent to $470 million, and reported operating margin expanded 350 basis points to 23.6 percent. Reported diluted earnings per share were $1.60, up 25 percent from $1.28. On an adjusted basis, operating profit grew 17 percent to $482 million and adjusted earnings per share grew 26 percent to $1.64. Management stated that the quarter included a net benefit of approximately $95 million from IEEPA tariff refunds, which drove much of the adjusted profit growth. CEO Jon Nudi said the underlying performance remains largely in line with the prior outlook. Masco raised its 2026 adjusted earnings per share guidance to $4.40 to $4.60 from $4.10 to $4.30, citing an anticipated full-year net benefit of approximately $85 million from IEEPA tariff refunds. Reported 2026 EPS guidance is $4.21 to $4.41. Capital returns were $454 million in the quarter through dividends and share repurchases. Total liquidity was $1,548 million at quarter end, including $1,000 million of revolver availability. Long-term debt increased to $3,245 million from $2,945 million at December 31, 2025, and the six-month cash flow statement shows $300 million of term loan proceeds. Equity was a deficit of $118 million at June 30, 2026, compared with $76 million at December 31, 2025.

Jul 29, 2026 8-K

Shareholder MattersCorporate Changes

Masco 8-K Report, Bylaw Amendment (May 14, 2026)

Masco Corporation reported the results of its 2026 annual meeting of stockholders, held May 8, 2026, where stockholders approved amendments to the Company's Certificate of Incorporation. The amendments move the advance notice provisions for stockholder nominations into the Bylaws and adjust the advance notice period, enable adoption of a stockholder right to call a special meeting, and limit the liability of certain officers as permitted by law. On May 12, 2026, the Company filed a Certificate of Amendment with the Delaware Secretary of State to implement these changes. The Board also approved an amended and restated Bylaws, effective May 8, 2026. Under the revised Section 1.02, holders of 25% or more of the voting power who have owned their shares continuously for at least one year may request that the Board call a special meeting. Section 1.06 now sets the time period and procedural and information requirements for director nominations by stockholders. At the meeting, 202,913,475 shares of common stock were outstanding and entitled to vote. All four director nominees, Gary A. Coombe, Aine L. Denari, Christopher A. O'Herlihy and Charles K. Stevens III, were elected to serve until the 2027 annual meeting. Stockholders also approved the non-binding advisory say-on-pay proposal, ratified PricewaterhouseCoopers LLP as independent auditors for 2026, and approved the three charter amendments. A stockholder proposal on the right to call a special meeting did not pass, with 75,159,758 votes for and 100,995,648 against. For investors, the filing mainly documents governance changes. The most notable is the adoption of a special meeting right, which the Board implemented through the Bylaws with a 25% ownership threshold, while the separate stockholder proposal on the same topic was defeated.

May 14, 2026 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Apr 22, 2026)

Masco Corporation reported first quarter 2026 results in a press release (Exhibit 99) dated April 22, 2026. Net sales increased 6 percent to $1,918 million, or 4 percent in local currency. Plumbing Products net sales rose 9 percent, while Decorative Architectural Products net sales were in line with the prior year. Reported operating profit increased 10 percent to $316 million, with operating margin of 16.5 percent. Adjusted operating profit rose 13 percent to $324 million, and adjusted operating margin was 16.9 percent, up 90 basis points. Reported earnings per share were $1.05 versus $0.87 a year earlier, and adjusted earnings per share grew 20 percent to $1.04. Capital allocation remained a focus. The company repurchased 3.1 million shares for $202 million and returned $267 million to shareholders through dividends and share repurchases during the quarter. Liquidity at quarter end was $1,261 million, including $873 million of revolver availability, and cash and cash investments declined to $388 million from $647 million at December 31, 2025. Notes payable rose to $129 million from $2 million. Management maintained its 2026 guidance, with reported earnings per share of $3.91 to $4.11 and adjusted earnings per share of $4.10 to $4.30. CEO Jon Nudi cited a dynamic macroeconomic and geopolitical environment as the reason for maintaining rather than raising the adjusted outlook.

Apr 22, 2026 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Apr 21, 2026)

Masco Corporation disclosed in this Form 8-K, dated April 21, 2026, that Jai Shah, its Group President, Plumbing and Wellness, will conclude his service with the Company on July 3, 2026. The filing describes an agreement with Mr. Shah dated April 16, 2026 that sets out his separation compensation. Under that agreement, Mr. Shah will receive a cash payment of $1,206,000. He will also receive a 2026 cash bonus based on his individual target opportunity and the Company's 2026 annual performance, prorated through his last day of employment. In addition, he will receive the cash equivalent of an annual restricted stock unit award, prorated through his last day of employment, and a share award under the 2024-2026 Long-Term Incentive Program if the performance goals are met, prorated for his time employed during the performance period. The agreement also provides a cash payment equal to the value of his remaining unvested RSUs under the retention incentive agreement entered into March 5, 2025, based on the Company's closing price on March 6, 2027. The Company and Mr. Shah have also agreed that he has forfeited those same remaining unvested RSUs under that retention agreement.

Apr 21, 2026 8-K

Material AgreementsFinancial EventsExhibits & Filings

Masco 8-K Report, Material Agreement (Mar 26, 2026)

On March 20, 2026, Masco Corporation entered into a new Credit Agreement among Masco Corporation and Masco Europe S.à r.l., as borrowers, with JPMorgan Chase Bank, N.A. and J.P. Morgan SE as administrative agent. The agreement provides U.S. $1 billion in unsecured revolving credit commitments available in U.S. dollars, European euros, British Pounds Sterling, Canadian dollars and certain other currencies, subject to a foreign currency sublimit of U.S. $500 million equivalent, and includes up to U.S. $25 million in letters of credit. The Company may request an increase in aggregate commitments of up to U.S. $500 million. The New Credit Agreement refinanced and replaced in full the Company's prior 2022 Credit Agreement dated April 26, 2022, which had the same U.S. $1 billion of revolving commitments and was terminated in connection with the new facility. Initial borrowings on March 20, 2026 were used to repay in full outstanding revolving loans under the 2022 Credit Agreement and to pay related fees and expenses. Future borrowings are available for general corporate purposes, including acquisitions and working capital. The facility bears interest at Adjusted Term SOFR or other applicable floating reference rates plus a margin tied to the Company's corporate credit ratings, or at alternate base rate loans for certain U.S. dollar and Canadian dollar borrowings. Financial covenants require a maximum net consolidated debt to Consolidated EBITDA leverage ratio of 4.00 to 1.00 and a minimum Consolidated EBITDA to interest expense coverage ratio of 2.50 to 1.00, tested each fiscal quarter. The agreement matures March 20, 2031, with the possibility of up to two one-year extensions at the Company's request, subject to lender consent.

Mar 26, 2026 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Feb 12, 2026)

Masco Corporation disclosed under Item 5.02 that its Compensation and Talent Committee of the Board of Directors approved a compensatory award for Jonathon J. Nudi, President and Chief Executive Officer, on February 6, 2026. The filing states that the Company had previously disclosed Mr. Nudi would be eligible in February 2026 for an annual restricted stock unit ("RSU") award equal in value to 159% of his annual base salary, calculated pro rata for his actual service during 2025, which began on July 7, 2025. Instead of that previously described structure, the committee approved a full-value RSU award for Mr. Nudi in the amount of $1,749,000. The filing does not give further detail on the award's vesting terms or the reasons for the change. For investors, the filing is narrow in scope: it concerns only the form and value of one executive's annual equity award, and it discloses no changes to executive leadership, board composition, or company operations.

