Form 8-K

8-K — MASCO CORP /DE/

Accession: 0000062996-26-000032

Filed: 2026-10-28

Period: 2026-10-28

CIK: 0000062996

SIC: 3430 (HEATING EQUIP, EXCEPT ELEC & WARM AIR & PLUMBING FIXTURES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — mas-20261028.htm (Primary)

EX-99 (a930268-kex99.htm)

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8-K

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): October 28, 2026

Masco Corporation

(Exact name of Registrant as Specified in Charter)

Delaware 1-5794 38-1794485

(State or Other Jurisdiction of

Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

17450 College Parkway, Livonia, Michigan 48152

(Address of Principal Executive Offices) (Zip Code)

(313) 274-7400

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange on which registered

Common Stock, $1.00 par value MAS New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

☐ Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

Attached and incorporated herein by reference as Exhibit 99 is a copy of the press release dated October 28, 2026 reporting Masco Corporation’s financial results for the third quarter 2026 and certain other information and supplemental information prepared for use in connection with the financial results for the third quarter 2026. On October 28, 2026, Masco Corporation will hold an investor conference call and webcast to discuss financial results for the third quarter 2026.

This information, including Exhibit 99 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99 Press Release of Masco Corporation dated October 28, 2026 reporting Masco Corporation’s financial results for the third quarter 2026 and certain other information and supplemental information prepared for use in connection with the financial results for the third quarter 2026.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

MASCO CORPORATION

By: /s/ Richard J. Westenberg

Name:

Richard J. Westenberg

Title:

Vice President, Chief Financial Officer and Treasurer

October 28, 2026

EX-99

Filename: a930268-kex99.htm · Sequence: 2

Document

Exhibit 99

MASCO CORPORATION REPORTS THIRD QUARTER 2026 RESULTS

Highlights

•Net sales increased 3 percent to $1,966 million; net sales increased 4 percent excluding our divestiture and currency

•Operating profit margin was 17.2 percent; adjusted operating profit margin was 17.9 percent

•Earnings per share were $1.17; adjusted earnings per share grew 23 percent to $1.19 per share

•Returned $322 million to shareholders through dividends and share repurchases

•Expect 2026 earnings per share in the range of $4.51 - $4.61 per share, and on an adjusted basis, $4.65 - $4.75 per share

LIVONIA, Mich. (October 28, 2026) - Masco Corporation (NYSE: MAS), one of the world’s leading manufacturers of branded home improvement and building products, reported its third quarter 2026 results.

2026 Third Quarter Results

•On a reported basis, compared to the third quarter 2025:

•Net sales increased 3 percent to $1,966 million; in local currency and excluding our divestiture of Bristan, net sales increased 4 percent

◦Plumbing Products’ net sales increased 4 percent; in local currency and excluding our divestiture, net sales increased 5 percent

◦Decorative Architectural Products’ net sales were flat to the prior year

◦In local currency, North American net sales increased 5 percent

◦In local currency, International net sales decreased 5 percent and excluding our divestiture, decreased 1 percent

•Gross margin increased 240 basis points to 36.6 percent from 34.2 percent

•Operating profit increased 12 percent to $338 million from $303 million

•Operating margin increased 140 basis points to 17.2 percent from 15.8 percent

•Net income per common share increased 30 percent to $1.17, compared to $0.90

•Compared to the third quarter 2025, results for key financial measures, as adjusted for certain items (see Exhibit A) and applying a normalized tax rate of 24.5 percent, were as follows:

•Gross margin increased 250 basis points to 37.1 percent from 34.6 percent

•Operating profit increased 13 percent to $351 million from $312 million

•Operating margin increased 160 basis points to 17.9 percent from 16.3 percent

•Net income per common share increased 23 percent to $1.19, compared to $0.97

•Liquidity at the end of the third quarter was $1,610 million (including availability under our revolving credit facility)

“Our strong third quarter results reflect the strength of our teams, the disciplined execution of our strategy, and the resilience of our business,” said Masco’s President and CEO, Jon Nudi. “We are executing well against our strategy, delivering above-market growth and building momentum throughout the organization. In the third quarter, net sales increased 3 percent, or 4 percent excluding the impacts of our divestiture and currency, adjusted operating margin expanded 160 basis points to 17.9 percent, and adjusted earnings per share grew 23 percent. In addition, we returned $322 million to shareholders through dividends and share repurchases, demonstrating the strength of our cash flow generation and our ongoing commitment to disciplined capital allocation and shareholder value creation.”

“Based on the strength of our operational performance year-to-date, we now expect adjusted earnings per share to be in the range of $4.65 to $4.75, compared to our previous guidance range of $4.40 to $4.60,” continued Nudi. “While we expect the demand environment to remain challenged in the near term, the long-term fundamentals of the repair and remodel market remain strong, and we are executing well. We remain confident in our ability to leverage the power of our industry-leading brands, to expand our commercial capabilities and to drive operational excellence to create long-term shareholder value.”

