Masco Corp. reported that shareholders approved a set of corporate governance changes at the company’s 2026 annual meeting, held May 8, 2026. The amendments affect the company’s Certificate of Incorporation and Bylaws, including new provisions for shareholder-called special meetings, changes to director nomination procedures, and a Delaware-law officer exculpation provision. At the meeting, shareholders approved amendments to Masco’s Certificate of Incorporation to move advance-notice provisions for shareholder director nominations from the certificate into the company’s Bylaws, to enable adoption of a shareholder right to call special meetings, and to limit the liability of certain officers as permitted under Delaware law. Masco filed the Certificate of Amendment with the Delaware Secretary of State on May 12, 2026. The company’s Board of Directors also approved amended and restated Bylaws, which became effective May 8 upon shareholder approval of the related certificate amendments. The new Bylaw provisions allow shareholders owning at least 25% of the voting power of Masco’s outstanding shares, and who have held those shares continuously for at least one year, to request that the Board call a special meeting of shareholders. The Bylaws also were revised to set timing, procedural and information requirements for shareholder nominations of directors, along with other clarifying, technical and conforming changes. Shareholders also elected four directors to serve until the 2027 annual meeting. Gary A. Coombe received 175,349,688 votes for, 1,054,502 against and 233,596 abstentions. Aine L. Denari received 169,419,493 votes for, 6,852,557 against and 365,736 abstentions. Christopher A. O’Herlihy received 162,154,089 votes for, 14,249,526 against and 234,171 abstentions. Charles K. Stevens III received 168,232,995 votes for, 8,231,207 against and 173,584 abstentions. Broker non-votes for the director election totaled 9,986,034. Other voting results included approval of Masco’s advisory say-on-pay proposal, with 161,067,793 votes for, 15,006,136 against and 563,857 abstentions. Shareholders ratified PricewaterhouseCoopers LLP as Masco’s independent auditor for 2026, with 168,081,377 votes for, 18,421,847 against and 120,596 abstentions. The governance amendments passed by varying margins. The officer liability limitation amendment received 143,839,313 votes for, 32,481,996 against and 316,477 abstentions. The amendment moving advance-notice nomination provisions to the Bylaws received 176,029,918 votes for, 285,068 against and 322,800 abstentions. The amendment enabling a shareholder special-meeting right received 158,560,999 votes for, 1,747,534 against and 16,329,253 abstentions. A separate shareholder proposal concerning the right of shareholders to call a special meeting did not pass, receiving 75,159,758 votes for, 100,995,648 against and 482,380 abstentions. As of the record date for the annual meeting, Masco had 202,913,475 shares of common stock outstanding and entitled to vote. The filing was signed May 14, 2026, by Richard J. Westenberg, Masco’s Vice President, Chief Financial Officer and Treasurer.