1 unchanged sentence
Government Investigations
−Removed: On January 19, 2024, the Company was notified by the Compliance and Field Operations Division (the “Division”) of the Consumer Product Safety Commission that the Division intends to recommend the imposition of a civil penalty of approximately $32 million for alleged untimely reporting in relation to certain utility bars and miter saws that were subject to voluntary recalls in September 2019 and March 2022, respectively.
−Removed: The Company is currently evaluating and believes there are defenses to the Division’s claims, and the Company is cooperating with the Division.
−Removed: However, given the early stage of this matter, at this time, the Company is not in a position to assess the likelihood of any potential loss or adverse effect on its financial condition or to estimate the amount of potential loss, if any, from this matter.
−Removed: As previously disclosed, the Company has identified certain transactions relating to its international operations that may raise compliance questions under the FCPA and voluntarily disclosed this information to the U.S.
−Removed: Department of Justice (“DOJ”) and the SEC in January 2023.
−Removed: The Company is cooperating with both agencies in their investigations of these transactions (the “FCPA Matters”).
−Removed: Currently, the Company does not believe that the FCPA Matters will have a material impact on its financial condition or results of operations, although it is possible that a loss related to the FCPA Matters may be incurred.
−Removed: Given the ongoing nature of the FCPA Matters, management cannot predict the duration, scope, or outcome of the DOJ’s or SEC’s investigations or estimate the potential magnitude of any such loss or range of loss, or the cost of the ongoing investigations.
−Removed: Any determination that certain transactions relating to the Company’s international operations were not in compliance with the FCPA could result in the imposition of fines, civil or criminal penalties, equitable remedies, including disgorgement, injunctive relief, or other sanctions against the Company.
−Removed: The Company also may become a party to litigation or other legal proceedings over the FCPA Matters described above.
+Added: As previously disclosed, on January 19, 2024, the Company was notified by the Compliance and Field Operations Division (the “Division”) of the Consumer Product Safety Commission (“CPSC”) that the Division intends to recommend the imposition of a civil penalty of approximately $32 million for alleged untimely reporting in relation to certain utility bars and miter saws that were subject to voluntary recalls in September 2019 and March 2022, respectively.
+Added: The Company believes there are defenses to the Division’s claims and has presented its defenses in a meeting with the Division on February 29, 2024, and in a written submission dated March 29, 2024.
+Added: On April 1, 2024, the Division informed the Company’s counsel that the Division intended to recommend that the CPSC refer the matter to the U.S.
+Added: Department of Justice (the “DOJ”).
+Added: On May 1, 2024, the Company was informed that the CPSC voted to refer the matter to the DOJ.
+Added: In December 2024, the CPSC requested that the Company reproduce documents previously provided to the CPSC following changes to the agency’s electronic file sharing system.
+Added: The Company has reproduced the requested documents to the CPSC.
+Added: The Company has not heard anything further from the CPSC
+Added: or the DOJ in relation to this matter since then and therefore is not in a position to assess the likelihood of any potential loss or adverse effect on its financial condition or to estimate the amount of potential loss, if any, from this matter.
The Company is committed to upholding the highest standards of corporate governance and is continuously focused on ensuring the effectiveness of its policies, procedures, and controls.
9 unchanged sentences
The Company intends to vigorously defend this action in all respects and on December 14, 2023, filed a motion to dismiss the Amended Complaint in its entirety.
−Removed: Briefing on that motion is expected to conclude in April 2024.
+Added: Briefing on that motion concluded on April 5, 2024, and the Company awaits a decision on that motion.
Given the early stage of this litigation, at this time, the Company is not in a position to assess the likelihood of any potential loss or adverse effect on its financial condition or to estimate the amount or range of potential losses, if any, from this action.
3 unchanged sentences
3:23-cv-01028-OAW (the “ Callahan Derivative Action”) and Applebaum v.
−Removed: Allan, et al.
+Added: Allan, et al ., Case No.
3:23-cv-01234-OAW (the “ Applebaum Derivative Action”), respectively, by putative stockholders against certain current and former directors and officers of the Company premised on the same allegations as the Rammohan Class Action.
5 unchanged sentences
Plaintiff seeks to recover for alleged breach of fiduciary duties and unjust enrichment under Connecticut state law premised on the same allegations as the Rammohan Class Action.
−Removed: By Court order on November 11, 2023,
−Removed: the Connecticut Superior Court granted the parties’ motion to stay defendants’ response to the complaint pending the disposition of any motions to dismiss in the Rammohan Class Action.
+Added: By Court order on November 11, 2023, the Connecticut Superior Court granted the parties’ motion to stay defendants’ response to the complaint pending the disposition of any motions to dismiss in the Rammohan Class Action.
The individual defendants intend to vigorously defend this action in all respects.
17 unchanged sentences
Assistant Controller (1999).
−Removed: Hallinan (56) Executive Vice President, Chief Financial Officer since April 2023.
+Added: Hallinan (57) Executive Vice President and Chief Financial Officer since April 2023.
Executive Vice President and Chief Financial Officer, Fortune Brands Innovations, Inc.
2 unchanged sentences
Vice President Finance and Chief Financial Officer, Moen Incorporated (2013).
−Removed: Abuaita (51) Senior Vice President, Chief Supply Chain Officer since January 2022.
+Added: Abuaita (52) Global Chief Supply Chain Officer and President, Industrial since July 2024.
+Added: Senior Vice President, Chief Supply Chain Officer (2022);
Senior Vice President and Chief Supply Chain Officer, SC Johnson & Son, Inc.
3 unchanged sentences
Vice President, Deputy General Counsel, Clear Channel Companies (2013).
−Removed: Lucas (64) Senior Vice President, Chief Human Resources Officer since January 2023.
−Removed: Founder and Principal, True North Human Capital Consulting, LLC (2019);
−Removed: Senior Vice President and Chief Human Resources Officer, Goodyear Tire & Rubber Company (2015);
−Removed: Senior Vice President, Human Resources & Communications, Lockheed Martin Corporation (2009).
Christopher J.
3 unchanged sentences
President, North America HVAC, Carrier Global Corporation (2012).
−Removed: Robinson (55) Senior Vice President and President, STANLEY Industrial since April 2020.
−Removed: President, Honeywell Industrial Safety, Honeywell International, Inc.
−Removed: President, Honeywell Sensing and Internet of Things, Honeywell International, Inc.
−Removed: Chief Marketing Officer and Vice President, Global Strategy & Marketing, Automation and Control Solutions, Honeywell International, Inc (2014).
+Added: Deborah Wintner (56) Senior Vice President and Chief Human Resources Officer since August 2024.
+Added: Senior Vice President of HR Operations, Chief Human Resources Officer of Tools & Outdoor (2023);
+Added: Interim Chief Human Resources Officer (2022);
+Added: Vice President, Global Human Resources, Stanley Security (2018).
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.