← Filings of MAS
| | Page No. |
| PART I. | FINANCIAL INFORMATION | |
| Item 1. | Financial Statements (Unaudited): | |
| Condensed Consolidated Balance Sheets — as at September 30, 2018 and December 31, 2017 | 1 |
| Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2018 and 2017 | 2 |
| Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended September 30, 2018 and 2017 | 3 |
| Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2018 and 2017 | 4 |
| Consolidated Statements of Shareholders’ Equity for the Nine Months Ended September 30, 2018 and 2017 | 5 |
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Table 2 after “(In Millions, Except Share Data)”
| September 30, 2018 | December 31, 2017 | |
| ASSETS | | | |
| Current Assets: | | | |
| Cash and cash investments | $569 | | $1,194 |
| Short-term bank deposits | — | | 108 |
| Receivables | 1,298 | | 1,066 |
| Prepaid expenses and other | 118 | | 111 |
| Inventories: | | | |
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Table 3 after “(In Millions, Except Per Common Share Data)”
| Three Months Ended September 30, | Nine Months Ended September 30, | | | | |
| 2018 | 2017 | | 2018 | 2017 | |
| Net sales | $2,101 | | $1,945 | | $6,318 | $5,789 |
| Cost of sales | 1,434 | | 1,288 | | 4,282 | 3,781 |
| Gross profit | 667 | | 657 | | 2,036 | 2,008 |
| Selling, general and administrative expenses | 367 | | 348 | | 1,134 | 1,070 |
| Operating profit | 300 | | 309 | | 902 | 938 |
| Other income (expense), net: | | | | | | |
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Table 4 after “(In Millions)”
| Three Months Ended September 30, | Nine Months Ended September 30, | | | | |
| 2018 | 2017 | | 2018 | 2017 | |
| Net income | $191 | | $164 | | $576 | $488 |
| Less: Net income attributable to noncontrolling interest | 11 | | 12 | | 36 | 35 |
| Net income attributable to Masco Corporation | $180 | | $152 | | $540 | $453 |
| Other comprehensive income (loss), net of tax (Note L): | | | | | | |
| Cumulative translation adjustment | $1 | | $33 | | $(14) | $119 |
| Interest rate swaps | — | | — | | 1 | 2 |
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Table 5 after “(In Millions)”
| Nine Months Ended September 30, | | |
| 2018 | 2017 | |
| CASH FLOWS FROM (FOR) OPERATING ACTIVITIES: | | | |
| Cash provided by operations | $729 | | $749 |
| Increase in receivables | (182) | | (232) |
| Increase in inventories | (62) | | (136) |
| Increase in accounts payable and accrued liabilities, net | 169 | | 86 |
| Net cash from operating activities | 654 | | 467 |
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Table 6 after “(In Millions, Except Per Common Share Data)”
| Total | Common Shares ($1 par value) | | Paid-InCapital | Retained (Deficit) Earnings | | AccumulatedOtherComprehensive (Loss) Income | | NoncontrollingInterest | | |
| Balance, January 1, 2017 | $(103) | | $318 | | $— | | | $(381) | | $(235) | $195 |
| Cumulative effect of adoption of new revenue recognition accounting standard | 6 | | | | | | | 6 | | | |
| Adjusted balance, January 1, 2017 | (97) | | 318 | | — | | | (375) | | (235) | 195 |
| Total comprehensive income | 620 | | | | | | | 453 | | 108 | 59 |
| Shares issued | (14) | | 2 | | (16) | | | | | | |