Feb 12, 2026 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Feb 10, 2026)

Masco Corporation reported fourth-quarter and full-year 2025 results in a press release furnished as Exhibit 99 under Item 2.02. For the fourth quarter, net sales decreased 2 percent to $1,793 million, with reported earnings per share of $0.80 and adjusted earnings per share decreasing 8 percent to $0.82. Adjusted operating margin was 14.4 percent, down from 15.9 percent a year earlier. For full year 2025, net sales decreased 3 percent to $7,562 million, and in local currency and excluding divestitures decreased 2 percent. Reported diluted EPS was $3.86 and adjusted EPS decreased 3 percent to $3.96, with adjusted operating margin of 16.8 percent. Management guided to full-year 2026 EPS of $3.91 to $4.11 as reported and $4.10 to $4.30 on an adjusted basis. The company expects global repair and remodel markets to be roughly flat in 2026 and its own sales to be roughly flat to up low-single digits when adjusted for currency. Masco incurred about $18 million of restructuring charges in the fourth quarter of 2025 and expects roughly $50 million of additional charges in 2026. It also announced that Liberty Hardware will be integrated into Delta Faucet and reported within the Plumbing Products segment going forward. Capital returns remained significant: the Board declared a $0.32 quarterly dividend and authorized a new $2.0 billion share repurchase program effective February 10, 2026, replacing the existing authorization. Full-year 2025 shareholder returns totaled $832 million through dividends and buybacks, and total liquidity at year-end was $1,647 million.

Feb 10, 2026 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Jan 12, 2026)

Masco Corporation's Current Report on Form 8-K, filed January 12, 2026, under Item 5.02 (Departure of Directors or Certain Officers; Compensatory Arrangements of Certain Officers), discloses a separation agreement with Mr. Imran Ahmad, the Company's former Group President, Decorative Architectural Products. The agreement, effective January 12, 2026, relates to the previously announced conclusion of Mr. Ahmad's service with the Company on December 31, 2025. Under the agreement, and subject to its terms, Mr. Ahmad will receive a cash payment of $998,875. He will also be eligible for payment of his 2025 cash bonus based on his individual target opportunity, provided the established performance goals are met; the cash equivalent of an annual restricted stock unit award based on his individual target opportunity; and a cash payment under the Company's 2023-2025 Long-Term Incentive Program (LTIP), again provided the established performance goals are met. He will also be able to exercise the vested portion of his stock options and stock appreciation rights for 90 days following the end of his service. For investors, the filing is limited to the terms of one executive's departure. It identifies the specific severance and incentive payments and the post-employment exercise window for equity awards, but it does not state any impact on the Company's financial results or guidance.

Jan 12, 2026 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Dec 16, 2025)

On December 16, 2025, Masco's Board of Directors appointed Gary A. Coombe as a Class II Director, effective January 1, 2026. Mr. Coombe, 61, has served as Procter & Gamble Company's Chief Executive Officer - Grooming since 2018 and has been with P&G since 1986, holding various global leadership positions of increasing responsibility. The Board determined that Mr. Coombe satisfies the independence requirements of the New York Stock Exchange and the Securities and Exchange Commission. He will serve on the Audit Committee and the Corporate Governance and Nominating Committee. The filing states he will receive compensation under the Company's standard arrangements for nonemployee directors. The filing reports no understandings or arrangements with any other person under which he was selected, no family relationship with any director or executive officer, and no transactions requiring disclosure under Item 404(a) of Regulation S-K.

Dec 16, 2025 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Dec 8, 2025)

Masco Corporation filed a Current Report on Form 8-K dated December 8, 2025, under Item 5.02 (Departure of Directors or Certain Officers; Compensatory Arrangements of Certain Officers). The filing reports that Imran Ahmad, Masco's Group President, Decorative Architectural Products, will conclude his service with the Company on December 31, 2025, when his position is eliminated. Following his departure, Jon Nudi, the Company's President & CEO, will oversee the Decorative Architectural Products segment. The filing does not report financial results, guidance, or any other financial figures. The filing is signed by Richard J. Westenberg, Vice President, Chief Financial Officer and Treasurer. For investors, the key takeaway is a leadership change in one of Masco's business segments, with the role eliminated rather than backfilled and segment oversight consolidated under the CEO.

Dec 8, 2025 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Oct 29, 2025)

Masco Corporation reported third quarter 2025 results on October 29, 2025. Net sales decreased 3 percent to $1,917 million (in local currency and excluding divestitures, down 2 percent). Plumbing Products net sales rose 2 percent to $1,247 million, while Decorative Architectural Products net sales fell 12 percent to $670 million (down 6 percent in local currency and excluding divestitures). Operating profit decreased 15 percent to $303 million, and the operating margin was 15.8 percent. Reported diluted earnings per share were $0.90, up from $0.77. On an adjusted basis, operating profit fell 13 percent to $312 million, the adjusted operating margin was 16.3 percent, and adjusted earnings per share decreased 10 percent to $0.97. Management lowered its full-year 2025 adjusted earnings per share expectation to $3.90 to $3.95, down from the prior $3.90 to $4.10 range. The reported EPS outlook is $3.84 to $3.89. CEO Jon Nudi said near-term market conditions remained a headwind. During the quarter, Masco repurchased 1.8 million shares for $124 million and returned $188 million to shareholders through dividends and buybacks. Liquidity at quarter end was $1,559 million, including $1,000 million of revolver availability, and the board declared a quarterly dividend of $0.31 per share. The filing furnishes the earnings press release as Exhibit 99 under Item 2.02. The exhibit is not deemed filed for purposes of Section 18 of the Exchange Act. The results and outlook suggest near-term demand and margin pressure, with gross margin down 240 basis points to 34.2 percent on a reported basis.

Oct 29, 2025 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Jul 31, 2025)

Masco Corporation reported second quarter 2025 results on July 31, 2025. Net sales decreased 2 percent to $2,051 million from $2,091 million a year earlier; in local currency and excluding divestitures, net sales were in line with the prior year. Plumbing Products net sales increased 5 percent, while Decorative Architectural Products net sales decreased 12 percent. Reported operating profit rose 4 percent to $412 million, with operating margin up 110 basis points to 20.1 percent. Reported earnings per share were $1.28, versus $1.17 a year earlier, and adjusted earnings per share grew 8 percent to $1.30. Adjusted figures exclude rationalization charges and realized losses from private equity funds, and use a normalized tax rate of 24.5 percent. During the quarter, Masco repurchased 1.6 million shares for $101 million and returned $167 million to shareholders through dividends and buybacks. Liquidity at quarter end was $1,344 million, including $954 million of revolver availability. The Board declared a quarterly dividend of $0.31 per share, payable August 25, 2025 to holders of record on August 8, 2025. Management restored full-year 2025 guidance, expecting earnings per share of $3.87 to $4.07 on a reported basis and $3.90 to $4.10 on an adjusted basis. Management believes sales across global repair and remodel markets will be down low-single digits for the year, and expects full-year 2025 sales to be generally in line with the prior year when adjusted for divestitures and currency.

Jul 31, 2025 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Jul 9, 2025)

Masco Corporation filed a Current Report on Form 8-K under Item 5.02 (Departure of Directors or Certain Officers; Compensatory Arrangements of Certain Officers). The Company entered into an agreement dated July 8, 2025 with Keith J. Allman, its former President and Chief Executive Officer, in connection with his previously announced retirement from the Company on that date. Under the agreement, and subject to its terms, Mr. Allman will receive certain compensation after his employment ends. This includes a 2025 cash bonus based on his individual target opportunity and the Company's 2025 annual performance, prorated through his last day of employment. It also includes the cash equivalent of a 2025 restricted stock unit award based on his individual target opportunity, prorated through the same date. He will additionally receive a share award under each of the 2023-2025 and 2024-2026 Long-Term Incentive Programs (LTIPs), if the established performance goals for each program are met, prorated to reflect his time of employment in each performance period. For investors, the filing describes a planned leadership transition at the top of the Company and the post-employment payment terms for the departing chief executive. The filing does not state the dollar amounts of these payments, and it does not name a successor.

