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(State
or Other Jurisdiction of Incorporation or Organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
i17450 College Parkway,
iLivonia,
iMichigan
i48152
(Address
of Principal Executive Offices)
(Zip Code)
(i313)i274-7400
(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:
i☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐
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
iCommon
Stock, $1.00 par value
iMAS
iNew 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
i☐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 5.07. Submission of Matters to a Vote of Security Holders.
Masco Corporation (the "Company") held its Annual Meeting of Stockholders (the “Annual Meeting”) on May 12, 2021. At the Annual Meeting, Company stockholders elected three Class III directors, approved the compensation paid to the Company’s named executive officers (“say-on-pay”) and ratified
the selection of the Company’s independent auditors. The votes cast on each of the three proposals are set forth below. As of the record date, 253,903,938 shares of Company common stock were outstanding and entitled to vote.
Proposal 1: The election of three Class III directors to serve until the Annual Meeting in 2024.
Votes For
Votes
Against
Abstentions
Broker Non-Votes
Mark R. Alexander
203,132,124
9,659,724
189,403
9,874,862
Marie A. Ffolkes
210,960,193
1,738,758
282,300
9,874,862
John C. Plant
143,252,257
69,408,437
320,557
9,874,862
Proposal
2: A non-binding advisory vote to approve the compensation paid to the Company’s named executive officers, as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis, the compensation tables, and the related material disclosed in the Proxy Statement.
Votes For
Votes Against
Abstentions
Broker
Non-Votes
196,475,257
16,161,807
344,187
9,874,862
Proposal 3: The ratification of the selection of PricewaterhouseCoopers LLP to act as independent auditors for the Company for 2021.
Votes For
Votes Against
Abstentions
205,186,640
17,526,023
143,450
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.