QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period endedMarch 28, 2026
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period fromto
Commission file number 1-35166
Fortune Brands Innovations, Inc.
(Exact name of Registrant as specified in its charter)
Delaware
62-1411546
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
1 Horizon Way, Building N, Deerfield, Illinois60015-3888
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (847) 484-4400
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
FBIN
New York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer
☐
Smaller reporting company
☐
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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
The number of shares outstanding of the registrant’s common stock, par value $0.01 per share, at April 17, 2026 was 119,293,417.
1
PART I. FINANCIAL INFORMATION
Item 1.FINANCIAL STATEMENTS.
FORTUNE BRANDS INNOVATIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Thirteen Weeks Ended March 28, 2026 and March 29, 2025
(In millions, except per share amounts)
(Unaudited)
Thirteen Weeks Ended March 28, 2026
Thirteen Weeks Ended March 29, 2025
Net sales
$
1,011.3
$
1,033.1
Cost of products sold
575.6
578.4
Selling, general and administrative expenses
352.7
314.9
Amortization of intangible assets
18.5
18.0
Restructuring charges
4.3
24.8
Operating income
60.2
97.0
Interest expense
26.5
28.6
Other (income) expense, net
(0.1
)
(1.0
)
Income before taxes
33.8
69.4
Income tax
9.6
18.0
Net income
$
24.2
$
51.4
Basic earnings per common share
$
0.20
$
0.42
Diluted earnings per common share
$
0.20
$
0.42
Comprehensive income
$
14.4
$
57.7
See notes to condensed consolidated financial statements.
2
FORTUNE BRANDS INNOVATIONS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)
(Unaudited)
March 28, 2026
December 27, 2025
Assets
Current assets
Cash and cash equivalents
$
223.1
$
264.0
Accounts receivable less allowance for credit losses of $9.8 and $10.0
584.7
513.1
Inventories
1,038.1
1,024.9
Other current assets
177.8
172.2
Total current assets
2,023.7
1,974.2
Property, plant and equipment, net
804.8
805.9
Operating lease assets
260.0
259.6
Goodwill
2,002.7
2,006.4
Other intangible assets, net of accumulated amortization
1,211.4
1,231.7
Assets held for sale
104.0
113.8
Other assets
139.2
129.0
Total assets
$
6,545.8
$
6,520.6
Liabilities and equity
Current liabilities
Accounts payable
507.3
524.6
Other current liabilities
441.7
547.0
Total current liabilities
949.0
1,071.6
Long-term debt
2,713.7
2,544.9
Deferred income taxes
159.2
146.9
Accrued defined benefit plans
22.5
23.2
Operating lease liabilities
249.2
243.8
Other non-current liabilities
95.3
101.6
Total liabilities
4,188.9
4,132.0
Commitments and contingencies (see Note 17)
Stockholders' equity
Common stock(a)
1.9
1.9
Paid-in capital
3,218.1
3,214.2
Accumulated other comprehensive income
54.4
64.2
Retained earnings
3,159.2
3,135.0
Treasury stock
(4,076.7
)
(4,026.7
)
Total stockholders' equity
2,356.9
2,388.6
Total liabilities and equity
$
6,545.8
$
6,520.6
(a) Common stock, par value $0.01 per share; 188.7million shares and 188.4 million shares issued at March 28, 2026 and December 27, 2025, respectively.
See notes to condensed consolidated financial statements.