Jul 9, 2025 8-K

Shareholder MattersCorporate ChangesExhibits & Filings

Masco 8-K Report, Bylaw Amendment (May 15, 2025)

Masco Corporation's Current Report covers the outcome of its 2025 Annual Meeting of Stockholders and related governance changes. Stockholders approved amendments to the Certificate of Incorporation that eliminate certain supermajority vote requirements, amend the business combination provisions, and phase out the classification of the Board of Directors over a three-year period in favor of annual director elections. The Board then approved an amended and restated set of Bylaws, effective May 9, 2025, which removes the three-class board structure, states that director terms are set forth in the Certificate of Incorporation, and eliminates the supermajority vote for stockholders to amend the Bylaws. At the meeting, stockholders elected three Class I directors, Jonathon J. Nudi, Lisa A. Payne, and Sandeep Reddy, to serve until the Annual Meeting in 2028. Stockholders also approved, on a non-binding advisory basis, the compensation paid to the named executive officers, and ratified PricewaterhouseCoopers LLP as independent auditors for 2025. The filing reports 211,652,323 shares of common stock outstanding and entitled to vote as of the record date. For investors, the principal items are the governance changes, which move the Board toward annual elections and make it easier for stockholders to amend the Bylaws, and the vote tallies, which show each proposal's support level. The filing does not include financial results.

May 15, 2025 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Apr 23, 2025)

Masco Corporation reported first quarter 2025 results, with net sales of $1,801 million, down 6 percent from $1,926 million in the first quarter of 2024. On a local currency basis and excluding divestitures, net sales decreased 3 percent. Reported operating profit fell 10 percent to $286 million, and operating margin declined 60 basis points to 15.9 percent. Diluted earnings per share were $0.87, compared with $0.97 a year earlier. Adjusted operating margin was 16.0 percent and adjusted earnings per share were also $0.87, versus $0.93 in the prior-year period, using a normalized 24.5 percent tax rate. Decorative Architectural Products was the weakest segment, with net sales down 16 percent to $617 million and operating margin falling to 15.6 percent. Plumbing Products net sales declined 1 percent to $1,185 million, though in local currency they increased 1 percent. Total liquidity at quarter end was $1,246 million, and the company returned $196 million to shareholders through dividends and share repurchases, including $130 million for 1.8 million repurchased shares. CEO Keith Allman cited new and broad-reaching tariffs and a shifting macroeconomic environment. Management is pursuing pricing actions, cost savings and sourcing changes to offset higher costs, and it is not providing full-year 2025 financial guidance because of the uncertainty around demand, pricing and product costs.

Apr 23, 2025 8-K

Leadership ChangesExhibits & Filings

Masco 8-K Report, Executive Changes (Mar 6, 2025)

On March 6, 2025, Masco Corporation announced a CEO succession plan. Keith J. Allman will retire as President and Chief Executive Officer effective July 6, 2025, and the Board has elected Jonathon J. Nudi, 54, to succeed him effective July 7, 2025. Nudi has been Group President, Pet, International and North America Foodservice at General Mills since January 2024, has served at General Mills for about 30 years, and has been a Class I director of Masco since June 2023. He will stop receiving director compensation as of the Effective Date. Nudi's compensation package includes an annual base salary of $1,100,000, a target annual cash bonus of 150% of base salary, an annual RSU award and an annual stock option grant each valued at 159% of base salary, and eligibility for the 2025-2027 Long-Term Incentive Program with a grant value target of 318% of base salary. His first stock option grant, on the Effective Date, is valued at $1,120,000, and he will also receive RSUs valued at $1,120,000 as a partial make-whole, both vesting ratably in three equal installments beginning February 25, 2026. He will also receive a one-time relocation bonus of $350,000 and personal use of company aircraft under the corporate aircraft policy. Separately, on March 5, 2025, Masco entered into a retention incentive agreement with Group President Jai Shah, who will receive RSUs valued at $1,500,000 that vest in two equal halves, one and two years after the March 6, 2025 grant date. The filing also references Exhibit 99.1, a press release announcing the leadership transition, in which Board Chair Lisa Payne cites double-digit EPS compound annual growth and approximately 14% compound annual total shareholder return over the past decade under Allman.

Mar 6, 2025 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Feb 27, 2025)

Masco Corporation filed this Form 8-K under Item 5.02 to report that its Board of Directors elected Heath M. Eisman, 50, as Vice President, Controller and Chief Accounting Officer, effective February 27, 2025. The board made the election on February 26, 2025. Mr. Eisman previously served as the Company's Director, Financial Reporting since 2014. Before joining Masco, he was SEC Reporting and Technical Accounting Manager at Caterpillar Inc. and spent 16 years at PricewaterhouseCoopers in roles of increasing responsibility. The filing sets out Mr. Eisman's compensation package. He will receive an annual base salary of $310,000 and is eligible for the discretionary annual performance cash bonus program and the Long Term Incentive Program, each with a target opportunity of 40% of base salary and payouts capped at 200% of target. He will also receive an annual restricted stock unit award valued at 40% of base salary, and he is eligible for other executive benefits described in the April 1, 2024 Proxy Statement. The filing states there are no understandings or arrangements under which he was selected as an officer, no family relationships with any director or executive officer, and no transactions since the start of the last fiscal year requiring disclosure under Item 404(a) of Regulation S-K. For investors, this is a routine leadership change in the finance and accounting function rather than a material event.

Feb 27, 2025 8-K

Earnings & ResultsLeadership ChangesExhibits & Filings

Masco 8-K Report, Financial Results (Feb 11, 2025)

Masco Corporation reported fourth-quarter and full-year 2024 results in a press release furnished as Exhibit 99. For the fourth quarter, net sales decreased 3 percent to $1,828 million, while operating profit rose 17 percent to $290 million and operating margin expanded 280 basis points to 15.9 percent. Adjusted earnings per share grew 7 percent to $0.89, and the company repurchased 3.3 million shares for $268 million. For full-year 2024, net sales decreased 2 percent to $7,828 million, operating profit was $1,363 million, and reported EPS decreased 6 percent to $3.76. Adjusted EPS increased 6 percent to $4.10, and Masco returned $1.0 billion to shareholders through dividends and share repurchases. For 2025, Masco expects EPS in the range of $4.20 to $4.45 per share. Management expects demand across global repair and remodel markets to be flat to down low single digits, and expects sales to be approximately flat to up low-single digits when adjusted for divestitures and currency. The outlook includes the impact of recently enacted China tariffs. The Board declared a quarterly dividend of $0.31 per share, a 7 percent increase, payable March 10, 2025 to holders of record on February 21, 2025. The filing also discloses that director Donald R. Parfet intends to retire from the Board and will not stand for re-election at the May 9, 2025 Annual Meeting. The filing states his decision does not result from any disagreement with the company on operations, policies or practices.

Feb 11, 2025 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Feb 6, 2025)

Masco Corporation filed a Form 8-K dated February 6, 2025, reporting an event from January 31, 2025 under Item 5.02, which covers departures of certain officers. On that date, Bonnie S. Van Etten, Vice President, Controller and Chief Accounting Officer, notified the Company of her intent to conclude her service with the Company in early March 2025. The filing is brief and contains no financial results, guidance, or other operating disclosures. Its only substantive content is the planned departure of the Company's principal accounting officer, a role responsible for the Company's accounting records and financial reporting processes. The report was signed by Richard J. Westenberg, Vice President, Chief Financial Officer and Treasurer. For investors, the key takeaway is a scheduled leadership transition in the accounting function, with the filing itself setting out only the timing of the departure.

