0001209191-22-061920.txt : 20221219 0001209191-22-061920.hdr.sgml : 20221219 20221219162632 ACCESSION NUMBER: 0001209191-22-061920 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221215 FILED AS OF DATE: 20221219 DATE AS OF CHANGE: 20221219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PHYFER CHERI M CENTRAL INDEX KEY: 0001708065 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35166 FILM NUMBER: 221471430 MAIL ADDRESS: STREET 1: 520 LAKE COOK ROAD CITY: DEERFIELD STATE: IL ZIP: 60015 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Fortune Brands Innovations, Inc. CENTRAL INDEX KEY: 0001519751 STANDARD INDUSTRIAL CLASSIFICATION: MILLWOOD, VENEER, PLYWOOD & STRUCTURAL WOOD MEMBERS [2430] IRS NUMBER: 621411546 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 520 LAKE COOK ROAD CITY: DEERFIELD STATE: IL ZIP: 60015 BUSINESS PHONE: 847-484-4400 MAIL ADDRESS: STREET 1: 520 LAKE COOK ROAD CITY: DEERFIELD STATE: IL ZIP: 60015 FORMER COMPANY: FORMER CONFORMED NAME: Fortune Brands Home & Security, Inc. DATE OF NAME CHANGE: 20110825 FORMER COMPANY: FORMER CONFORMED NAME: Fortune Brands Home & Security LLC DATE OF NAME CHANGE: 20110503 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-12-15 0 0001519751 Fortune Brands Innovations, Inc. FBIN 0001708065 PHYFER CHERI M FORTUNE BRANDS INNOVATIONS, INC. 520 LAKE COOK ROAD DEERFIELD IL 60015 0 1 0 0 EVP, Group President Common Stock, Par Value $0.01 2022-12-15 4 A 0 51820 0.00 A 88322 D Options (Right to Buy) 41.42 2020-03-05 2029-03-05 Common Stock 8441 8441 D Options (Right to Buy) 61.12 2021-02-28 2030-02-24 Common Stock 27234 27234 D Options (Right to Buy) 76.63 2022-02-28 2031-02-22 Common Stock 18197 18197 D Options (Right to Buy) 73.22 2022-12-07 2030-12-07 Common Stock 9913 9913 D Options (Right to Buy) 76.60 2023-02-28 2032-02-28 Common Stock 18589 18589 D Reflects the grant of restricted stock units ("RSUs") payable in shares of the issuer's common stock under its Long-Term Incentive Plans. Pursuant to the Employee Matters Agreement between the issuer and MasterBrand, Inc. dated December 14, 2022 (the "EMA"), in connection with the spin-off of MasterBrand, Inc. from the issuer, each performance share award held by the reporting person immediately before the Spin-Off has been replaced with an RSU award. The number of RSUs granted was based on the number of performance share awards that would have been earned based on projected performance through the end of the performance period. The RSUs vest at the end of the applicable performance period of the corresponding performance share award and are subject to continued employment through the original vesting date. Includes a total of 70,337 RSUs that have not yet vested or settled. Pursuant to the terms of the EMA, each RSU held by the reporting person immediately before the Spin-Off has been adjusted using a conversion ratio as defined in the EMA. Each adjusted RSU otherwise has substantially the same terms and conditions and shall continue to vest subject to continued employment with the issuer through the original vesting dates. Such adjustment is exempt from Section 16 of the Securities Exchange Act of 1934, as amended ("Exchange Act") pursuant to Rule 16a-9. Pursuant to the EMA, the strike price and the number of underlying shares of each unvested and vested but unexercised stock option held by the reporting person immediately before the Spin-Off was adjusted to preserve the intrinsic value of such award following the Spin-Off. Each adjusted option otherwise has substantially the same terms and conditions and shall continue to vest subject to continued employment with the issuer through the original vesting dates. Such adjustment is exempt from Section 16 of the Exchange Act pursuant to Rule 16a-9. /s/ Angela M. Pla, Attorney-in-Fact for Cheri M. Phyfer 2022-12-19