0001140361-22-046182.txt : 20221219 0001140361-22-046182.hdr.sgml : 20221219 20221219203121 ACCESSION NUMBER: 0001140361-22-046182 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: Young Mark A. CENTRAL INDEX KEY: 0001630133 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41545 FILM NUMBER: 221472658 MAIL ADDRESS: STREET 1: 701 LIMA AVENUE CITY: FINDLAY STATE: OH ZIP: 45840 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MasterBrand, Inc. CENTRAL INDEX KEY: 0001941365 STANDARD INDUSTRIAL CLASSIFICATION: WOOD HOUSEHOLD FURNITURE, (NO UPHOLSTERED) [2511] IRS NUMBER: 883479920 STATE OF INCORPORATION: DE FISCAL YEAR END: 1225 BUSINESS ADDRESS: STREET 1: ONE MASTERBRAND CABINETS DRIVE CITY: JASPER STATE: IN ZIP: 47546 BUSINESS PHONE: 812-482-2527 MAIL ADDRESS: STREET 1: ONE MASTERBRAND CABINETS DRIVE CITY: JASPER STATE: IN ZIP: 47546 4 1 form4.xml X0306 4 2022-12-15 0001941365 MasterBrand, Inc. MBC 0001630133 Young Mark A. ONE MASTERBRAND CABINETS DRIVE JASPER IN 47546 true VP, Chief Accounting Officer Common Stock, par value $0.01 per share 2022-12-15 4 A 0 13077 0 A 13077 D Common Stock, par value $0.01 per share 2022-12-15 4 A 0 15228 0 A 28305 D In connection with the separation of the Issuer from Fortune Brands Home & Security, Inc. ("FBHS"), effective December 14, 2022 (the "Spin-Off"), each FBHS restricted stock unit ("RSU") held at the close of business on December 14, 2022 (the "Distribution Date") by any Cabinets Service Provider (as defined in the Employee Matters Agreement, dated December 14, 2022, filed as Exhibit 10.3 to the Form 8-K filed by the Issuer on December 15, 2022) was replaced with a substitute Issuer RSU in an amount equal to the number of FBHS RSUs multiplied by a fraction, the numerator of which is the volume-weighted average price of FBHS common stock on the trading day immediately prior to the Distribution Date, and the denominator of which is the volume-weighted average price of the Issuer's common stock ("Common Stock") on the trading day immediately following the Distribution Date. [continued in footnote 2] [continued from footnote 1] Each substitute Issuer RSU shall vest based on the holder's continued employment or service with the Issuer, and shall otherwise have substantially the same terms and conditions as the corresponding FBHS RSU. In connection with the Spin-Off, the Reporting Person was granted 15,228 Issuer RSUs that vest in three ratable annual installments beginning on December 15, 2023, subject to the Reporting Person's continued employment with the Issuer. Each Issuer RSU represents a contingent right to receive one share of Common Stock. /s/ Andrean Horton, attorney-in-fact for Mark A. Young 2022-12-19