| Shares retired: | | | | | | | | | | | |
| Repurchased | (312) | | (8) | | (6) | | | (298) | | | |
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Table 7 after “The recasted impact of the adoptions of ASC 606 and ASU 2017-07 to our previously reported operating results and basic and diluted income pe”
| Year Ended December 31, 2016 | | | | | | |
| Net Sales | Operating Profit (Loss) | | | | | |
| As Reported | As Recasted | | As Reported | As Recasted | | |
| Operations by segment: | | | | | | | |
| Plumbing Products | $3,526 | | $3,529 | | $642 | | $654 |
| Decorative Architectural Products | 2,092 | | 2,092 | | 430 | | 433 |
| Cabinetry Products | 970 | | 970 | | 93 | | 97 |
| Windows and Other Specialty Products | 769 | | 770 | | (3) | | (3) |
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Table 8 after “A. ACCOUNTING POLICIES (Continued)”
| Three Months Ended March 31, 2017 | | | | | | |
| Net Sales | Operating Profit (Loss) | | | | | |
| As Reported | As Recasted | | As Reported | As Recasted | | |
| Operations by segment: | | | | | | | |
| Plumbing Products | $863 | | $872 | | $156 | | $162 |
| Decorative Architectural Products | 505 | | 496 | | 101 | | 94 |
| Cabinetry Products | 231 | | 231 | | 16 | | 16 |
| Windows and Other Specialty Products | 178 | | 179 | | 6 | | 8 |
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Table 9 after “A. ACCOUNTING POLICIES (Continued)”
| Three Months Ended June 30, 2017 | | Six Months Ended June 30, 2017 | | | | | | | | | | | | | | | | |
| Net Sales | | Operating Profit (Loss) | | Net Sales | Operating Profit (Loss) | | | | | | | | | | | | | |
| As Reported | | As Recasted | | As Reported | As Recasted | | As Reported | | As Recasted | | As Reported | As Recasted | | | | | | |
| Operations by segment: | | | | | | | | | | | | | | | | | | | |
| Plumbing Products | $949 | | | $949 | | $198 | | | $200 | | | $1,812 | | $1,821 | | | $354 | | $362 |
| Decorative Architectural Products | 653 | | | 661 | | 141 | | | 149 | | | 1,158 | | 1,157 | | | 242 | | 243 |
| Cabinetry Products | 251 | | | 251 | | 30 | | | 31 | | | 482 | | 482 | | | 46 | | 47 |
| Windows and Other Specialty Products | 204 | | | 205 | | 18 | | | 18 | | | 382 | | 384 | | | 24 | | 26 |
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Table 10 after “A. ACCOUNTING POLICIES (Continued)”
| Three Months Ended September 30, 2017 | | Nine Months Ended September 30, 2017 | | | | | | | | | | | | | | | | |
| Net Sales | | Operating Profit (Loss) | | Net Sales | Operating Profit (Loss) | | | | | | | | | | | | | |
| As Reported | | As Recasted | | As Reported | As Recasted | | As Reported | | As Recasted | | As Reported | As Recasted | | | | | | |
| Operations by segment: | | | | | | | | | | | | | | | | | | | |
| Plumbing Products | $951 | | | $950 | | $175 | | | $175 | | | $2,763 | | $2,771 | | | $529 | | $537 |
| Decorative Architectural Products | 553 | | | 562 | | 104 | | | 112 | | | 1,711 | | 1,719 | | | 346 | | 355 |
| Cabinetry Products | 229 | | | 229 | | 19 | | | 20 | | | 711 | | 711 | | | 65 | | 67 |
| Windows and Other Specialty Products | 203 | | | 204 | | 23 | | | 24 | | | 585 | | 588 | | | 47 | | 50 |
First 8 of 17 rows. The download has all of them.