3
FORTUNE BRANDS INNOVATIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Thirteen Weeks Ended March 28, 2026 and March 29, 2025
(In millions)
(Unaudited)
Thirteen Weeks Ended March 28, 2026
Thirteen Weeks Ended March 29, 2025
Operating activities
Net income
$
24.2
$
51.4
Non-cash adjustments:
Depreciation
23.5
33.3
Amortization of intangibles
18.6
18.0
Non-cash lease expense
9.9
9.4
Stock-based compensation
(0.7
)
7.4
Deferred taxes
11.9
1.7
Other operating activities, net
0.9
0.9
Changes in operating assets and liabilities:
Increase in accounts receivable
(69.5
)
(48.8
)
Increase in inventories
(14.5
)
(41.2
)
(Decrease) increase in accounts payable
(17.7
)
12.4
Increase in other assets
(7.8
)
(8.7
)
Decrease in accrued expenses and other liabilities
(88.3
)
(129.7
)
(Decrease) increase in accrued taxes
(9.7
)
10.5
Net cash used in operating activities
(119.2
)
(83.4
)
Investing activities
Capital expenditures (a)
(20.3
)
(29.2
)
Proceeds from the disposition of assets
9.8
-
Net cash used in investing activities
(10.5
)
(29.2
)
Financing activities
Issuance of long-term debt
455.8
420.0
Repayment of long-term debt
(287.5
)
(140.0
)
Proceeds from the exercise of stock options
4.5
0.6
Treasury stock purchases
(43.5
)
(175.0
)
Employee withholding taxes related to stock-based compensation
(6.1
)
(6.9
)
Dividends to stockholders
(31.2
)
(30.5
)
Other financing activities, net
(1.6
)
(0.2
)
Net cash provided by financing activities
90.4
68.0
Effect of foreign exchange rate changes on cash
(1.7
)
3.0
Net decrease in cash and cash equivalents
$
(41.0
)
$
(41.6
)
Cash, cash equivalents and restricted cash(b) at beginning of period
$
267.5
$
385.5
Cash, cash equivalents and restricted cash(b) at end of period
$
226.5
$
343.9
(a)
Capital expenditures of $8.1million and $5.1 million that had not been paid as of March 28, 2026 and March 29, 2025, respectively, were excluded from the Statement of Cash Flows.
(b)
Restricted cash of $1.4 million and $2.0 million is included in Other current assets and Other assets, respectively, as of March 28, 2026 and restricted cash of $1.3 million and $2.6 million is included in Other current assets and Other assets, respectively, as of March 29, 2025. Restricted cash of $1.4 million and $2.0 million is included in Other current assets and Other assets, respectively, as of December 27, 2025.
See notes to condensed consolidated financial statements.
4
FORTUNE BRANDS INNOVATIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
For the Thirteen Weeks Ended March 28, 2026 and March 29, 2025
(In millions)
(Unaudited)
Common Stock
Paid-In Capital
Accumulated Other Comprehensive (Loss) Income
Retained Earnings
Treasury Stock
Total Equity
Balance at December 28, 2024
$
1.9
$
3,189.3
$
42.4
$
2,956.8
$
(3,768.4
)
$
2,422.0
Comprehensive income:
Net income
-
-
-
51.4
-
51.4
Other comprehensive income
-
-
6.3
-
-
6.3
Stock options exercised
-
0.6
-
-
-
0.6
Stock-based compensation
-
7.4
-
-
(6.9
)
0.5
Treasury stock purchases
-
-
-
-
(176.6
)
(176.6
)
Dividends
-
-
-
0.4
-
0.4
Balance at March 29, 2025
$
1.9
$
3,197.3
$
48.7
$
3,008.6
$
(3,951.9
)
$
2,304.6
Balance at December 27, 2025
$
1.9
$
3,214.2
$
64.2
$
3,135.0
$
(4,026.7
)
$
2,388.6
Comprehensive income:
Net income
-
-
-
24.2
-
24.2
Other comprehensive income
-
-
(9.8
)
-
-
(9.8
)
Stock options exercised
-
4.5
-
-
-
4.5
Stock-based compensation
-
(0.6
)
-
-
(6.1
)
(6.7
)
Treasury stock purchases
-
-
-
-
(43.9
)
(43.9
)
Dividends
-
-
-
—
-
—
Balance at March 28, 2026
$
1.9
$
3,218.1
$
54.4
$
3,159.2
$
(4,076.7
)
$
2,356.9
See notes to condensed consolidated financial statements.
5
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation and Principles of Consolidation
The Company is an industry leading home, security and digital products company whose purpose is to elevate every life by transforming spaces into havens that has a portfolio of leading branded products used for residential home repair, remodeling, new construction and security applications. References to “Fortune Brands,” “the Company,” “we,” “our” and “us” refer to Fortune Brands Innovations, Inc. and its consolidated subsidiaries as a whole, unless the context otherwise requires.
The condensed consolidated financial statements and notes are presented pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and do not contain certain information included in our annual audited consolidated financial statements and notes. The December 27, 2025 condensed consolidated balance sheet was derived from our audited consolidated financial statements, but does not include all disclosures required by U.S. generally accepted accounting principles (“GAAP”). This Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 27, 2025.
