1 unchanged sentence
Below are the repurchases of common stock by the Company or any “affiliated purchaser”
−Removed: (as defined in Rule 10b-18(a)(3) under the Exchange Act) for the three months ended June 30, 2022:
+Added: (as defined in Rule 10b-18(a)(3) under the Exchange Act) for the three months ended September 30, 2022:
Issuer Purchases of Equity Securities
−Removed: Three Months Ended June 30, 2022
+Added: Three Months Ended September 30, 2022
purchased (a)
8 unchanged sentences
under the plans or
−Removed: April 1 –
−Removed: May 1 –
−Removed: June 1 –
+Added: July 1 –
+Added: August 1 –
+Added: September 1 –
(a) Information on the Company’s share repurchase program follows:
4 unchanged sentences
Expiration date
−Removed: September 21, 2020
−Removed: September 21, 2020
−Removed: September 21, 2022
−Removed: July 23, 2021
−Removed: July 23, 2021
−Removed: July 23, 2023
March 2, 2022
3 unchanged sentences
is incorporated herein by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 5, 2012.
−Removed: Amended and Restated Bylaws of Fortune Brands Home & Security, Inc., effective February 23, 2021, are incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on February 23, 2021.
−Removed: Fortune Brands Home & Security, Inc.
−Removed: 2022 Long-Term Incentive Plan, effective as of May 3, 2022, is incorporated herein by reference to Appendix B to the Company’s Definitive Proxy Statement filed on March 21, 2022.**
−Removed: Form of Stock Option Award Agreement under the Fortune Brands Home & Security, Inc.
−Removed: 2022 Long-Term Incentive Plan.**
−Removed: Form of Performance Share Award Agreement under the Fortune Brands Home & Security, Inc.
−Removed: 2022 Long-Term Incentive Plan.**
−Removed: Form of Restricted Stock Unit Agreement under the Fortune Brands Home & Security, Inc.
−Removed: 2022 Long-Term Incentive Plan.**
+Added: Amended and Restated Bylaws of Fortune Brands Home & Security, Inc., effective September 29, 2022, are incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 3, 2022.
+Added: $1,250,000,000 Third Amended and Restated Credit Agreement, dated as of August 2, 2022, among Fortune Brands Home & Security, Inc., the lenders party thereto, Bank of America N.A., as syndication agent and JPMorgan Chase Bank, N.A.
+Added: as Administrative Agent, is incorporated herein by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed with the SEC on August 4, 2022.
Certificate of Chief Executive Officer Required Under Section 302 of the Sarbanes-Oxley Act of 2002.
1 unchanged sentence
Joint CEO/CFO Certificate Required Under Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 formatted in Inline eXtensible Business Reporting Language (iXBRL):
+Added: The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022 formatted in Inline eXtensible Business Reporting Language (iXBRL):
(i) the Cover Page, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows, (v) the Condensed Consolidated Statements of Equity, and (vi) the Notes to the Condensed Consolidated Financial Statements.
1 unchanged sentence
* Filed or furnished herewith.
−Removed: ** Indicates the exhibit is a management contract or compensatory plan or arrangement.
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.
FORTUNE BRANDS HOME & SECURITY, INC.
−Removed: July 28, 2022
+Added: October 27, 2022
/s/ Patrick D.
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.