Dividend Declaration

Masco’s Board of Directors declared a quarterly dividend of $0.32 per share, payable on November 23, 2026 to shareholders of record on November 6, 2026.

About Masco

Headquartered in Livonia, Michigan, Masco Corporation is a global leader in the design, manufacture and distribution of branded home improvement and building products. Our portfolio of industry leading brands includes Behr® paint; Delta® and hansgrohe® faucets, bath and shower fixtures; Liberty® branded decorative and functional hardware; and HotSpring® spas. We leverage our powerful brands across product categories, sales channels and geographies to create value for our customers and shareholders. For more information about Masco Corporation, visit www.masco.com.

The 2026 third quarter supplemental material, including a presentation in PDF format, is available on the Company’s website at www.masco.com.

Conference Call Details

A conference call regarding items contained in this release is scheduled for Wednesday, October 28, 2026 at 8:00 a.m. ET. Participants in the call are asked to register five to ten minutes prior to the scheduled start time by dialing 585-542-9983 or 833-461-5787. Please use the meeting identification number 284633590.

The conference call will be webcast simultaneously and in its entirety through the Company’s website. Shareholders, media representatives and others interested in Masco may participate in the webcast by registering through the Investor Relations section on the Company’s website.

A replay of the call will be available on Masco’s website or by phone by dialing 929-828-5978 or 833-309-1852. Please enter the meeting identification number 284633590#. The telephone replay will be available approximately two hours after the end of the call and remain available until November 27, 2026.

Safe Harbor Statement

This press release contains statements that reflect our views about our future performance and constitute “forward-looking statements” under the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “outlook,” “believe,” “anticipate,” “appear,” “may,” “will,” “should,” “intend,” “plan,” “estimate,” “expect,” “assume,” “seek,” “forecast,” and similar references to future periods. Our views about future performance involve risks and uncertainties that are difficult to predict and, accordingly, our actual results may differ materially from the results discussed in our forward-looking statements. We caution you against relying on any of these forward-looking statements.

Our future performance may be affected by the levels of residential repair and remodel activity, and to a lesser extent, new home construction, our ability to maintain our strong brands, to develop innovative products and respond to changing consumer purchasing practices and preferences, our ability to maintain our public image and reputation, our ability to maintain our competitive position in our industries, our reliance on key customers, the cost and availability of materials, our dependence on suppliers and service providers, extreme weather events and changes in climate, risks associated with our international operations and global strategies, the impact on demand, pricing and product costs resulting from tariffs, our ability to achieve the anticipated benefits of our strategic initiatives, our ability to successfully execute our acquisition strategy and integrate businesses that we have acquired and may in the future acquire, our ability to attract, develop and retain a talented workforce, risks associated with cybersecurity vulnerabilities, threats and attacks and risks associated with our reliance on information systems and technology. These and other factors are discussed in detail in Item 1A. "Risk Factors" in our most recent Annual Report on Form 10-K, as well as in our Quarterly Reports on Form 10-Q and in other filings we make with the Securities and Exchange Commission. Any forward-looking statement made by us speaks only as of the date on which it was made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. Unless required by law, we undertake no obligation to update publicly any forward-looking statements as a result of new information, future events or otherwise.

Non-GAAP Financial Measures

This release contains both U.S. generally accepted accounted principles (“GAAP”) and certain non-GAAP financial measures. Reconciliations of these non‑GAAP measures to the most directly comparable GAAP measures are included in the accompanying financial tables.

We believe that certain non-GAAP financial measures used in managing the business may provide users of this financial information with additional meaningful comparisons between current results and results in prior periods. These non-GAAP financial measures should be considered in addition to, and not as an alternative for or superior to, the comparable GAAP measure, and may not be comparable to similarly titled measures reported by other companies.

Investor Contact

Renee Benedict

Vice President, Investor Relations and Corporate FP&A

313.792.5500

MascoInvestorRelations@mascohq.com

Media Contact

Jordana Strosberg

Vice President, Chief Communications Officer

313.938.5481

Jordana_Strosberg@mascohq.com

# # #

MASCO CORPORATION

Condensed Consolidated Statements of Operations - Unaudited

For the Three and Nine Months Ended September 30, 2026 and 2025

(in millions, except per common share data)

Three Months Ended September 30, Nine Months Ended September 30,

2026 2025 2026 2025

Net sales $ 1,966 $ 1,917 $ 5,875 $ 5,769

Cost of sales 1,246 1,261 3,603 3,696

Gross profit 720 656 2,273 2,073

Selling, general and administrative expenses 381 353 1,148 1,072

Operating profit 338 303 1,125 1,001

Other income (expense), net:

Interest expense (29) (25) (82) (77)

Other, net 13 (2) 11 (16)

(16) (27) (71) (93)

Income before income taxes 322 276 1,054 908

Income tax expense 82 76 252 226

Net income 240 200 801 682

Less: Net income attributable to noncontrolling interest 10 11 40 36

Net income attributable to Masco Corporation $ 230 $ 189 $ 761 $ 645

Income per common share attributable to Masco Corporation (diluted):

Net income $ 1.17 $ 0.90 $ 3.81 $ 3.06

Average diluted common shares outstanding 196 209 200 211

Historical information is available on our website.

Amounts may not add due to rounding.

MASCO CORPORATION

Exhibit A: Reconciliations - Unaudited

For the Three and Nine Months Ended September 30, 2026 and 2025

(dollars in millions)

Three Months Ended September 30, Nine Months Ended September 30,

2026 2025 2026 2025

Gross Profit, Selling, General and Administrative Expenses, and Operating Profit Reconciliations

Net sales $ 1,966 $ 1,917 $ 5,875 $ 5,769

Gross profit, as reported $ 720 $ 656 $ 2,273 $ 2,073

Rationalization charges 10 7 19 10

Gross profit, as adjusted $ 730 $ 663 $ 2,292 $ 2,082

Gross margin, as reported 36.6 % 34.2 % 38.7 % 35.9 %

Gross margin, as adjusted 37.1 % 34.6 % 39.0 % 36.1 %

Selling, general and administrative expenses, as reported $ 381 $ 353 $ 1,148 $ 1,072

Rationalization charges 3 2 14 3

Selling, general and administrative expenses, as adjusted $ 378 $ 352 $ 1,134 $ 1,069

Selling, general and administrative expenses as a percent of net sales, as reported 19.4 % 18.4 % 19.5 % 18.6 %

Selling, general and administrative expenses as a percent of net sales, as adjusted 19.2 % 18.4 % 19.3 % 18.5 %

Operating profit, as reported $ 338 $ 303 $ 1,125 $ 1,001

Rationalization charges 13 8 33 12

Operating profit, as adjusted $ 351 $ 312 $ 1,158 $ 1,013

Operating margin, as reported 17.2 % 15.8 % 19.1 % 17.4 %

Operating margin, as adjusted 17.9 % 16.3 % 19.7 % 17.6 %

Historical information is available on our website.

Amounts may not add due to rounding.

MASCO CORPORATION

Exhibit A: Reconciliations - Unaudited

For the Three and Nine Months Ended September 30, 2026 and 2025

(in millions, except per common share data)

Three Months Ended September 30, Nine Months Ended September 30,

2026 2025 2026 2025

Income Per Common Share Reconciliations

Income before income taxes, as reported $ 322 $ 276 $ 1,054 $ 908

Rationalization charges 13 8 33 12

Gain on sale of business (1)

(13) — (13) —

Loss from financial investments, net 1 — 1 5

Income before income taxes, as adjusted 323 284 1,074 925

Tax at 24.5% rate (79) (70) (263) (227)

Less: Net income attributable to noncontrolling interest 10 11 40 36

Net income, as adjusted $ 234 $ 204 $ 771 $ 662

Net income per common share, as adjusted $ 1.19 $ 0.97 $ 3.86 $ 3.14

Average diluted common shares outstanding 196 209 200 211

(1) Represents the gain from the sale of our Bristan Group business for the three and nine months ended September 30, 2026.

Outlook for the Year Ended December 31, 2026

Year Ended December 31, 2026

Low End High End

Income Per Common Share Reconciliation

Net income per common share $ 4.51 $ 4.61

Rationalization charges

0.19 0.19

Gain on sale of business (1)

(0.05) (0.05)

Net income per common share, as adjusted $ 4.65 $ 4.75

(1) Represents the gain from the sale of our Bristan Group business.

Historical information is available on our website.

Amounts may not add due to rounding.

MASCO CORPORATION

Condensed Consolidated Balance Sheets and Other Financial Data - Unaudited

September 30, 2026 and December 31, 2025

(dollars in millions)

September 30, 2026 December 31, 2025

Balance Sheet

Assets

Current assets:

Cash and cash investments $ 610 $ 647

Receivables 1,254 1,028

Inventories 1,050 1,046

Prepaid expenses and other 125 119

Total current assets 3,039 2,840

Property and equipment, net 1,183 1,195

Goodwill 612 623

Other intangible assets, net 185 205

Operating lease right-of-use assets 244 233

Other assets 75 105

Total assets $ 5,338 $ 5,201

Liabilities

Current liabilities:

Accounts payable $ 860 $ 810

Notes payable 2 2

Accrued liabilities 795 761

Total current liabilities 1,657 1,573

Long-term debt 3,245 2,945

Noncurrent operating lease liabilities 238 221

Other liabilities 391 387

Total liabilities 5,531 5,125

Equity (193) 76

Total liabilities and equity $ 5,338 $ 5,201

As of September 30,

2026 2025

Other Financial Data

Working capital days

Receivable days 54 53

Inventory days 85 84

Payable days 67 69

Working capital $ 1,444 $ 1,408

Working capital as a % of sales (LTM)

18.8 % 18.5 %

Historical information is available on our website.