The condensed consolidated balance sheets as of March 28, 2026, the related condensed consolidated statements of comprehensive income, equity and cash flows for the thirteen weeks ended March 28, 2026 and the condensed consolidated statements of comprehensive income, equity and cash flows for the thirteen weeks ended March 29, 2025 are unaudited. The presentation of these financial statements requires us to make estimates and assumptions that affect reported amounts and related disclosures. Actual results could differ from those estimates. In the opinion of management, all adjustments necessary for a fair statement of the financial statements have been included. Interim results may not be indicative of results for a full year.
6
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
2. Recently Issued Accounting Standards
In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2024-03 Disaggregation of Income Statement Expenses, which requires disaggregated disclosure of certain expenses on an interim and annual basis in the notes to the financial statements. This standard is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the impact of this new standard on our consolidated financial statements.
In September 2025, the FASB issued ASU 2025-06 Targeted Improvements to the Accounting for Internal-Use Software. The standard eliminates references to "development project stages" and clarifies the threshold to begin capitalizing internal-use software costs. The ASU is effective for fiscal years beginning after December 15, 2027 and interim periods within those fiscal years, with early adoption permitted. An entity may apply the amendments prospectively, retrospectively, or utilizing a modified transition approach. We are currently evaluating the impact of this new standard on our consolidated financial statements.
3. Balance Sheet Information
Supplemental information on our balance sheets is as follows:
(In millions)
March 28, 2026
December 27, 2025
Inventories:
Raw materials and supplies
$
304.6
$
335.1
Work in process
69.0
73.3
Finished products
664.5
616.5
Total inventories
$
1,038.1
$
1,024.9
Property, plant and equipment, gross
$
1,678.6
$
1,737.5
Less: accumulated depreciation
873.8
931.6
Property, plant and equipment, net
$
804.8
$
805.9
Assets held for sale
$
104.0
$
113.8
During the third quarter of 2025, we determined that certain assets, with a carrying value of $153.6 million as of December 28, 2024, met the criteria to be classified as held-for-sale and ceased recording depreciation. The decision to dispose of the assets was driven by a strategic refocusing of the business towards areas with higher growth and profitability potential and the ability to leverage available capacity at existing manufacturing facilities. We concluded that the carrying value of these assets exceeded their fair value, less estimated costs to sell, and recorded an impairment charge of $49.7 million within the Outdoors segment.
During the third quarter of 2025, we determined that assets with a carrying value of $13.1 million as of December 24, 2024 met the criteria to be classified as held-for-sale and ceased recording depreciation. The decision to dispose of the assets was driven by the Company's decision to consolidate its U.S. regional offices into one campus headquarters. We concluded the carrying value of these assets exceeded their fair value, less estimated costs to sell, and recorded an impairment charge of $0.4 million within the Outdoors segment. During the fourth quarter of 2025, we determined that additional assets to be disposed related to this decision, with a carrying value of $12.9 million as of December 28, 2024, met the criteria to be classified as held-for-sale and ceased recording depreciation. We concluded the carrying value of these assets exceeded their fair value, less estimated costs to sell, and recorded an impairment charge of $3.5 million within the Water segment.
The estimated fair values were determined using a combination of market and income approaches, which were based on valuation assumptions including certain Level 3 inputs. These assumptions included estimated sublease rental income, discount rates, market sales data and other market participant assumptions. The assets were reclassified from Property, plant and equipment, net to Assets held for sale in our Consolidated Balance Sheets.
In the first quarter of 2026, we completed the sale of certain assets within the Outdoors and Water segments. The total proceeds received were $9.8 million. The sale of these assets resulted in a net loss of zero.
7
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
4. Goodwill and Identifiable Intangible Assets
We had goodwill of $2,002.7 million and $2,006.4 million as of March 28, 2026 and December 27, 2025, respectively. The change in the net carrying amount of goodwill by segment was as follows:
(a) Net of accumulated impairment losses of $399.5 million in the Outdoors segment.
