8-K

MASCO CORP /DE/ (MAS)

8-K 2023-04-26 For: 2023-04-21
View Original
Added on April 06, 2026

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): April 21, 2023

Masco Corporation

(Exact name of Registrant as Specified in Charter)

Delaware 1-5794 38-1794485
(State or Other Jurisdiction of <br>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 classTrading SymbolName of each exchange on which registeredCommon Stock, $1.00 par valueMASNew 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 April 26, 2023 reporting Masco Corporation’s financial results for the first quarter 2023 and certain other information and supplemental information prepared for use in connection with the financial results for the first quarter 2023. On April 26, 2023, Masco Corporation will hold an investor conference call and webcast to discuss financial results for the first quarter 2023.

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 21, 2023, the Company’s Board of Directors appointed David A. Chaika to serve as Interim Chief Financial Officer, effective June 1, 2023, upon the retirement of our current Chief Financial Officer, John G. Sznewajs. Mr. Chaika will serve in this capacity while the Company conducts an internal and external search for a permanent Chief Financial Officer.

Mr. Chaika joined the Company in 2002 and was appointed to the role of Vice President, Treasurer and Investor Relations in 2016. He will continue to serve in this capacity while serving as Interim Chief Financial Officer.

There are no understandings or arrangements between Mr. Chaika and any other person pursuant to which he was appointed as Interim Chief Financial Officer. There are and have been no transactions since the beginning of the Company’s last fiscal year or currently proposed, regarding Mr. Chaika, that are required to be disclosed by Item 404(a) of Regulation S-K.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits.

99  Press Release of Masco Corporation dated April 26, 2023 reporting Masco Corporation’s financial results for the first quarter 2023 and certain other information and supplemental information prepared for use in connection with the financial results for the first quarter 2023.

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/ John G. Sznewajs
Name: John G. Sznewajs
Title: Vice President, Chief Financial Officer

April 26, 2023

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Document

Exhibit 99

mascoa14a.jpg

MASCO CORPORATION REPORTS FIRST QUARTER 2023 RESULTS

Highlights

•Sales decreased 10 percent to $1,979 million

•Operating profit was $315 million; adjusted operating profit was $312 million

•Earnings per share was $0.90 per share; adjusted earnings per share was $0.87 per share

•Repurchased 1.1 million shares for $56 million

•Continue to expect 2023 earnings per share in the range of $3.06 – $3.36 per share, and on an adjusted basis, $3.10 – $3.40 per share

•David Chaika appointed as Interim CFO, effective June 1, 2023

LIVONIA, Mich. (April 26, 2023) - Masco Corporation (NYSE: MAS), one of the world’s leading manufacturers of branded home improvement and building products, reported its first quarter results.

2023 First Quarter Results

•On a reported basis, compared to first quarter 2022:

•Net sales decreased 10 percent to $1,979 million; in local currency, net sales decreased 9 percent

•In local currency, North American sales decreased 10 percent and international sales decreased 3 percent

•Gross margin increased 180 basis points to 33.8 percent from 32.0 percent

•Operating margin decreased 10 basis points to 15.9 percent from 16.0 percent

•Net income decreased to $0.90 per share, compared to $0.97 per share

•Compared to first quarter 2022, results for key financial measures, as adjusted for certain items (see Exhibit A) and with a normalized tax rate of 24 percent, were as follows:

•Gross margin increased 150 basis points to 33.6 percent from 32.1 percent

•Operating margin decreased 40 basis points to 15.8 percent from 16.2 percent

•Net income decreased to $0.87 per share, compared to $0.97 per share

•Liquidity at the end of the first quarter was $1,300 million (including availability under revolving credit facility)

•Plumbing Products’ net sales decreased 10 percent; in local currency, sales decreased 8 percent

•Decorative Architectural Products’ net sales decreased 10 percent

“We are pleased with our strong execution in what remains a challenging macro environment,” said Masco President and CEO, Keith Allman. “In the first quarter we improved adjusted gross margin by 150 basis points with pricing actions and operational improvements offsetting lower volume. Additionally, we returned $121 million to shareholders through dividends and share repurchases during the quarter, showcasing the Company’s strong financial position and our Board’s continued confidence in Masco’s resilient business model.”