Feb 6, 2025 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Oct 29, 2024)

Masco Corporation reported third quarter 2024 results in an 8-K furnished under Item 2.02. Net sales were $1,983 million, in line with the prior year's $1,979 million, and in local currency net sales increased 1 percent. Reported operating profit decreased to $357 million from $383 million, with reported operating margin of 18.0 percent versus 19.4 percent. Excluding adjusted items, including a $81 million preliminary loss on the sale of the Kichler Lighting business, operating profit increased 3 percent to $360 million and adjusted operating margin rose 60 basis points to 18.2 percent. Reported net income attributable to Masco was $167 million, or $0.77 per diluted share, versus $1.10 a year earlier, while adjusted earnings per share grew 8 percent to $1.08. Management cited the sixth consecutive quarter of year-over-year adjusted margin expansion and said market demand is expected to remain challenged for the rest of the year. The company narrowed its 2024 adjusted EPS outlook to $4.05 to $4.15 from the prior $4.05 to $4.20, and guided to reported EPS of $3.74 to $3.84. During the quarter Masco repurchased 2.5 million shares for $192 million and returned $255 million to shareholders through dividends and buybacks. Total liquidity at quarter end was $1,646 million, and the Board declared a quarterly dividend of $0.29 per share payable November 25, 2024. On the balance sheet, cash and cash investments were $646 million and long-term debt was $2,945 million at September 30, 2024. Nine-month operating cash flow net of working capital changes was $668 million, compared with $928 million a year earlier, and nine-month capital expenditures were $112 million. Investors may also note the nine-month reported EPS of $2.91 versus $3.17 in the prior-year period.

Oct 29, 2024 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Jul 25, 2024)

Masco Corporation reported second quarter 2024 results on July 25, 2024, with net sales of $2,091 million, down 2 percent from $2,127 million in the prior-year quarter. Operating profit was $397 million, down 1 percent from $403 million, and the operating margin rose 10 basis points to 19.0 percent. Reported diluted earnings per share were $1.17, compared with $1.16 a year earlier. Adjusted operating profit was $399 million and adjusted earnings per share grew 1 percent to $1.20. Plumbing Products net sales rose 2 percent, while Decorative Architectural Products net sales fell 7 percent. Gross margin improved 130 basis points to 37.5 percent. Management said it expects continued demand headwinds in the second half of 2024 as market conditions remain challenged, but expects operating margin expansion for the full year. The company raised its 2024 adjusted EPS outlook to $4.05 to $4.20, from a prior range of $4.00 to $4.25. Reported EPS guidance is $4.03 to $4.18. Liquidity at quarter-end was $1,398 million, and the company repurchased 2.0 million shares for $143 million during the quarter. The Board declared a quarterly dividend of $0.29 per share, payable August 19, 2024. The filing states that the detailed results, supplemental information and a presentation are contained in Exhibit 99, a press release dated July 25, 2024. The company also noted an investor conference call and webcast held that day to discuss the results.

Jul 25, 2024 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Jun 10, 2024)

Masco Corporation's Board of Directors elected Bonnie Van Etten as Vice President, Controller and Chief Accounting Officer on June 7, 2024, effective June 17, 2024. Ms. Van Etten, 48, joins from Stellantis N.V., where she served as Senior Vice President, Group Chief Accounting Officer since 2021, and previously as Vice President, Group Accounting Officer at Fiat Chrysler Automobiles N.V. from 2017 to 2021. The filing sets out her compensation: an annual base salary of $360,000, a one-time cash sign-on bonus of $175,000, and an initial restricted stock unit award valued at $1,000,000. She is eligible for the Company's discretionary annual performance program and its Long Term Incentive Program, each with a target opportunity of 45% of base salary and a payout cap of 200% of target. Awards depend on individual performance and the Company's attainment of specified goals, and the LTIP uses three-year performance periods. The filing states that there are no understandings or arrangements under which Ms. Van Etten was selected, no family relationships with any director or executive officer, and no related-person transactions requiring disclosure under Item 404(a) of Regulation S-K since the beginning of the last fiscal year.

Jun 10, 2024 8-K

Leadership ChangesShareholder Matters

Masco 8-K Report, Executive Changes (May 15, 2024)

Masco Corporation stockholders approved the 2024 Long Term Stock Incentive Plan at the Annual Meeting held May 10, 2024. The plan authorizes up to 7,450,000 shares of common stock for awards, all rolled over from the remaining share pool of the 2014 Long Term Stock Incentive Plan. The 2024 Plan replaces the 2014 Plan, so no further awards will be granted under the 2014 Plan, though awards granted before the meeting remain outstanding on their original terms. At the meeting, 220,573,864 shares of common stock were outstanding and entitled to vote. Stockholders re-elected Class III directors Mark R. Alexander, Marie A. Ffolkes and John C. Plant to serve until the 2027 Annual Meeting. Votes for Alexander were 177,829,126, for Ffolkes 146,050,354, and for Plant 126,485,296, with Ffolkes and Plant drawing substantially more votes against than Alexander. Stockholders also approved PricewaterhouseCoopers LLP as independent auditors for 2024, with 187,732,727 votes for and 15,460,446 against. On compensation and governance, stockholders gave a non-binding advisory approval to named executive officer compensation, with 175,567,534 votes for and 17,719,655 against. They also approved a non-binding stockholder proposal entitled "Simple Majority Vote," with 182,580,159 votes for, 2,565,832 against and 8,353,053 abstentions.

May 15, 2024 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Apr 24, 2024)

Masco Corporation reported first quarter 2024 results in a press release furnished as Exhibit 99 to this Form 8-K, dated April 24, 2024. Net sales decreased 3 percent to $1,926 million, and in local currency and excluding acquisitions, net sales decreased 4 percent. Operating profit increased 1 percent to $318 million, and operating margin rose 60 basis points to 16.5 percent. Adjusted operating profit increased 3 percent to $322 million, with adjusted operating margin up 90 basis points to 16.7 percent. Reported earnings per share were $0.97, compared with $0.90 a year earlier, and adjusted earnings per share grew 8 percent to $0.93. Management attributed the margin expansion to improved operational efficiencies and execution. Capital allocation was a notable component of the quarter. Masco repurchased 2.1 million shares for $148 million and returned $212 million to shareholders through dividends and share repurchases in total. Liquidity at quarter-end was $1,319 million, including revolving credit facility availability. Working capital rose to $1,470 million from $1,612 million a year earlier, and net cash used in operating activities was $94 million after working capital changes of $409 million. Management reaffirmed its full-year 2024 outlook, expecting adjusted earnings per share in the range of $4.00 to $4.25. The filing states that the year began largely as expected. The company also noted that its results depend on residential repair and remodel activity, with new home construction playing a lesser role.