We test goodwill for impairment annually during the fourth quarter, or whenever events or circumstances may indicate that the carrying value of a reporting unit may be greater than its fair value. The Company has three reporting units, Water, Outdoors, and Security, which are determined in accordance with the provisions of ASC 350, Intangibles - and Other. The historical cushion on the Outdoors reporting unit and the recent and sustained decline in the Company's stock price since the last impairment test conducted in the fourth quarter of 2025 triggered the Company to perform an interim goodwill impairment test at the Outdoors reporting unit as of March 28, 2026. The fair value of the reporting unit was determined based on an equally weighted combination of a discounted cash flow analysis, or income approach, and a guideline public company method, or market approach, based on market multiples of comparable companies. The most significant assumptions used in the fair value analysis were forecasted revenue growth rates, operating income margins, market participant discount rates, and EBITDA multiples. As a result of this test, we determined that no impairment existed for the Outdoors reporting unit and that fair value substantially exceeded the carrying value.
The gross carrying value and accumulated amortization by class of identifiable intangible assets as of March 28, 2026 and December 27, 2025 were as follows:
(In millions)
As of March 28, 2026
As of December 27, 2025
Gross Carrying Amounts
Accumulated Amortization
Net Book Value
Gross Carrying Amounts
Accumulated Amortization
Net Book Value
Indefinite-lived tradenames
$
519.5
$
-
$
519.5
$
519.8
$
-
$
519.8
Amortizable intangible assets
Tradenames
$
78.1
$
(18.7
)
$
59.4
$
78.8
$
(17.8
)
$
61.0
Customer and contractual relationships
1,021.8
(422.2
)
599.6
1,024.0
(408.4
)
615.6
Patents/proprietary technology
141.2
(108.3
)
32.9
140.9
(105.6
)
35.3
Total
1,241.1
(549.2
)
691.9
1,243.7
(531.8
)
711.9
Total intangible assets
$
1,760.6
$
(549.2
)
$
1,211.4
$
1,763.5
$
(531.8
)
$
1,231.7
The $2.9 million decrease in gross identifiable intangible assets was primarily due to foreign currency translation adjustments.
Amortizable identifiable intangible assets, primarily customer relationships, are amortized over their estimated useful life, ranging from 5 to 30 years, based on the assessment of a number of factors that may impact useful life, which includes customer attrition rates and other relevant factors.
8
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
5. External Debt and Financing Arrangements
Senior Notes
As of March 28, 2026, the Company had aggregate outstanding senior notes in the principal amount of $2.2 billion, with varying maturities (the “Notes”). The Notes are unsecured senior obligations of the Company. The following table provides a summary of the Company’s outstanding Notes, including the net carrying value of the Notes, net of underwriting commissions, price discounts, and debt issuance costs as of March 28, 2026 and December 27, 2025:
Net Carrying Value
(in millions)
Principal Amount
Issuance Date
Maturity Date
March 28, 2026
December 27, 2025
3.250% Senior Notes
$
700.0
September 2019
September 2029
697.4
697.2
4.000% Senior Notes
$
450.0
March 2022
March 2032
447.3
447.2
4.500% Senior Notes
$
450.0
March 2022
March 2052
437.0
436.9
5.875% Senior Notes
$
600.0
June 2023
June 2033
595.0
594.8
Total Senior Notes long-term
$
2,176.7
$
2,176.1
Credit Facilities
In January 2026, the Company entered into a fourth amended and restated $1.25 billion revolving credit facility (the “Revolving Credit Agreement”), and borrowings thereunder will be used for general corporate purposes. The maturity date of the facility is January 2031. Borrowings under the Revolving Credit Agreement will bear interest at variable rates equal to, at the Company’s election, the term Secured Overnight Financing Rate ("SOFR") plus an applicable term SOFR margin for an interest period selected by the Company. The applicable term SOFR rate margin will be determined based on the ratings of the Company’s senior unsecured long-term debt securities. The daily simple SOFR rate margins range from 0.80% to 1.30%. Under the Revolving Credit Agreement, the Company is required to maintain a minimum ratio of consolidated EBITDA to consolidated interest expense of 3.0 to 1.0. Consolidated EBITDA is defined as consolidated net income before interest expense, income taxes, depreciation, amortization of intangible assets, losses from asset impairments, and certain other one-time adjustments. In addition, the Company's ratio of consolidated debt minus certain cash and cash equivalents to consolidated EBITDA generally may not exceed 3.5 to 1.0. There were no outstanding borrowings under this facility as of March 28, 2026 and December 27, 2025. As of March 28, 2026, we were in compliance with all covenants under this facility.
We currently have uncommitted bank lines of credit in China, which provide for unsecured borrowings for working capital of up to $30.5 million in aggregate as of March 28, 2026 and December 27, 2025. There were no outstanding balances as of March 28, 2026 and December 27, 2025.