Amounts may not add due to rounding.

MASCO CORPORATION

Condensed Consolidated Statements of Cash Flows and Other Financial Data - Unaudited

For the Nine Months Ended September 30, 2026 and 2025

(dollars in millions)

Nine Months Ended September 30,

2026 2025

Cash Flows From (For) Operating Activities:

Cash provided by operating activities $ 981 $ 896

Working capital changes (194) (292)

Net cash from operating activities 788 604

Cash Flows From (For) Financing Activities:

Purchase of common stock (852) (354)

Excise tax paid on the purchase of common stock (5) (6)

Cash dividends paid (191) (197)

Dividends paid to noncontrolling interest (25) (30)

Proceeds from term loan 300 —

Proceeds from the exercise of stock options 28 6

Employee withholding taxes paid on stock-based compensation (14) (10)

Payment of debt (1) (1)

Debt financing costs (3) —

Net cash for financing activities (765) (592)

Cash Flows From (For) Investing Activities:

Capital expenditures (116) (109)

Proceeds from disposition of business, net of cash disposed 60 —

Other, net 1 (2)

Net cash for investing activities (55) (111)

Effect of exchange rate changes on cash and cash investments (4) 23

Cash and Cash Investments:

Decrease for the period (37) (75)

At January 1 647 634

At September 30 $ 610 $ 559

As of September 30,

2026 2025

Liquidity

Cash and cash investments $ 610 $ 559

Revolver availability 1,000 1,000

Total Liquidity $ 1,610 $ 1,559

Historical information is available on our website.

Amounts may not add due to rounding.

MASCO CORPORATION

Segment Data - Unaudited

For the Three and Nine Months Ended September 30, 2026 and 2025

(dollars in millions)

Three Months Ended September 30, Nine Months Ended September 30,

2026 2025 Change 2026 2025 Change

Plumbing Products

Net sales $ 1,338 $ 1,290 4 % $ 4,038 $ 3,908 3 %

Operating profit, as reported $ 244 $ 196 $ 840 $ 705

Operating margin, as reported 18.2 % 15.2 % 20.8 % 18.0 %

Rationalization charges 12 8 27 12

Operating profit, as adjusted 256 205 867 718

Operating margin, as adjusted 19.1 % 15.9 % 21.5 % 18.4 %

Depreciation and amortization 29 29 88 83

EBITDA, as adjusted $ 285 $ 234 $ 955 $ 800

Decorative Architectural Products

Net sales $ 628 $ 627 — % $ 1,837 $ 1,862 (1) %

Operating profit, as reported $ 125 $ 127 $ 376 $ 363

Operating margin, as reported 19.9 % 20.3 % 20.5 % 19.5 %

Rationalization charges 1 — 2 —

Accelerated depreciation related to rationalization activity — — 1 —

Operating profit, as adjusted 126 127 379 363

Operating margin, as adjusted 20.1 % 20.3 % 20.6 % 19.5 %

Depreciation and amortization 7 7 20 20

EBITDA, as adjusted $ 132 $ 134 $ 399 $ 383

Total

Net sales $ 1,966 $ 1,917 3 % $ 5,875 $ 5,769 2 %

Operating profit, as reported - segment $ 369 $ 324 $ 1,216 $ 1,068

General corporate expense, net (31) (20) (91) (68)

Operating profit, as reported 338 303 1,125 1,001

Operating margin, as reported 17.2 % 15.8 % 19.1 % 17.4 %

Rationalization charges - segment 12 8 29 12

Rationalization charges - other 1 — 3 —

Accelerated depreciation related to rationalization activity - segment — — 1 —

Operating profit, as adjusted 351 312 1,158 1,013

Operating margin, as adjusted 17.9 % 16.3 % 19.7 % 17.6 %

Depreciation and amortization - segment 36 36 107 103

Depreciation and amortization - other 1 2 4 6

EBITDA, as adjusted $ 388 $ 349 $ 1,269 $ 1,121

Historical information is available on our website.

Amounts may not add due to rounding.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

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Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

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- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

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Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

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Namespace Prefix:

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Data Type:

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