Apr 24, 2024 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Feb 8, 2024)

Masco Corporation reported fourth-quarter and full-year 2023 results on February 8, 2024, via Exhibit 99 press release. For Q4 2023, net sales decreased 2 percent to $1,882 million, and in local currency and excluding acquisitions decreased 4 percent. Reported operating profit was $247 million, up 34 percent from $185 million, and reported EPS was $0.85 versus $0.51. On an adjusted basis, operating profit rose 16 percent to $272 million, operating margin expanded 230 basis points to 14.5 percent, and adjusted EPS grew 28 percent to $0.83. For full-year 2023, net sales decreased 8 percent to $7,967 million, while reported EPS increased 11 percent to $4.02. Adjusted operating profit decreased 1 percent to $1,336 million, though adjusted operating margin rose 120 basis points to 16.8 percent and adjusted EPS increased 2 percent to $3.86. The company returned $610 million to shareholders through share repurchases and dividends during the year. Full-year 2023 cash from operating activities was $1,413 million net of working capital changes, and total liquidity at year-end was $1,634 million. For 2024, Masco expects sales to be approximately flat in a market that is flat to down low single digits, and anticipates adjusted EPS of $4.00 to $4.25. The board declared a quarterly dividend of $0.29 per share, a 2 percent increase, payable March 11, 2024 to holders of record on February 22, 2024.

Feb 8, 2024 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Oct 26, 2023)

Masco Corporation reported third quarter 2023 results with net sales of $1,979 million, down 10 percent from $2,204 million a year earlier. In local currency and excluding acquisitions, net sales decreased 11 percent, with North American sales down 11 percent and international sales down 11 percent in local currency. Gross margin rose 610 basis points to 37.6 percent, and reported operating profit increased 9 percent to $383 million. Results were helped by a $40 million insurance settlement payment received in the quarter. On an adjusted basis, which excludes certain items and uses a normalized 24 percent tax rate, operating profit was $348 million, down 1 percent, and adjusted operating margin expanded 170 basis points to 17.6 percent. Reported net income was $1.10 per share, compared with $0.97 per share, and adjusted earnings per share grew 1 percent to $1.00. Management raised its 2023 outlook. Expected adjusted earnings per share is now $3.65 to $3.75, up from the previous range of $3.50 to $3.65. The company stated that the near-term demand environment for repair and remodel products remains uncertain. Masco returned $109 million to shareholders through dividends and share repurchases and closed the bolt-on acquisition of Sauna360 Group Oy for approximately 124 million euros. Liquidity at quarter end was $1,560 million, including revolver availability. The board declared a quarterly dividend of $0.285 per share, payable November 27, 2023.

Oct 26, 2023 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Oct 6, 2023)

Masco Corporation filed this Current Report on Form 8-K dated October 6, 2023, under Item 5.02 (Departure of Directors or Certain Officers; Compensatory Arrangements of Certain Officers). The filing discloses a transition services agreement entered into on October 3, 2023 with Mr. David A. Chaika, under which he has agreed to provide transition services to the Company through April 30, 2024. Under the agreement, and provided Mr. Chaika remains employed with the Company through April 30, 2024 and complies with its terms, he will receive a cash payment of $750,450, continued vesting of his previously awarded unvested restricted stock units on their normal schedule, and an extension of the right to exercise the vested portion of his stock options to 90 days following his termination date, subject to the maximum option term. The filing is limited to this compensatory arrangement and does not describe other corporate developments.

Oct 6, 2023 8-K

Leadership ChangesExhibits & Filings

Masco 8-K Report, Executive Changes (Sep 21, 2023)

Masco Corporation (NYSE: MAS) filed an 8-K on September 21, 2023 reporting two leadership changes in its finance function. The Board elected Richard Westenberg, 49, as Vice President, Chief Financial Officer, effective October 16, 2023. Westenberg joins from General Motors, where he was Vice President and Chief Financial Officer of General Motors North America since 2022, and previously served as Vice President, Finance and Chief Financial Officer of SAIC-General Motors (2018-2021) and Corporate Treasurer of General Motors Company (2017-2018). The filing also states that David A. Chaika, who had been Interim Chief Financial Officer since June 1, 2023, will conclude in that interim role effective October 15, 2023. The filing states his departure was not the result of any disagreement with the Company or any matter relating to its operations, policies or practices. Westenberg's compensation package includes an annual base salary of $725,000, a target opportunity of 80% of base salary under the discretionary annual performance program and the Long Term Incentive Program (capped at 200% of target), a one-time cash sign-on bonus of $950,000, and an initial restricted stock unit award valued at $2,000,000. The filing also attaches a press release dated September 21, 2023 announcing the appointment.

Sep 21, 2023 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Jul 27, 2023)

Masco Corporation reported second quarter 2023 results on July 27, 2023. Net sales decreased 10 percent to $2,127 million on a reported basis (down 9 percent in local currency), with North American sales down 10 percent in local currency and international sales down 8 percent. Despite lower sales, gross margin rose 350 basis points to 36.2 percent, and reported operating profit was $403 million, down 1 percent from $408 million. Reported earnings were $1.16 per diluted share versus $1.18 a year earlier. On an adjusted basis, operating profit was $404 million and adjusted earnings per share grew 3 percent to $1.19. Management raised its 2023 earnings guidance to adjusted earnings per share of $3.50 to $3.65, up from the prior expectation of $3.10 to $3.40, with reported EPS now expected at $3.48 to $3.63. The company also said it returned $89 million to shareholders through dividends and share repurchases in the quarter, and it has agreed to acquire Sauna360 Group Oy, a sauna manufacturer, with closing expected in the third quarter subject to regulatory approval. The Board declared a quarterly dividend of $0.285 per share, payable August 28, 2023. For investors, the key message is that margin improvement and productivity offset weaker demand, which drove the raised full-year outlook. The filing notes that near-term demand remains challenging, while management says long-term repair and remodel fundamentals remain strong. Total liquidity at quarter end was $1,380 million.

Jul 27, 2023 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Jul 12, 2023)

Masco Corporation's Form 8-K, filed July 12, 2023, under Item 5.02 (Departure of Directors or Certain Officers; Compensatory Arrangements of Certain Officers), discloses a separation agreement dated July 7, 2023 with Richard O'Reagan, the Company's former Group President-Plumbing Products. Mr. O'Reagan's retirement from the Company took effect June 30, 2023, as previously announced. Under the agreement, Mr. O'Reagan will receive a prorated 2023 cash bonus, based on his individual target opportunity and the Company's 2023 annual performance, through his last day of employment. He will also receive the cash equivalent of a prorated 2023 restricted stock unit award on the same basis. In addition, he is eligible for share awards under the 2021-2023, 2022-2024 and 2023-2025 Long-Term Incentive Programs (LTIPs), subject to the established performance goals being met and prorated for his time employed during each performance period. Mr. O'Reagan's unvested restricted stock awards granted before 2020 will vest upon his retirement. He will also have 90 days following his retirement date to exercise the vested portion of his stock options, subject to the maximum option term. For investors, the filing is primarily a disclosure of retirement-related compensation for a departing senior executive, with payouts tied to 2023 and multi-year LTIP performance outcomes.

Jul 12, 2023 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Jun 16, 2023)

Masco Corporation (MAS) filed this Current Report on Form 8-K to disclose a board appointment. On June 15, 2023, the Company's Board of Directors appointed Mr. Sandeep Reddy as a Class I Director, effective with that appointment. Mr. Reddy will serve on the Audit Committee and on the Corporate Governance and Nominating Committee. Mr. Reddy, 52, is currently Executive Vice President – Chief Financial Officer of Domino's Pizza, Inc., a role he has held since 2022. Previously he was Executive Vice President and Chief Financial Officer of Six Flags Entertainment Corporation from 2020 to 2022, and Chief Financial Officer of Guess?, Inc. from 2013 to 2019. The Board determined that he satisfies the applicable independence requirements of the New York Stock Exchange and the Securities and Exchange Commission. The filing states there are no understandings or arrangements under which Mr. Reddy was selected, no family relationships with directors or executive officers, and no transactions requiring disclosure under Item 404(a) of Regulation S-K. He will receive compensation under the Company's standard non-employee director arrangements.