Commercial Paper
The Company operates a commercial paper program (the “Commercial Paper Program”) pursuant to which the Company may issue unsecured commercial paper notes. The Company’s Revolving Credit Agreement is the liquidity backstop for the repayment of any notes issued under the Commercial Paper Program, and as such, borrowings under the Commercial Paper Program are included in Long-term debt in the condensed consolidated balance sheets. Amounts available under the Commercial Paper Program may be borrowed, repaid and re-borrowed, with the aggregate principal amount outstanding at any time, including borrowings under the Revolving Credit Agreement, not to exceed $1.25 billion. The Company will use any issuances under the Commercial Paper Program for general corporate purposes. Outstanding borrowings under the Commercial Paper Program as of March 28, 2026 and December 27, 2025 were $537.0 million and $368.8 million, respectively.
9
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
6. Financial Instruments
We do not enter into financial instruments for trading or speculative purposes. We principally use financial instruments to reduce the impact of changes in foreign currency exchange rates and commodities used as raw materials in our products. The principal derivative financial instruments we enter into on a routine basis are foreign exchange contracts. Derivative financial instruments are recorded at fair value. The counterparties to derivative contracts are major financial institutions. We are subject to credit risk on these contracts equal to the fair value of these instruments. Management currently believes that the risk of incurring material losses is unlikely and that the losses, if any, would be immaterial to the Company.
Raw materials used by the Company are subject to price volatility caused by weather, supply conditions, geopolitical and economic variables, and other unpredictable external factors. As a result, from time to time, we enter into commodity swaps to manage the price risk associated with forecasted purchases of materials used in our operations. We account for these commodity derivatives as economic hedges or cash flow hedges. Changes in the fair value of economic hedges are immediately recognized in current period earnings.
We may be exposed to interest rate risk on existing debt or forecasted debt issuance. To mitigate this risk, we may enter into interest rate hedge contracts. There were no outstanding interest rate hedge contracts as of March 28, 2026.
We may enter into foreign currency forward contracts to protect against foreign exchange risks associated with certain existing assets and liabilities, forecasted future cash flows, and net investments in foreign subsidiaries. Foreign exchange contracts related to forecasted future cash flows correspond to the periods of the forecasted transactions, which generally do not exceed 12 to 15 months subsequent to the latest balance sheet date. Our primary foreign currency hedge contracts pertain to the British pound, the Canadian dollar, and the Mexican peso. The gross U.S. dollar equivalent notional amount of all foreign currency derivative hedges outstanding at March 28, 2026 was $656.1 million. Based on foreign exchange rates as of March 28, 2026, we estimate that $11.6 million of net derivative gains included in accumulated other comprehensive income as of March 28, 2026 will be reclassified to earnings within the next twelve months.
We have entered into cross-currency swap contracts to hedge both our Canadian dollar and Chinese yuan exposures of the Company's net investments in certain foreign subsidiaries. As of March 28, 2026, the notional value of the cross-currency swap contracts was $141.0 million and expire at various dates through November 2026. The cross-currency swaps were designated as net investment hedges, with the amount of gain or loss associated with the change in fair value of these instruments included within accumulated other comprehensive income and recognized upon termination of the respective net investment.
For derivative instruments that are designated as fair value hedges, the gain or loss on the derivative instrument, as well as the offsetting loss or gain on the hedged item, are recognized on the same line of the consolidated statements of income. The changes in the fair value of cash flow hedges are reported in accumulated other comprehensive income and are recognized in the consolidated statements of income when the hedged item affects earnings.