“While the headwinds we discussed last quarter continue, including softening demand trends, persistent inflation and tighter consumer spending, we have moved quickly to adjust our costs and successfully mitigated margin impact in the first quarter. We continue to expect adjusted earnings per share to be in the range of $3.10 to $3.40 per share for 2023. We remain confident in our strong business fundamentals and are committed to continued prudent investment in our market leading brands, service levels, and innovative products to best position Masco for long-term shareholder value creation,” concluded Allman.

Interim CFO Appointment

Masco also announced today that the Company’s Board of Directors has appointed David Chaika, Masco’s Vice President, Treasurer and Investor Relations, to serve as interim Chief Financial Officer, effective June 1, 2023, upon the retirement of John G. Sznewajs. Mr. Chaika will serve in this capacity while the Company conducts an internal and external search for a permanent Chief Financial Officer.

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; Kichler® decorative and outdoor lighting; 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 2023 first quarter supplemental material, including a presentation in PDF format, is available on the Company’s website at www.masco.com.

About David Chaika

David Chaika was appointed Vice President, Treasurer and Investor Relations in May 2016. In this role, he is responsible for Masco’s Treasury, Risk Management, Financial Planning & Analysis and Investor Relations functions. Mr. Chaika will continue to serve in this capacity while serving as interim Chief Financial Officer. Prior to 2016, he held roles in the Treasury and Corporate Development groups. Prior to joining Masco, Mr. Chaika was a Vice President in the commercial banking industry and an officer in the U.S. Navy. Mr. Chaika earned his MBA from the University of Chicago and a Bachelor of Business degree from the University of Michigan.

Conference Call Details

A conference call regarding items contained in this release is scheduled for Wednesday April 26, 2023 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 888-259-6580 and from outside the U.S. at 416-764-8624. Please use the conference identification number 84009924.

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 877-674-7070 and from outside the U.S. at 416-764-8692. Please use the playback passcode 009924#. The telephone replay will be available approximately two hours after the end of the call and continue through May 26, 2023.

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 and to develop innovative products, our ability to maintain our public 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, 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 and diverse workforce, risks associated with cybersecurity vulnerabilities, threats and attacks, risks associated with our reliance on information systems and technology and the impact of the ongoing COVID-19 pandemic on our business and operations. 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.

Investor Contact

David Chaika

Vice President, Treasurer and Investor Relations

313.792.5500

david_chaika@mascohq.com

#

MASCO CORPORATION

Condensed Consolidated Statements of Operations - Unaudited

For the Three Months Ended March 31, 2023 and 2022

(in millions, except per common share data)

Three Months Ended March 31,
2023 2022
Net sales $ 1,979 $ 2,201
Cost of sales 1,310 1,497
Gross profit 669 704
Selling, general and administrative expenses 354 351
Operating profit 315 353
Other income (expense), net:
Interest expense (28) (25)
Other, net (2) (1)
(30) (26)
Income before income taxes 285 327
Income tax expense 64 75
Net income 221 252
Less: Net income attributable to noncontrolling interest 16 19
Net income attributable to Masco Corporation $ 205 $ 233
Income per common share attributable to Masco Corporation (diluted):
Net income $ 0.90 $ 0.97
Average diluted common shares outstanding 227 241

Historical information is available on our website.

MASCO CORPORATION

Exhibit A: Reconciliations - Unaudited

For the Three Months Ended March 31, 2023 and 2022

(dollars in millions)