Table 11 after “A. ACCOUNTING POLICIES (Continued)”
| Three Months Ended December 31, 2017 | | Year Ended December 31, 2017 | | | | | | | | | | | | | | | | |
| Net Sales | | Operating Profit (Loss) | | Net Sales | Operating Profit (Loss) | | | | | | | | | | | | | |
| As Reported | | As Recasted | | As Reported | As Recasted | | As Reported | | As Recasted | | As Reported | As Recasted | | | | | | |
| Operations by segment: | | | | | | | | | | | | | | | | | | | |
| Plumbing Products | $972 | | | $961 | | $169 | | | $165 | | | $3,735 | | $3,732 | | | $698 | | $702 |
| Decorative Architectural Products | 494 | | | 487 | | 88 | | | 83 | | | 2,205 | | 2,206 | | | 434 | | 438 |
| Cabinetry Products | 223 | | | 223 | | 25 | | | 25 | | | 934 | | 934 | | | 90 | | 92 |
| Windows and Other Specialty Products | 185 | | | 182 | | 5 | | | 4 | | | 770 | | 770 | | | 52 | | 54 |
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Table 12 after “. Receipt of additional information to complete such analysis and finalization of the valuation is still in process, and, as a result, the a”
| Initial | Revised | |
| Receivables | $101 | | $101 |
| Inventories | 173 | | 169 |
| Other current assets | 5 | | 5 |
| Property and equipment | 33 | | 33 |
| Goodwill | 46 | | 59 |
| Other intangible assets | 243 | | 240 |
| Accounts payable | (24) | | (24) |
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Table 13 after “Our revenues are derived primarily from sales to customers in North America and Internationally, principally Europe. Net sales from these ge”
| Three Months Ended September 30, 2018 | | | | | | | |
| Plumbing Products | Decorative Architectural Products | | Cabinetry Products | Windows and Other Specialty Products | Total | | |
| Primary geographic markets: | | | | | | | | |
| North America | $653 | | $673 | | $239 | | $159 | $1,724 |
| International, principally Europe | 339 | | — | | — | | 38 | 377 |
| Total | $992 | | $673 | | $239 | | $197 | $2,101 |
Table 14 after “Our revenues are derived primarily from sales to customers in North America and Internationally, principally Europe. Net sales from these ge”
| Nine Months Ended September 30, 2018 | | | | | | | |
| Plumbing Products | Decorative Architectural Products | | Cabinetry Products | Windows and Other Specialty Products | Total | | |
| Primary geographic markets: | | | | | | | | |
| North America | $1,905 | | $2,024 | | $724 | | $459 | $5,112 |
| International, principally Europe | 1,090 | | — | | — | | 116 | 1,206 |
| Total | $2,995 | | $2,024 | | $724 | | $575 | $6,318 |
Table 15 after “Our revenues are derived primarily from sales to customers in North America and Internationally, principally Europe. Net sales from these ge”
| Three Months Ended September 30, 2017 | | | | | | | |
| Plumbing Products | Decorative Architectural Products | | Cabinetry Products | Windows and Other Specialty Products | Total | | |
| Primary geographic markets: | | | | | | | | |
| North America | $599 | | $562 | | $216 | | $161 | $1,538 |
| International, principally Europe | 351 | | — | | 13 | | 43 | 407 |
| Total | $950 | | $562 | | $229 | | $204 | $1,945 |
Table 16 after “D. REVENUE (Concluded)”
| Nine Months Ended September 30, 2017 | | | | | | | |
| Plumbing Products | Decorative Architectural Products | | Cabinetry Products | Windows and Other Specialty Products | Total | | |
| Primary geographic markets: | | | | | | | | |
| North America | $1,761 | | $1,719 | | $673 | | $465 | $4,618 |
| International, principally Europe | 1,010 | | — | | 38 | | 123 | 1,171 |
| Total | $2,771 | | $1,719 | | $711 | | $588 | $5,789 |
Table 17 after “, by segment, were as follows, in millions:”