The fair values of derivative instruments on the consolidated balance sheets as of March 28, 2026 and December 27, 2025 were as follows:
Fair Value
(In millions)
Location
March 28, 2026
December 27, 2025
Assets:
Foreign exchange contracts
Other current assets
$
3.3
$
1.2
Total assets
$
3.3
$
1.2
Liabilities:
Foreign exchange contracts
Other current liabilities
$
1.5
$
1.6
Net investment hedges
Other current liabilities
1.5
2.9
Total liabilities
$
3.0
$
4.5
10
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
The effects of derivative financial instruments on the statements of comprehensive income for the thirteen weeks ended March 28, 2026 and March 29, 2025 were as follows:
(In millions)
Classification and Amount of Gain (Loss) Recognized in Income on Hedging Relationships
Thirteen Weeks Ended March 28, 2026
Cost of products sold
Interest expense
Other income, net
Total amounts per Consolidated Statements of Comprehensive Income
$
575.6
$
26.5
$
0.1
Gain (loss) on fair value hedging relationships
Foreign exchange contracts:
Hedged items
-
-
(3.2
)
Derivative designated as hedging instruments
-
-
1.5
Gain on net investment hedging relationships
0.5
Gain (loss) on cash flow hedging relationships
Foreign exchange contracts:
Amount of gain or (loss) reclassified from accumulated other comprehensive (loss) income into income
0.2
-
-
Commodity contracts:
Amount of gain or (loss) reclassified from accumulated other comprehensive (loss) income into income
-
-
-
Interest rate contracts:
Amount of gain or (loss) reclassified from accumulated other comprehensive (loss) income into income
-
3.1
-
(In millions)
Classification and Amount of Gain (Loss) Recognized in Income on Hedging Relationships
Thirteen Weeks Ended March 29, 2025
Cost of products sold
Interest expense
Other income, net
Total amounts per Consolidated Statements of Comprehensive Income
$
578.4
$
28.6
$
1.0
Gain (loss) on fair value hedging relationships
Foreign exchange contracts:
Hedged items
-
-
3.0
Derivative designated as hedging instruments
-
-
(2.5
)
Gain on net investment hedging relationships
1.0
Gain (loss) on cash flow hedging relationships
Foreign exchange contracts:
Amount of gain or (loss) reclassified from accumulated other comprehensive (loss) income into income
(0.4
)
-
-
Commodity contracts:
Amount of gain or (loss) reclassified from accumulated other comprehensive (loss) income into income
-
-
-
Interest rate contracts:
Amount of gain or (loss) reclassified from accumulated other comprehensive (loss) income into income
-
3.1
-
11
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
7. Fair Value Measurements
The fair value hierarchy consists of the following three levels:
•
Level 1 - valuations are quoted prices in active markets for identical assets or liabilities.
•
Level 2 - valuations based on quoted prices for similar instruments in active markets, quoted prices for identified or similar instruments in markets that are not active and model-based valuations in which all significant inputs are observable in the market; and
•
Level 3 - valuations using unobservable inputs, due to little or no market activity for the asset or liability, such as internally-developed valuation models.
The carrying value and fair value of debt as of March 28, 2026 and December 27, 2025 were as follows:
(In millions)
March 28, 2026
December 27, 2025
Carrying Value
Fair Value
Carrying Value
Fair Value
Notes, net of underwriting commissions, price discounts and debt issuance costs
$
2,176.7
$
2,050.0
$
2,176.1
$
2,109.3
Commercial paper borrowings
537.0
537.0
368.8
368.8
Total debt
$
2,713.7
$
2,587.0
$
2,544.9
$
2,478.1
The estimated fair value of our Notes is determined by using quoted market prices of our debt securities, which are Level 1 inputs. The estimated fair value of borrowings under our Commercial Paper Program is determined primarily using broker quotes, which are Level 2 inputs, and are equal to their carrying value.