Jun 16, 2023 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Jun 1, 2023)

Masco Corporation disclosed in this Form 8-K, filed June 1, 2023, that it entered into an agreement dated May 31, 2023 with John G. Sznewajs, Vice President and Chief Financial Officer, in connection with his previously announced retirement effective May 31, 2023. Under the agreement, Mr. Sznewajs will receive a prorated 2023 cash bonus and the cash equivalent of a prorated 2023 restricted stock unit award, based on his individual target opportunity and the Company's 2023 annual performance. He will also receive share awards under the 2021-2023, 2022-2024 and 2023-2025 Long-Term Incentive Programs if the respective performance goals are met, prorated for his time of employment in each performance period. His unvested restricted stock awards granted before 2020 will vest upon retirement, and he may exercise vested stock options for 90 days following retirement, subject to the maximum option term. At the Company's request, Mr. Sznewajs will provide consulting services for the one-year period from June 1, 2023 through May 31, 2024, compensated at $500 per hour under a separate agreement dated May 31, 2023. The filing also reports that the Board appointed Jonathon Nudi as a Class I director effective June 1, 2023. Mr. Nudi, 52, has been Group President, North America Retail of General Mills, Inc. since 2017 and joined General Mills in 1993. He will serve on the Audit Committee and the Corporate Governance and Nominating Committee, and the Board determined he meets New York Stock Exchange and SEC independence requirements. He will receive standard non-employee director compensation.

Jun 1, 2023 8-K

Shareholder Matters

Masco 8-K Report, Shareholder Vote Results (May 17, 2023)

Masco Corporation reported the results of its Annual Meeting of Stockholders, held on May 11, 2023. Stockholders elected four Class II directors (Keith J. Allman, Aine L. Denari, Christopher A. O'Herlihy and Charles K. Stevens, III) to serve until the Annual Meeting in 2026. Of the 225,395,977 shares of common stock outstanding and entitled to vote as of the record date, the four nominees received between 183,874,529 and 192,307,761 votes for, with Stevens and O'Herlihy drawing the most votes against. Stockholders also approved, on a non-binding advisory basis, the compensation paid to the named executive officers, with 176,927,565 votes for and 15,814,166 against. On the frequency of say-on-pay votes, one year received the most support at 188,852,552 votes, compared with 210,364 for two years and 3,717,177 for three years. Following that result, the Board determined to continue holding an annual say-on-pay vote until it is next required, or until the Board deems it appropriate, to submit the frequency question again. Stockholders ratified the selection of PricewaterhouseCoopers LLP as independent auditors for 2023, with 192,773,805 votes for, 10,067,555 against and 315,318 abstentions.

May 17, 2023 8-K

Earnings & ResultsLeadership ChangesExhibits & Filings

Masco 8-K Report, Financial Results (Apr 26, 2023)

Masco Corporation reported first quarter 2023 results on April 26, 2023. Net sales decreased 10 percent to $1,979 million (down 9 percent in local currency), with North American sales down 10 percent and international sales down 3 percent in local currency. Gross margin rose to 33.8 percent from 32.0 percent, while operating margin was 15.9 percent versus 16.0 percent. Reported earnings were $0.90 per diluted share versus $0.97 a year earlier; adjusted earnings were $0.87 per share, with adjusted gross margin of 33.6 percent. Management said the company moved quickly to adjust costs and mitigate margin impact, citing softening demand, persistent inflation and tighter consumer spending as ongoing headwinds. The company returned $121 million to shareholders through dividends and share repurchases in the quarter and ended the quarter with total liquidity of $1,300 million. Masco reaffirmed its 2023 outlook, expecting earnings per share of $3.06 to $3.36 on a reported basis and $3.10 to $3.40 on an adjusted basis. The filing also disclosed a leadership change: the Board appointed David A. Chaika, currently Vice President, Treasurer and Investor Relations, as Interim Chief Financial Officer effective June 1, 2023, upon the retirement of John G. Sznewajs. The company is conducting an internal and external search for a permanent CFO.

Apr 26, 2023 8-K

Earnings & ResultsLeadership ChangesExhibits & Filings

Masco 8-K Report, Financial Results (Feb 9, 2023)

Masco Corporation (NYSE: MAS) reported fourth-quarter and full-year 2022 results on February 9, 2023, as stated in Exhibit 99, a press release. For the fourth quarter, net sales decreased 5 percent to $1,923 million, and in local currency decreased 2 percent. North American sales fell 5 percent in local currency while international sales rose 7 percent. Reported operating profit was $185 million and adjusted operating profit was $234 million. Diluted EPS from continuing operations was $0.51 on a reported basis and $0.65 as adjusted. Gross margin fell to 28.3 percent from 30.6 percent on a reported basis. CEO Keith Allman said demand softened across North American product categories, partially offset by selling price increases. For full-year 2022, net sales rose 4 percent to $8,680 million, and operating profit declined 8 percent to $1,297 million. Adjusted EPS increased 2 percent to $3.77 from $3.70. Masco returned $1,172 million to shareholders through share repurchases and dividends. Total liquidity at year-end was $1,452 million, including $1,000 million of revolver availability. The company expects 2023 EPS of $3.06 to $3.36, or $3.10 to $3.40 as adjusted. Management anticipates volumes overall to be down in the low double-digit range in 2023. The Board also declared a quarterly dividend of $0.285 per share, a 2 percent increase, payable March 13, 2023. Separately, director Reginald M. Turner will retire on May 11, 2023, the date of the Annual Meeting of Stockholders, and the filing states that his decision is not the result of any disagreements with the company.

Feb 9, 2023 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Jan 27, 2023)

Masco Corporation filed a Current Report on Form 8-K dated January 27, 2023, under Item 5.02 to disclose a leadership change in its finance function. On January 24, 2023, John G. Sznewajs, Vice President and Chief Financial Officer, notified the Company and its Board of Directors of his decision to retire effective May 31, 2023. The filing states that he is retiring to pursue another professional opportunity and not because of any disagreement with the Company or its independent registered public accountants on financial or accounting matters, policies or practices. Mr. Sznewajs will remain in the role of Vice President, Chief Financial Officer through May 31, 2023, or until a successor is named by the Company, if that occurs earlier. The Company has commenced an internal and external search for his successor. The filing does not name a successor or a replacement timeline beyond the search having begun. For investors, the key takeaways are the planned CFO transition with a built-in transition window of roughly four months, and the absence of any stated accounting or auditor disagreement behind the departure. The filing contains no financial results or guidance.

Jan 27, 2023 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Nov 7, 2022)

Masco Corporation disclosed in this Form 8-K, filed November 7, 2022, a leadership transition in its segment structure. Richard O'Reagan, Group President-Plumbing Products, notified the company that he will retire on or about June 30, 2023. His service in the Group President-Plumbing Products role concludes December 31, 2022, and he will remain employed as a consultant until his retirement, advising on the transitions. Effective January 1, 2023, Jai Shah, currently Group President-Decorative Architectural, will assume the Group President-Plumbing Products position. The Group President-Decorative Architectural role will be temporarily overseen by Keith Allman, President & CEO, while a successor is identified. The filing is a personnel announcement under Item 5.02 and does not include financial results or other quantitative data. For investors, the key takeaways are a planned executive retirement with an orderly handoff and an interim leadership arrangement for the Decorative Architectural segment pending a permanent hire.