| Gross Goodwill At September 30, 2018 | Accumulated Impairment Losses | | Net Goodwill At September 30, 2018 | |
| Plumbing Products | $571 | | $(340) | | $231 |
| Decorative Architectural Products | 353 | | (75) | | 278 |
| Cabinetry Products | 181 | | — | | 181 |
| Windows and Other Specialty Products | 717 | | (511) | | 206 |
| Total | $1,822 | | $(926) | | $896 |
Table 18 after “, by segment, were as follows, in millions:”
| Gross Goodwill At December 31, 2017 | Accumulated ImpairmentLosses | | Net Goodwill At December 31, 2017 | Additions (A) | Other (B) | | Net Goodwill At September 30, 2018 | | |
| Plumbing Products | $574 | | $(340) | | $234 | | $— | | $(3) | $231 |
| Decorative Architectural Products | 294 | | (75) | | 219 | | 59 | | — | 278 |
| Cabinetry Products | 181 | | — | | 181 | | — | | — | 181 |
| Windows and Other Specialty Products | 718 | | (511) | | 207 | | — | | (1) | 206 |
| Total | $1,767 | | $(926) | | $841 | | $59 | | $(4) | $896 |
Table 19 after “The pre-tax gains (losses) included in our condensed consolidated statements of operations were as follows, in millions:”
| Three Months Ended September 30, | Nine Months Ended September 30, | | | | |
| 2018 | 2017 | | 2018 | 2017 | |
| Foreign currency contracts: | | | | | | |
| Exchange contracts | $— | | $(1) | | $1 | $(1) |
| Forward contracts | (1) | | 1 | | (1) | 1 |
| Interest rate swaps | — | | — | | (1) | (3) |
| Total loss | $(1) | | $— | | $(1) | $(3) |
Table 20 after “Changes in our warranty liability were as follows, in millions:”
| Nine Months Ended September 30, 2018 | Twelve Months Ended December 31, 2017 | |
| Balance at January 1 | $205 | | $192 |
| Accruals for warranties issued during the period | 60 | | 63 |
| Accruals related to pre-existing warranties | 1 | | 9 |
| Settlements made (in cash or kind) during the period | (49) | | (59) |
| Other, net (including currency translation) | 1 | | — |
| Balance at end of period | $218 | | $205 |
Table 21 after “Pre-tax compensation expense for these stock-based incentives was as follows, in millions:”
| Three Months Ended September 30, | Nine Months Ended September 30, | | | | |
| 2018 | 2017 | | 2018 | 2017 | |
| Long-term stock awards | $5 | | $6 | | $17 | $19 |
| Stock options | 1 | | — | | 3 | 2 |
| Restricted stock units | 1 | | — | | 3 | 1 |
| Phantom stock awards and stock appreciation rights | 1 | | 2 | | — | 7 |
| Total | $8 | | $8 | | $23 | $29 |
Table 22 after “Our long-term stock award activity was as follows, shares in millions:”
| Nine Months Ended September 30, | | |
| 2018 | 2017 | |
| Unvested stock award shares at January 1 | 3 | | 4 |
| Weighted average grant date fair value | $24 | | $20 |
| Stock award shares granted | 1 | | 1 |
| Weighted average grant date fair value | $42 | | $34 |
| Stock award shares vested | 2 | | 2 |
| Weighted average grant date fair value | $21 | | $18 |
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Table 23 after “Our stock option activity was as follows, shares in millions:”
| | Nine Months Ended September 30, | | | |
| | 2018 | | 2017 | |
| Option shares outstanding, January 1 | | 5 | | | 7 |
| Weighted average exercise price | $16 | | $15 | | |
| Option shares granted | | — | | | — |
| Weighted average exercise price | $42 | | $34 | | |
| Option shares exercised | | 1 | | | 1 |
| Aggregate intrinsic value on date of exercise (A) | $47 million | | $36 million | | |
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Table 24 after “The weighted average grant date fair value of option shares granted and the assumptions used to estimate those values using a Black-Scholes ”
| Nine Months Ended September 30, | | |