Assets and liabilities measured at fair value on a recurring basis as of March 28, 2026 and December 27, 2025 were as follows:
(In millions)
Fair Value
March 28, 2026
December 27, 2025
Assets
Derivative financial instruments (Level 2)
$
3.3
$
1.2
Liabilities
Derivative financial instruments (Level 2)
$
3.0
$
4.5
12
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
8. Accumulated Other Comprehensive Income (Loss)
The after-tax components of and changes in accumulated other comprehensive (loss) income for the thirteen weeks ended March 28, 2026 and March 29, 2025 were as follows:
(In millions)
Foreign Currency Adjustments
Derivative Hedging Gain (Loss)
Defined Benefit Plan Adjustments
Accumulated Other Comprehensive Loss
Balance at December 28, 2024
$
(25.6
)
$
78.1
$
(10.1
)
$
42.4
Amounts classified into accumulated other comprehensive (loss) income
8.4
(0.2
)
0.9
9.1
Amounts reclassified from accumulated other comprehensive (loss) income
-
(2.8
)
-
(2.8
)
Net current-period other comprehensive (loss) income
8.4
(3.0
)
0.9
6.3
Balance at March 29, 2025
$
(17.2
)
$
75.1
$
(9.2
)
$
48.7
Balance at December 27, 2025
$
6.8
$
67.6
$
(10.2
)
$
64.2
Amounts classified into accumulated other comprehensive (loss) income
(7.5
)
0.4
(0.2
)
(7.3
)
Amounts reclassified from accumulated other comprehensive (loss) income
-
(2.5
)
-
(2.5
)
Net current-period other comprehensive (loss) income
(7.5
)
(2.1
)
(0.2
)
(9.8
)
Balance at March 28, 2026
$
(0.7
)
$
65.5
$
(10.4
)
$
54.4
The reclassifications out of accumulated other comprehensive loss for the thirteen weeks ended March 28, 2026 and March 29, 2025 were as follows:
(In millions)
Details about Accumulated Other Comprehensive Loss Components
Amount Reclassified from Accumulated Other Comprehensive Loss
Affected Line Item in the Statement of Comprehensive Income
Thirteen Weeks Ended March 28, 2026
Thirteen Weeks Ended March 29, 2025
Gains (losses) on cash flow hedges
Foreign exchange contracts
$
0.2
$
(0.4
)
Cost of products sold
Interest rate contracts
3.1
3.1
Interest expense
Total before tax
3.3
2.7
Tax expense
(0.8
)
0.1
Net of tax
$
2.5
$
2.8
13
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
9. Revenue
The following table disaggregates our consolidated revenue by major sales distribution channels for the thirteen weeks ended March 28, 2026 and March 29, 2025:
(In millions)
Thirteen Weeks Ended March 28, 2026
Thirteen Weeks Ended March 29, 2025
Wholesalers(a)
$
497.9
$
505.8
Home Center retailers(b)
244.2
244.1
Other retailers(c)
103.8
104.4
U.S. net sales
845.9
854.3
International(d)
165.4
178.8
Net sales
$
1,011.3
$
1,033.1
(a)
Represents sales to customers whose business is oriented towards builders, professional trade people and home remodelers, inclusive of sales through our customers’ respective internet website portals.
(b)
Represents sales to the three largest “Do-It-Yourself” retailers: The Home Depot, Inc., Lowe's Companies, Inc. and Menards, Inc., inclusive of sales through their respective internet website portals.
(c)
Represents sales principally to our mass merchant and standalone independent e-commerce customers.
(d)
Represents sales in markets outside the United States, principally in China, Canada, Europe and Mexico.
As part of our contracts with customers, we recognize contract liabilities, principally deferred revenue. Deferred revenue liabilities represent advanced payments and billings in excess of revenue recognized. Deferred revenue liabilities of $18.2 million and $20.0 million as of March 28, 2026 and March 29, 2025, respectively, were included in Other current liabilities in our consolidated balance sheet, and $13.8 million and $12.1 million as of March 28, 2026 and March 29, 2025, respectively, were included in Other noncurrent liabilities in our consolidated balance sheet.
10. Defined Benefit Plans
The components of net periodic benefit cost for pension benefits for the thirteen weeks ended March 28, 2026 and March 29, 2025 were as follows:
Pension Benefits
(In millions)
Thirteen Weeks Ended March 28, 2026
Thirteen Weeks Ended March 29, 2025
Interest cost
$
2.3
$
2.9
Expected return on plan assets
(2.0
)
(2.7
)
Net periodic benefit cost
$
0.3
$
0.2
11. Income Taxes
The effective income tax rates for the thirteen weeks ended March 28, 2026 and thirteen weeks ended March 29, 2025 were 28.4% and 25.9%, respectively. The difference between the Company’s effective income tax rate for the thirteen weeks ended March 28, 2026, and the U.S. statutory rate of 21% primarily relates to state income taxes and equity compensation.
14
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
12. Product Warranties
We generally record warranty expense related to contractual warranty terms at the time of sale. We may also provide customer concessions for claims made outside of the contractual warranty terms and those expenses are recorded in the period in which the concession is made. We offer our customers various warranty terms based on the type of product that is sold. Warranty expense is determined based on historic claim experience and the nature of the product category. The following table summarizes activity related to our product warranty liability for the thirteen weeks ended March 28, 2026 and March 29, 2025.