Nov 7, 2022 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Oct 26, 2022)

Masco Corporation reported third quarter 2022 net sales of $2,204 million, flat with the prior year period; in local currency, sales rose 3 percent. Operating profit declined 9 percent to $351 million, and operating margin fell 160 basis points to 15.9 percent from 17.5 percent, as gross margin decreased 270 basis points to 31.5 percent from 34.2 percent. Reported diluted earnings per share rose to $0.97 from $0.89, while adjusted earnings per share decreased 1 percent to $0.98 from $0.99. Plumbing Products' net sales were flat (up 5 percent in local currency), and Decorative Architectural Products' net sales increased 1 percent. North American sales increased 2 percent and international sales decreased 9 percent. Management lowered its full-year 2022 guidance. Diluted earnings per share are now expected in the range of $3.73 to $3.83, and adjusted earnings per share in the range of $3.70 to $3.80, compared with the prior range of $4.15 to $4.25. The company cited lower anticipated market demand, elevated operational costs and additional foreign currency headwinds in the fourth quarter, and said it is enacting plans to address them. Liquidity was $1,464 million as of September 30, 2022, including $464 million of cash and cash investments and $1,000 million of revolver availability. Capital allocation remained a focus. The Board declared a quarterly dividend of $0.28 per share, payable November 28, 2022, to shareholders of record on November 10, 2022, and authorized a new $2.0 billion share repurchase program effective October 20, 2022, replacing the existing authorization. For the nine months ended September 30, 2022, the company purchased $914 million of its common stock and paid $195 million in cash dividends, while net cash from operating activities was $520 million compared with $595 million in the prior year period.

Oct 26, 2022 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Jul 28, 2022)

Masco Corporation reported second quarter 2022 results in an 8-K filed July 28, 2022, furnishing a press release as Exhibit 99. Net sales rose 8 percent to $2,352 million (up 11 percent in local currency and excluding acquisitions and divestitures). Reported operating profit was $408 million with an operating margin of 17.3 percent, compared with 20.1 percent a year earlier, and reported diluted EPS was $1.18, versus a loss of $(0.14) in the prior-year quarter. On an adjusted basis, operating profit was $414 million (17.6 percent margin) and adjusted net income was $1.14 per share, matching the prior year. Gross margin fell to 32.7 percent from 36.3 percent as reported. The company returned $614 million to shareholders in the quarter through dividends and share repurchases, including 10.4 million shares repurchased for $550 million. Liquidity was $1,440 million as of June 30, 2022, including $1,000 million of revolver availability. Cash and cash investments declined to $440 million from $926 million at December 31, 2021, and notes payable rose to $508 million from $10 million. Management narrowed its 2022 outlook: adjusted EPS is now expected in the range of $4.15 to $4.25, down from $4.15 to $4.35, while reported EPS is expected at $4.19 to $4.29. CEO Keith Allman said growth in the second half is expected to be more modest than the first half and largely driven by pricing actions, citing moderating demand and additional foreign currency headwinds. The board declared a quarterly dividend of $0.28 per share payable August 29, 2022.

Jul 28, 2022 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (May 31, 2022)

Masco Corporation filed this Form 8-K on May 31, 2022 to report the appointment of a new independent director. On May 25, 2022, the Company's Board of Directors appointed Ms. Aine L. Denari as a Class II Director, effective June 1, 2022. The filing states that she will serve on the Audit Committee and on the Corporate Governance and Nominating Committee. Ms. Denari, age 49, has served as Executive Vice President and President of the Brunswick Boat Group, Brunswick Corporation, since 2020. Before joining Brunswick, she held the position of Senior Vice President and General Manager, Advanced Driver Assist Systems & Automated Driving, North America, at ZF AG. The filing states there are no understandings or arrangements between Ms. Denari and any other person under which she was selected as a director. For her board service, Ms. Denari will receive compensation under the Company's standard arrangements for non-employee directors. The filing reports no financial results, operational updates, or other material financial figures.

May 31, 2022 8-K

Shareholder Matters

Masco 8-K Report, Shareholder Vote Results (May 18, 2022)

Masco Corporation held its Annual Meeting of Stockholders on May 12, 2022, and this Current Report on Form 8-K sets out the voting results under Item 5.07. As of the record date, 236,524,031 shares of common stock were outstanding and entitled to vote. Stockholders elected three Class I directors, Donald R. Parfet, Lisa A. Payne and Reginald M. Turner, each to serve until the 2025 Annual Meeting. Stockholders also approved, on a non-binding advisory basis, the compensation paid to the named executive officers, and ratified the selection of PricewaterhouseCoopers LLP as independent auditors for 2022. All three director nominees received more votes for than against. Reginald M. Turner received the largest number of votes for, at 191,659,875, with 1,862,787 against and 1,466,978 abstentions. Donald R. Parfet received 176,777,098 votes for, 16,150,763 against and 2,061,779 abstentions. Lisa A. Payne received 158,932,156 votes for, 33,143,817 against and 2,913,667 abstentions. Each director nominee also recorded 11,023,725 broker non-votes. For the say-on-pay proposal, 174,756,350 votes were cast for, 19,961,208 against and 272,082 abstentions, with 11,023,725 broker non-votes. The PricewaterhouseCoopers LLP ratification received 188,298,583 votes for, 17,584,882 against and 129,900 abstentions. The filing reports these results and does not describe any further actions or board commentary.

May 18, 2022 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Apr 27, 2022)

Masco Corporation reported first quarter 2022 results on April 27, 2022, with net sales rising 12 percent to $2,201 million (13 percent in local currency). Operating profit was $353 million, down from $365 million a year earlier, and operating margin fell to 16.0 percent from 18.5 percent. Gross margin decreased to 32.0 percent from 35.5 percent. Reported diluted earnings per share were $0.97, compared with $0.34, while adjusted earnings per share increased 7 percent to $0.95 from $0.89. Net income attributable to Masco Corporation was $233 million, up from $94 million. The company returned $431 million to shareholders through dividends and share repurchases during the quarter, including $364 million for the repurchase of 6.1 million shares. Cash and cash investments declined to $479 million at March 31, 2022, from $926 million at December 31, 2021, while notes payable rose to $273 million and total liquidity was $1,216 million. Working capital increased to $1,728 million from $1,328 million a year earlier, and cash used for operating activities widened to $227 million from $89 million. Management raised its 2022 adjusted earnings per share outlook to $4.15 to $4.35 from $4.10 to $4.30. Reported earnings per share guidance is $4.12 to $4.32. Management stated that demand for its products remains healthy and that it is offsetting ongoing inflation while still driving volume growth.

Apr 27, 2022 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Feb 8, 2022)

Masco Corporation reported fourth-quarter 2021 net sales up 9 percent to $2,022 million, with operating profit of $218 million and adjusted operating profit of $265 million. Income from continuing operations per share was $0.55 on a reported basis and $0.67 as adjusted, compared with $0.73 and $0.75 a year earlier. Q4 results included a $45 million goodwill impairment charge. Reported gross margin fell 490 basis points to 30.6 percent, and operating margin fell 570 basis points to 10.8 percent. In local currency, North American sales rose 11 percent and international sales rose 3 percent. For full-year 2021, net sales increased 17 percent to $8,375 million, and adjusted operating profit grew 11 percent to $1,454 million. Reported income from continuing operations per share declined 47 percent to $1.62, reflecting a $415 million pension reversion charge tied to terminated plans. Adjusted income from continuing operations per share grew 19 percent to $3.70. Masco returned $1,237 million to shareholders through buybacks and dividends. Total liquidity at year-end was $1,926 million, and net cash from operating activities was $930 million. Looking ahead, Masco expects 2022 income from continuing operations per share of $4.06 to $4.26, or $4.10 to $4.30 on an adjusted basis. Management anticipates margin expansion in 2022. The Board declared a quarterly dividend of $0.28 per share, a 19 percent increase, payable March 14, 2022, to holders of record on February 25, 2022. Management said the increase is consistent with a target dividend payout ratio of approximately 30 percent.

