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 16, 2026

Masco Corporation

(Exact name of Registrant as Specified in Charter)

Delaware		1-5794		38-1794485
(State or Other Jurisdiction of 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 class		Trading Symbol		Name of each exchange on which registered
Common Stock, $1.00 par value		MAS		New 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 21, 2026, Masco Corporation (the “Company”) announced that Jai Shah, Masco’s Group President, Plumbing and Wellness, will conclude service with the Company on July 3, 2026.

The Company entered into an agreement with Mr. Shah dated April 16, 2026 in connection with his conclusion of service, which provides for the following: Pursuant and subject to the agreement, Mr. Shah will be entitled to the following compensation following the conclusion of his employment: (i) a cash payment of $1,206,000; (ii) payment of a 2026 cash bonus based on his individual target opportunity and the Company’s 2026 annual performance, prorated through his last day of employment with the Company; (iii) payment of the cash equivalent of an annual restricted stock unit (“RSU”) award based on his individual target opportunity, prorated through his last day of employment with the Company; (iv) a share award under the 2024-2026 Long-Term Incentive Program (“LTIP”), if the established performance goals for the LTIP are met, and prorated to reflect the time Mr. Shah was employed during the performance period; and (v) a cash payment equal to the value of the remaining unvested RSUs under the previously-disclosed retention incentive agreement entered into on March 5, 2025 by the Company and Mr. Shah based on Company’s closing price on March 6, 2027. In addition, under the April 16, 2026 agreement, the Company and Mr. Shah agreed that he is not entitled to and has forfeited such remaining unvested RSUs under such retention incentive agreement.

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/ Richard J. Westenberg
	Name:	Richard J. Westenberg
	Title:	Vice President, Chief Financial
		Officer and Treasurer

April 21, 2026