Three Months Ended March 31,
2023 2022
Gross Profit, Selling, General and Administrative Expenses, and Operating Profit Reconciliations
Net sales $ 1,979 $ 2,201
Gross profit, as reported $ 669 $ 704
Rationalization (income) charges (1) (4) 3
Gross profit, as adjusted $ 665 $ 707
Gross margin, as reported 33.8 % 32.0 %
Gross margin, as adjusted 33.6 % 32.1 %
Selling, general and administrative expenses, as reported $ 354 $ 351
Rationalization charges 1
Selling, general and administrative expenses, as adjusted $ 353 $ 351
Selling, general and administrative expenses as percent of net sales, as reported 17.9 % 15.9 %
Selling, general and administrative expenses as percent of net sales, as adjusted 17.8 % 15.9 %
Operating profit, as reported $ 315 $ 353
Rationalization (income) charges (1) (3) 3
Operating profit, as adjusted $ 312 $ 356
Operating margin, as reported 15.9 % 16.0 %
Operating margin, as adjusted 15.8 % 16.2 %

(1) Represents income for the three months ended March 31, 2023 due to the sale of excess and obsolete inventory that was related to a rationalization activity, partially offset by rationalization charges.

Historical information is available on our website.

MASCO CORPORATION

Exhibit A: Reconciliations - Unaudited

For the Three Months Ended March 31, 2023 and 2022

(in millions, except per common share data)

Three Months Ended March 31,
2023 2022
Income Per Common Share Reconciliations
Income before income taxes, as reported $ 285 $ 327
Rationalization (income) charges (1) (3) 3
Fair value adjustment to contingent earnout obligation (2) 4
(Gain) on sale of business (3) (2)
Realized (gains) from private equity funds (1)
Income before income taxes, as adjusted 281 332
Tax at 24% rate (67) (80)
Less: Net income attributable to noncontrolling interest 16 19
Net income, as adjusted $ 198 $ 233
Net income per common share, as adjusted $ 0.87 $ 0.97
Average diluted common shares outstanding 227 241

(1) Represents income for the three months ended March 31, 2023 due to the sale of excess and obsolete inventory that was related to a rationalization activity, partially offset by rationalization charges.

(2) Represents expense for the three months ended March 31, 2022 from the revaluation of contingent consideration related to a prior acquisition.

(3) Represents a pre-tax post-closing gain related to the finalization of working capital items related to the divestiture of Hüppe GmbH for the three months ended March 31, 2022.

Outlook for the Year Ended December 31, 2023

Year Ended December 31, 2023
Low End High End
Income Per Common Share Reconciliation
Net income per common share $ 3.06 $ 3.36
Rationalization charges 0.04 0.04
Net income per common share, as adjusted $ 3.10 $ 3.40

Historical information is available on our website.

MASCO CORPORATION

Condensed Consolidated Balance Sheets and Other Financial Data - Unaudited

March 31, 2023 and December 31, 2022

(dollars in millions)

March 31, 2023 December 31, 2022
Balance Sheet
Assets
Current assets:
Cash and cash investments $ 510 $ 452
Receivables 1,329 1,149
Inventories 1,196 1,236
Prepaid expenses and other 113 109
Total current assets 3,148 2,946
Property and equipment, net 1,019 975
Goodwill 540 537
Other intangible assets, net 344 350
Operating lease right-of-use assets 266 266
Other assets 113 113
Total assets $ 5,430 $ 5,187
Liabilities
Current liabilities:
Accounts payable $ 913 $ 877
Notes payable 413 205
Accrued liabilities 692 807
Total current liabilities 2,018 1,889
Long-term debt 2,946 2,946
Noncurrent operating lease liabilities 254 255
Other liabilities 332 339
Total liabilities 5,550 5,429
Redeemable noncontrolling interest 20 20
Equity (140) (262)
Total liabilities and equity $ 5,430 $ 5,187
As of March 31,
--- --- --- --- --- --- ---
2023 2022
Other Financial Data
Working capital days
Receivable days 54 54
Inventory days 80 90
Payable days 70 67
Working capital $ 1,612 $ 1,728
Working capital as a % of sales (LTM) 19.1 % 20.1 %

Historical information is available on our website.