| 2018 | 2017 | |
| Weighted average grant date fair value | $12.52 | | $9.68 |
| Risk-free interest rate | 2.71% | | 2.16% |
| Dividend yield | 1.00% | | 1.19% |
| Volatility factor | 29.00% | | 30.00% |
| Expected option life | 6 years | | 6 years |
Table 25 after “Net periodic pension cost for our defined-benefit pension plans, with the exception of service cost, is recorded in other income (expense), ”
| Three Months Ended September 30, | | | | | |
| 2018 | 2017 | | | | |
| Qualified | Non-Qualified | | Qualified | Non-Qualified | |
| Service cost | $1 | | $— | | $1 | $— |
| Interest cost | 8 | | 1 | | 11 | 2 |
| Expected return on plan assets | (12) | | — | | (12) | — |
| Amortization of net loss | 4 | | 1 | | 5 | 1 |
| Net periodic pension cost | $1 | | $2 | | $5 | $3 |
Table 26 after “Net periodic pension cost for our defined-benefit pension plans, with the exception of service cost, is recorded in other income (expense), ”
| Nine Months Ended September 30, | | | | | |
| 2018 | 2017 | | | | |
| Qualified | Non-Qualified | | Qualified | Non-Qualified | |
| Service cost | $2 | | $— | | $2 | $— |
| Interest cost | 28 | | 4 | | 36 | 5 |
| Expected return on plan assets | (36) | | — | | (36) | — |
| Amortization of net loss | 13 | | 2 | | 15 | 2 |
| Net periodic pension cost | $7 | | $6 | | $17 | $7 |
Table 27 after “The reclassifications from accumulated other comprehensive loss to the condensed consolidated statements of operations were as follows, in m”
| Amounts Reclassified | | | | | | | | |
| Accumulated Other Comprehensive Loss | Three Months Ended September 30, | | Nine Months Ended September 30, | | Statement of Operations Line Item | | | | |
| 2018 | | 2017 | | 2018 | | 2017 | | | |
| Amortization of defined-benefit pension and other postretirement benefits: | | | | | | | | | |
| Actuarial losses, net | $5 | | | $6 | | | $15 | $17 | Other income (expense), net |
| Tax benefit | (1) | | | (2) | | | (3) | (6) | |
| Net of tax | $4 | | | $4 | | | $12 | $11 | |
| Interest rate swaps | $— | | | $— | | | $1 | $3 | Interest expense |
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Table 28 after “Information by segment and geographic area was as follows, in millions:”
| Three Months Ended September 30, | Nine Months Ended September 30, | | | | | | | | | | | | | |
| 2018 | 2017 | | 2018 | 2017 | 2018 | | 2017 | 2018 | 2017 | | | | | |
| Net Sales (A) | Operating Profit (Loss) | | Net Sales(A) | Operating Profit (Loss) | | | | | | | | | | |
| Operations by segment: | | | | | | | | | | | | | | | |
| Plumbing Products | $992 | | $950 | | $177 | | $175 | | $2,995 | | $2,771 | | $534 | | $537 |
| Decorative Architectural Products | 673 | | 562 | | 104 | | 112 | | 2,024 | | 1,719 | | 338 | | 355 |
| Cabinetry Products | 239 | | 229 | | 23 | | 20 | | 724 | | 711 | | 62 | | 67 |
| Windows and Other Specialty Products | 197 | | 204 | | 16 | | 24 | | 575 | | 588 | | 28 | | 50 |
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Table 29 after “Other, net, which is included in other income (expense), net, was as follows, in millions:”
| Three Months Ended September 30, | Nine Months Ended September 30, | | | | |
| 2018 | 2017 | | 2018 | 2017 | |
| Gain on sale of business | $— | | $2 | | $— | $51 |
| Income from cash and cash investments and short-term bank deposits | 1 | | 1 | | 3 | 3 |
| Equity investment income, net | — | | — | | 2 | 1 |
| Realized gains from private equity funds | — | | — | | — | 2 |
| Impairment of private equity funds | — | | (2) | | — | (2) |
| Foreign currency transaction gains (losses) | 1 | | 3 | | (5) | 3 |
First 8 of 11 rows. The download has all of them.