Feb 8, 2022 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Feb 7, 2022)

Masco Corporation filed this Form 8-K on February 7, 2022 to report an executive officer appointment under Item 5.02. On February 4, 2022, the Board of Directors elected Robin Zondervan, 42, as Vice President, Controller and Chief Accounting Officer, effective February 14, 2022. She joins from Steelcase Inc., where she served as Vice President, Corporate Controller and Chief Accounting Officer since April 2021, and previously held controller and assistant controller roles from March 2014. The filing sets out her compensation package. She will receive an annual base salary of $325,000, a target opportunity of 40% of base salary under both the discretionary annual performance program and the Long Term Incentive Program, with payouts capped at 200% of target. She will also receive a one-time cash sign-on bonus of $100,000 and an initial equity award of 4,500 restricted stock units, plus relocation assistance and other executive benefits. The filing states there are no related-party transactions under Item 404(a) of Regulation S-K and no family relationships with any director or executive officer. Item 9.01 lists her employment offer letter dated January 6, 2022 as the only exhibit. The filing contains no financial results or guidance, so the announcement is primarily a governance and leadership-continuity event for investors.

Feb 7, 2022 8-K

Material AgreementsFinancial EventsExhibits & Filings

Masco 8-K Report, Material Agreement (Dec 22, 2021)

Masco Corporation entered into Amendment No. 1 to its existing Credit Agreement dated as of March 13, 2019, among Masco and Masco Europe S.à r.l., as borrowers, the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent, on December 22, 2021. The amendment is disclosed under Item 1.01 (Entry into a Material Definitive Agreement) and Item 2.03 (Creation of a Direct Financial Obligation), with the amended agreement filed as Exhibit 10. The amendment makes three principal changes. It expands the "Agreed Currencies" for which loans may be denominated outside the swingline facility to include British Pounds Sterling and Canadian Dollars, together with their applicable interest rate benchmarks. It replaces LIBOR with the Euro Interbank Offered Rate (EURIBOR) as the benchmark for loans denominated in Euros. It also adds mechanics for replacing a benchmark for an applicable Agreed Currency upon certain specified events. For U.S. dollar loans, the amended agreement sets the replacement benchmark upon the eventual discontinuation of LIBOR, with a benchmark adjustment based on the historical relationship to LIBOR. The replacement may be term SOFR plus a spread, daily simple SOFR plus a spread, or another alternative index selected by the Administrative Agent and the Company. The filing does not state borrowing amounts, commitment sizes, or pricing terms.

Dec 22, 2021 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Oct 27, 2021)

Masco Corporation reported third quarter 2021 net sales of $2,204 million, an 11 percent increase from the prior year period. In local currency and excluding acquisitions and divestitures, net sales rose nine percent, with North American sales up nine percent and international sales up 15 percent in local currency. Profitability declined: operating profit fell nine percent to $385 million, operating margin was 17.5 percent versus 21.4 percent a year earlier, and gross margin decreased 370 basis points to 34.2 percent. Diluted earnings per share from continuing operations were $0.89, compared with $1.05, and adjusted earnings per share from continuing operations were $0.99, compared with $1.06. Management attributed the margin compression to persistent inflation and supply chain challenges, which it said it offset in part through pricing and cost productivity actions. Masco returned $186 million to shareholders in the quarter through dividends and share repurchases, bringing year-to-date dividends and repurchases to $1.0 billion. Liquidity was $1,854 million as of September 30, 2021, including revolver availability. The company narrowed its full-year 2021 guidance: expected earnings per share from continuing operations is now $1.67 to $1.73, and adjusted earnings per share is $3.67 to $3.73, down from the previous adjusted range of $3.65 to $3.75 at the top end. Management said adjusted EPS would represent approximately 19 percent growth at the midpoint compared with 2020, and expects margin expansion and double-digit adjusted EPS growth in 2022. The board declared a quarterly dividend of $0.235 per share, payable November 29, 2021, to holders of record on November 12, 2021. The filing attaches a press release (Exhibit 99) containing the third quarter results, reconciliations of GAAP to adjusted measures, balance sheet and cash flow data, and segment information. Plumbing Products net sales rose 16 percent to $1,329 million, while Decorative Architectural Products net sales rose four percent to $875 million.

Oct 27, 2021 8-K

Leadership Changes

Masco 8-K Report, Executive Changes (Sep 7, 2021)

Masco Corporation (MAS) filed this Form 8-K dated September 7, 2021 to report a single management change. On that date, John P. Lindow, Vice President, Controller and Chief Accounting Officer, notified the Company of his intent to retire on or about March 1, 2022. The filing is brief and reports no financial results, guidance, or other operational information. The filing is signed by John G. Sznewajs, Vice President and Chief Financial Officer. It is filed under Item 5.02, which covers departures of directors or certain officers, and it does not describe a successor or any change in compensatory arrangements. For investors, the disclosure is limited to a planned retirement roughly six months after the filing date. It does not indicate any financial impact or change in the Company's reporting.

Sep 7, 2021 8-K

Earnings & ResultsExhibits & Filings

Masco 8-K Report, Financial Results (Jul 29, 2021)

Masco Corporation reported second quarter 2021 results in an 8-K furnished under Item 2.02, with the full press release attached as Exhibit 99. Net sales rose 24 percent to $2,179 million, and in local currency sales increased 21 percent. Operating profit increased 29 percent to $437 million, and adjusted operating profit increased 27 percent to $438 million. The company reported a loss of $(0.14) per share from continuing operations, driven by the settlement of its domestic qualified defined-benefit pension plans, which added $413 million of pension costs associated with terminated plans to pre-tax results. Adjusted earnings per share from continuing operations increased 34 percent to $1.14. The company repurchased 6.6 million shares for $447 million during the quarter and returned $507 million to shareholders through dividends and buybacks. Plumbing Products net sales increased 53 percent, while Decorative Architectural Products net sales decreased five percent. Liquidity as of June 30, 2021 was $1,769 million, including $1,000 million of revolver availability. Masco raised its 2021 guidance, now anticipating income from continuing operations per share of $1.74 to $1.84 and adjusted income from continuing operations per share of $3.65 to $3.75, up from the prior $3.50 to $3.70 range. The board declared a quarterly dividend of $0.235 per share, payable August 30, 2021.

Jul 29, 2021 8-K

Shareholder Matters

Masco 8-K Report, Shareholder Vote Results (May 18, 2021)

Masco Corporation reported in this Form 8-K, under Item 5.07 (Submission of Matters to a Vote of Security Holders), the results of its Annual Meeting of Stockholders held on May 12, 2021. As of the record date, 253,903,938 shares of common stock were outstanding and entitled to vote. Stockholders elected three Class III directors to serve until the Annual Meeting in 2024, approved on a non-binding advisory basis the compensation paid to the named executive officers, and ratified the selection of PricewaterhouseCoopers LLP as independent auditors for 2021. All three proposals were approved. Mark R. Alexander received 203,132,124 votes for and 9,659,724 against, Marie A. Ffolkes received 210,960,193 votes for and 1,738,758 against, and John C. Plant received 143,252,257 votes for and 69,408,437 against, with each director also recording abstentions and broker non-votes of 9,874,862. The say-on-pay proposal received 196,475,257 votes for and 16,161,807 against, with 344,187 abstentions. The auditor ratification received 205,186,640 votes for and 17,526,023 against, with 143,450 abstentions. The filing is a routine procedural disclosure of shareholder voting outcomes. It contains no new financial results, guidance, or transactions. The largest opposition in the filing is to Mr. Plant's election, which drew 69,408,437 votes against, compared with 1,738,758 against for Ms. Ffolkes.

May 18, 2021

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