MASCO CORPORATION

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

For the Three Months Ended March 31, 2023 and 2022

(dollars in millions)

Three Months Ended March 31,
2023 2022
Cash Flows From (For) Operating Activities:
Cash provided by operating activities $ 286 $ 334
Working capital changes (253) (561)
Net cash from (for) operating activities 33 (227)
Cash Flows From (For) Financing Activities:
Purchase of Company common stock (53) (364)
Proceeds from revolving credit borrowings, net 210 263
Cash dividends paid (65) (67)
Proceeds from the exercise of stock options 9 1
Employee withholding taxes paid on stock-based compensation (20) (17)
Decrease in debt, net (3) (3)
Net cash from (for) financing activities 78 (187)
Cash Flows From (For) Investing Activities:
Capital expenditures (61) (27)
Other, net 2 1
Net cash for investing activities (59) (26)
Effect of exchange rate changes on cash and cash investments 6 (7)
Cash and Cash Investments:
Increase (decrease) for the period 58 (447)
At January 1 452 926
At March 31 $ 510 $ 479
As of March 31,
--- --- --- --- ---
2023 2022
Liquidity
Cash and cash investments $ 510 $ 479
Revolver availability 790 737
Total Liquidity $ 1,300 $ 1,216

Historical information is available on our website.

MASCO CORPORATION

Segment Data - Unaudited

For the Three Months Ended March 31, 2023 and 2022

(dollars in millions)

Three Months Ended March 31,
2023 2022 Change
Plumbing Products
Net sales $ 1,222 $ 1,359 (10) %
Operating profit, as reported $ 206 $ 228
Operating margin, as reported 16.9 % 16.8 %
Rationalization income (4)
Operating profit, as adjusted 202 228
Operating margin, as adjusted 16.5 % 16.8 %
Depreciation and amortization 25 24
EBITDA, as adjusted $ 227 $ 252
Decorative Architectural Products
Net sales $ 757 $ 842 (10) %
Operating profit, as reported $ 132 $ 155
Operating margin, as reported 17.4 % 18.4 %
Rationalization charges 1 2
Accelerated depreciation related to rationalization activity 1
Operating profit, as adjusted 133 158
Operating margin, as adjusted 17.6 % 18.8 %
Depreciation and amortization 8 8
EBITDA, as adjusted $ 141 $ 166
Total
Net sales $ 1,979 $ 2,201 (10) %
Operating profit, as reported - segment $ 338 $ 383
General corporate expense, net (23) (30)
Operating profit, as reported 315 353
Operating margin, as reported 15.9 % 16.0 %
Rationalization (income) charges - segment (3) 2
Accelerated depreciation related to rationalization activity - segment 1
Operating profit, as adjusted 312 356
Operating margin, as adjusted 15.8 % 16.2 %
Depreciation and amortization - segment 33 32
Depreciation and amortization - other 2 2
EBITDA, as adjusted $ 347 $ 390

Historical information is available on our website.

MASCO CORPORATION

North American and International Data - Unaudited

For the Three Months Ended March 31, 2023 and 2022

(dollars in millions)

Three Months Ended March 31,
2023 2022 Change
North American
Net sales $ 1,555 $ 1,734 (10) %
Operating profit, as reported $ 266 $ 300
Operating margin, as reported 17.1 % 17.3 %
Rationalization (income) charges (3) 2
Accelerated depreciation related to rationalization activity 1
Operating profit, as adjusted 263 303
Operating margin, as adjusted 16.9 % 17.5 %
Depreciation and amortization 21 20
EBITDA, as adjusted $ 284 $ 323
International
Net sales $ 424 $ 467 (9) %
Operating profit, as reported $ 72 $ 83
Operating margin, as reported 17.0 % 17.8 %
Depreciation and amortization 12 12
EBITDA $ 84 $ 95
Total
Net sales $ 1,979 $ 2,201 (10) %
Operating profit, as reported - segment $ 338 $ 383
General corporate expense, net (23) (30)
Operating profit, as reported 315 353
Operating margin, as reported 15.9 % 16.0 %
Rationalization (income) charges - segment (3) 2
Accelerated depreciation related to rationalization activity - segment 1
Operating profit, as adjusted 312 356
Operating margin, as adjusted 15.8 % 16.2 %
Depreciation and amortization - segment 33 32
Depreciation and amortization - other 2 2
EBITDA, as adjusted $ 347 $ 390

Historical information is available on our website.

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