Table 30 after “Reconciliations of the numerators and denominators used in the computations of basic and diluted income per common share were as follows, in”
| Three Months Ended September 30, | Nine Months Ended September 30, | | | | |
| 2018 | 2017 | | 2018 | 2017 | |
| Numerator (basic and diluted): | | | | | | |
| Net income | $180 | | $152 | | $540 | $453 |
| Less: Allocation to unvested restricted stock awards | 1 | | 1 | | 5 | 4 |
| Net income available to common shareholders | $179 | | $151 | | $535 | $449 |
| Denominator: | | | | | | |
| Basic common shares (based upon weighted average) | 304 | | 313 | | 307 | 315 |
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Table 31 after “The following table sets forth our net sales and operating profit margins by business segment and geographic area, dollars in millions:”
| Three Months Ended September 30, | Percent Change | | | |
| 2018 | 2017 | | 2018 vs. 2017 | |
| Net Sales: | | | | | |
| Plumbing Products | $992 | | $950 | | 4% |
| Decorative Architectural Products | 673 | | 562 | | 20% |
| Cabinetry Products | 239 | | 229 | | 4% |
| Windows and Other Specialty Products | 197 | | 204 | | (3)% |
| Total | $2,101 | | $1,945 | | 8% |
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Table 32 after “The following table sets forth our net sales and operating profit margins by business segment and geographic area, dollars in millions:”
| Nine Months Ended September 30, | Percent Change | | | |
| 2018 | 2017 | | 2018 vs. 2017 | |
| Net Sales: | | | | | |
| Plumbing Products | $2,995 | | $2,771 | | 8% |
| Decorative Architectural Products | 2,024 | | 1,719 | | 18% |
| Cabinetry Products | 724 | | 711 | | 2% |
| Windows and Other Specialty Products | 575 | | 588 | | (2)% |
| Total | $6,318 | | $5,789 | | 9% |
First 8 of 11 rows. The download has all of them.
Table 33 after “The following table sets forth our net sales and operating profit margins by business segment and geographic area, dollars in millions:”
| Three Months Ended September 30, | Nine Months Ended September 30, | | | | |
| 2018 | 2017 | | 2018 | 2017 | |
| Operating Profit Margins: (A) | | | | | | |
| Plumbing Products | 17.8% | | 18.4% | | 17.8% | 19.4% |
| Decorative Architectural Products | 15.5% | | 19.9% | | 16.7% | 20.7% |
| Cabinetry Products | 9.6% | | 8.7% | | 8.6% | 9.4% |
| Windows and Other Specialty Products | 8.1% | | 11.8% | | 4.9% | 8.5% |
| North America | 15.8% | | 17.9% | | 15.9% | 18.5% |
First 8 of 11 rows. The download has all of them.
Table 34 after “, respectively. The following table reconciles reported net sales to net sales, excluding acquisitions, divestitures and the effect of curre”
| Three Months Ended September 30, | Nine Months Ended September 30, | | | | |
| 2018 | 2017 | | 2018 | 2017 | |
| Net sales, as reported | $2,101 | | $1,945 | | $6,318 | $5,789 |
| Acquisitions | (111) | | — | | (264) | — |
| Divestitures | — | | (13) | | — | (67) |
| Net sales, excluding acquisitions and divestitures | 1,990 | | 1,932 | | 6,054 | 5,722 |
| Currency translation | 12 | | — | | (66) | — |
| Net sales, excluding acquisitions, divestitures and the effect of currency translation | $2,002 | | $1,932 | | $5,988 | $5,722 |
Table 35 after “under the 2017 share repurchase authorization:”
| Period | Total Number Of SharesPurchased | Average PricePaid PerCommon Share | | Total Number OfShares PurchasedAs Part OfPublicly AnnouncedPlans or Programs | Maximum Value OfShares That MayYet Be PurchasedUnder The Plans Or Programs | |
| 7/1/18-7/31/18 | 1,049,378 | | $38.27 | | 1,049,378 | $984,508,306 |
| 8/1/18-8/31/18 | 1,008,743 | | $38.97 | | 1,008,743 | 945,202,515 |
| 9/1/18-9/30/18 | 245,441 | | $37.89 | | 245,441 | 935,902,138 |
| Total for the period | 2,303,562 | | $38.53 | | 2,303,562 | $935,902,138 |
Table 36 after “Exhibits”
| 10 | – | Employment Offer Letter dated July 27, 2018 between Scott McDowell and Masco Corporation |
| 12 | – | Computation of Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends |
| 31a | – | Certification by Chief Executive Officer Required by Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934 |
| 31b | – | Certification by Chief Financial Officer Required by Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934 |
| 32 | – | Certification Required by Rule 13a-14(b) or 15d-14(b) of the Securities Exchange Act of 1934 and Section 1350 of Chapter 63 of Title 18 of the United States Code |
| 101 | – | Interactive Data File |