SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Allman Keith J.

(Last) (First) (Middle)
17450 COLLEGE PARKWAY

(Street)
LIVONIA MI 48152

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MASCO CORP /DE/ [ MAS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
03/06/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/06/2024 M 206,250 A $25.51 445,712 D(1)
Common Stock 03/06/2024 M 193,260 A $47.53 638,972 D(1)
Common Stock 03/06/2024 M 181,792 A $35.52 820,764 D(1)
Common Stock 03/06/2024 M 173,250 A $33.75 994,014 D(1)
Common Stock 03/06/2024 M 163,870 A $56.29 1,157,884 D(1)
Common Stock 03/06/2024 M 133,464 A $42.13 1,291,348 D(1)
Common Stock 03/06/2024 M 111,086 A $59.15 1,402,434 D(1)
Common Stock 03/06/2024 M 48,153 A $56.56 1,450,587 D(1)
Common Stock 03/06/2024 S 6,574 D $76.3752(2) 1,444,013 D(1)
Common Stock 03/06/2024 S 42,809 D $75.7113(3) 1,401,204 D(1)
Common Stock 03/06/2024 S 158,435 D $76.3655(4) 1,242,769 D(1)
Common Stock 03/06/2024 S 1,052,690 D $75.707(5) 190,079 D(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option $35.52 03/06/2024 M 181,792 (6) 02/07/2029 Common Stock 181,792 (7) 0.0000 D(1)
Employee Stock Option $59.15 03/06/2024 M 111,086 (8) 02/08/2032 Common Stock 111,086 (7) 55,544 D(1)
Employee Stock Option $42.13 03/06/2024 M 133,464 (9) 02/09/2028 Common Stock 133,464 (7) 0.0000 D(1)
Employee Stock Option $56.29 03/06/2024 M 163,870 (10) 02/09/2031 Common Stock 163,870 (7) 0.0000 D(1)
Employee Stock Option $25.51 03/06/2024 M 206,250 (11) 02/10/2026 Common Stock 206,250 (7) 0.0000 D(1)
Employee Stock Option $33.75 03/06/2024 M 173,250 (12) 02/10/2027 Common Stock 173,250 (7) 0.0000 D(1)
Employee Stock Option $47.53 03/06/2024 M 193,260 (13) 02/11/2030 Common Stock 193,260 (7) 0.0000 D(1)
Employee Stock Option $56.56 03/06/2024 M 48,153 (14) 02/13/2033 Common Stock 48,153 (7) 96,307 D(1)
Explanation of Responses:
1. The reported transaction occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 6, 2023.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.26 to $76.87, inclusive. The reporting person undertakes to provide to Masco Corporation, any security holder of Masco Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2), (3), (4) and (5) to this Form 4.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.21 to $76.19, inclusive.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.20 to $77.00, inclusive.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.20 to $76.19, inclusive.
6. This option became exercisable in five equal annual installments commencing February 7, 2020.
7. Grant of option under the Masco Corporation 2014 Long Term Stock Incentive Plan in transactions exempt under Rule 16b-3.
8. This option is exercisable in three approximately equal annual installments commencing February 8, 2023.
9. This option became exercisable in five equal annual installments commencing February 9, 2019.
10. This option became exercisable in three approximately equal annual installments commencing February 9, 2022.
11. This option became exercisable in five equal annual installments commencing February 10, 2017.
12. This option became exercisable in five equal annual installments commencing February 10, 2018.
13. This option became exercisable in three equal annual installments commencing February 11, 2021.
14. This option is exercisable in three approximately equal annual installments commencing February 13, 2024.
Yvette M. VanRiper by Power of Attorney 03/08/2024
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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