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2024 Proxy Statement
A Letter from the Chair of Our Board
Notice of Annual Meeting of Stockholders
2024 Proxy Statement Summary
Table of Contents
Corporate Governance
Director and Director Nominees
- Director Skills Matrix
- Director Biographies
Board of Directors
Committees of our Board of Directors
Director Compensation Program
Related Person Transactions
Proposal 1: Election of Class III Director Nominees
Compensation Discussion & Analysis
Compensation Program Highlights
Compensation Decisions in 2023
Our Executive Compensation Program Highlights
Our Annual Compensation Review Process
Tax Treatment
Accounting Considerations
Compensation Committee Report
Proposal 2: Advisory Vote to Approve the Compensation of Our Named Executive Officers
Compensation of Executive Officers
Summary Compensation Table
Grants of Plan-Based Awards
Outstanding Equity Awards at Fiscal Year-End
Option Exercises and Stock Vested
Retirement Plans
Payment Upon Change in Control, Retirement, Termination, Disability or Death
CEO Pay Ratio
Pay Versus Performance
Audit Matters
Audit Committee Report
PricewaterhouseCoopers LLP Fees
Audit Committee Pre-Approval Policies and Procedures
Proposal 3: Ratification of Selection of Independent Auditors
Executive Officers & Beneficial Ownership
Executive Officers
Security Ownership of Management and Certain Beneficial Owners
Other Proposals
Proposal 4: Approval of Our Masco Corporation 2024 Long Term Stock Incentive Plan
Proposal 5: Shareholder Proposal on Simple Majority Vote
General Information
2024 Annual Meeting of Stockholders
2025 Annual Meeting of Stockholders
Other Matters
Appendix - 2024 Long Term Stock Incentive Plan
Meet the Board
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2024 Proxy Statement
Masco Corporation
2023 Annual Report
2024 Proxy Statement
Supplement to the 2024 Proxy Statement
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Page 2 of 99
Page 2 of 99
2024 Proxy Statement
A Letter from the Chair of Our Board
Notice of Annual Meeting of Stockholders
2024 Proxy Statement Summary
Table of Contents
Corporate Governance
Director and Director Nominees
- Director Skills Matrix
- Director Biographies
Board of Directors
Committees of our Board of Directors
Director Compensation Program
Related Person Transactions
Proposal 1: Election of Class III Director Nominees
Compensation Discussion & Analysis
Compensation Program Highlights
Compensation Decisions in 2023
Our Executive Compensation Program Highlights
Our Annual Compensation Review Process
Tax Treatment
Accounting Considerations
Compensation Committee Report
Proposal 2: Advisory Vote to Approve the Compensation of Our Named Executive Officers
Compensation of Executive Officers
Summary Compensation Table
Grants of Plan-Based Awards
Outstanding Equity Awards at Fiscal Year-End
Option Exercises and Stock Vested
Retirement Plans
Payment Upon Change in Control, Retirement, Termination, Disability or Death
CEO Pay Ratio
Pay Versus Performance
Audit Matters
Audit Committee Report
PricewaterhouseCoopers LLP Fees
Audit Committee Pre-Approval Policies and Procedures
Proposal 3: Ratification of Selection of Independent Auditors
Executive Officers & Beneficial Ownership
Executive Officers
Security Ownership of Management and Certain Beneficial Owners
Other Proposals
Proposal 4: Approval of Our Masco Corporation 2024 Long Term Stock Incentive Plan
Proposal 5: Shareholder Proposal on Simple Majority Vote
General Information
2024 Annual Meeting of Stockholders
2025 Annual Meeting of Stockholders
Other Matters
Appendix - 2024 Long Term Stock Incentive Plan
Meet the Board
2024 Proxy Statement
2024 Proxy Statement
A Letter from the Chair of Our Board
Notice of Annual Meeting of Stockholders
2024 Proxy Statement Summary
Table of Contents
Corporate Governance
Corporate Governance
Director and Director Nominees
- Director Skills Matrix
- Director Biographies
Board of Directors
Committees of our Board of Directors
Director Compensation Program
Related Person Transactions
Proposal 1: Election of Class III Director Nominees
Compensation Discussion & Analysis
Compensation Discussion & Analysis
Compensation Program Highlights
Compensation Decisions in 2023
Our Executive Compensation Program Highlights
Our Annual Compensation Review Process
Tax Treatment
Accounting Considerations
Compensation Committee Report
Proposal 2: Advisory Vote to Approve the Compensation of Our Named Executive Officers
Compensation of Executive Officers
Compensation of Executive Officers
Summary Compensation Table
Grants of Plan-Based Awards
Outstanding Equity Awards at Fiscal Year-End
Option Exercises and Stock Vested
Retirement Plans
Payment Upon Change in Control, Retirement, Termination, Disability or Death
CEO Pay Ratio
Pay Versus Performance
Audit Matters
Audit Matters
Audit Committee Report
PricewaterhouseCoopers LLP Fees
Audit Committee Pre-Approval Policies and Procedures
Proposal 3: Ratification of Selection of Independent Auditors
Executive Officers & Beneficial Ownership
Executive Officers & Beneficial Ownership
Executive Officers
Security Ownership of Management and Certain Beneficial Owners
Other Proposals
Other Proposals
Proposal 4: Approval of Our Masco Corporation 2024 Long Term Stock Incentive Plan
Proposal 5: Shareholder Proposal on Simple Majority Vote
General Information
General Information
2024 Annual Meeting of Stockholders
2025 Annual Meeting of Stockholders
Other Matters
Appendix - 2024 Long Term Stock Incentive Plan
Meet the Board
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