(In millions)
Thirteen Weeks Ended March 28, 2026
Thirteen Weeks Ended March 29, 2025
Reserve balance at beginning of period
$
19.9
$
20.2
Provision for warranties issued
1.6
1.6
Settlements made (in cash or in kind)
(3.0
)
(3.0
)
Foreign translation adjustments
0.1
0.2
Reserve balance at end of period
$
18.6
$
19.0
13. Information on Business Segments
The Company’s operations are structured into three segments, Water, Outdoors and Security. These segments are strategic business units with differing products and services.
The chief operating decision maker (“CODM”), our Interim Chief Executive Officer, uses operating income to evaluate the performance of our segments and to make resource allocation decisions. Segment operating income excludes unallocated corporate costs. Operating income is the primary measure of segment profitability used in internal management reporting to the CODM. This measure is used to view operating trends, perform analytical comparisons and benchmark performance between periods, and to evaluate historical and forecasted financial performance as well as performance relative to our competitors. The monthly and quarterly results provided to the CODM include the net sales and operating income or loss of the consolidated Company and each segment. These financial results are reviewed against budget and the prior year in evaluating the performance of the segment. The CODM is also regularly provided qualitative and quantitative metrics to establish an understanding of drivers to the overall performance. The metrics provided include information at a functional level for the Company's operations and supply chain in addition to each segment. These metrics also include service and quality ratings, brand awareness, market performance and outlook, working capital efficiency, operational plant efficiency, commodity pricing, capital spending and an overview of transformation initiatives.
The significant expense categories and amounts shown below align with the segment level information that is regularly provided to the CODM. Intersegment expenses are included within the amounts below. Other operating expenses principally consist of cost of sales and selling, general and administrative expenses, which are not provided to the CODM in managing performance of the operating segments.
15
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
The Water segment manufactures or assembles and sells faucets, accessories, kitchen sinks and waste disposals, predominantly under the Moen, ROHL, Riobel, Victoria+Albert, Perrin & Rowe, Aqualisa, Shaws, Emtek, Schaub and SpringWell brands. The Outdoors segment includes fiberglass and steel entry door systems under the Therma-Tru brand name, storm, screen and security doors under the Larson brand name, composite decking and railing under the Fiberon brand name, urethane millwork under the Fypon brand name and wide-opening exterior door systems and outdoor enclosures under the Solar Innovations brand. The Security segment includes locks, safety and security devices, connected and mechanical lock out tag out solutions and electronic security products under the Master Lock, American Lock, Yale and August brands, and fire-resistant safes, security containers and commercial cabinets under the SentrySafe brand. Corporate expenses consist primarily of headquarters administrative expenses.
(In millions)
Water
Outdoors
Security
Thirteen Weeks Ended March 28, 2026
Net sales
$
563.7
$
294.4
$
153.2
$
1,011.3
Depreciation
10.3
9.0
2.1
Amortization of intangibles
9.8
7.4
1.2
Other segment items (a)
439.9
260.6
128.2
Total operating income
$
103.7
$
17.4
$
21.7
$
142.8
Unallocated expenses
82.6
Total operating income
$
60.2
Interest expense
26.5
Other (income) expense, net
(0.1
)
Total income before income taxes
$
33.8
(a)Other segment items recognized during the thirteen weeks ended March 28, 2026 include cost of sales and selling, general, and administrative expenses.
(In millions)
Water
Outdoors
Security
Thirteen Weeks Ended March 29, 2025
Net sales
$
565.4
$
304.7
$
163.0
$
1,033.1
Depreciation
12.6
16.2
3.9
Amortization of intangibles
9.9
7.5
0.6
Other segment items (a)
439.7
258.4
142.5
Segment operating income
$
103.2
$
22.6
$
16.0
$
141.8
Unallocated expenses
44.8
Total operating income
$
97.0
Interest expense
28.6
Other (income) expense, net
(1.0
)
Total income before income taxes
$
69.4
(a)Other segment items recognized during the thirteen weeks ended March 29, 2025 include cost of sales and selling, general, and administrative expenses.
16
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
14. Restructuring and Other Charges
On January 18, 2025, we announced the decision to consolidate U.S. regional offices into one campus headquarters in Deerfield, Illinois. In connection with these consolidation activities and related organizational and personnel changes, the Company currently expects to continue to incur certain cash and non-cash restructuring and other charges related to employee relocation, severance, retention, non-cash asset related costs, lease exit costs, and other transition activities estimated in the range of approximately $100 million to $120 million in the aggregate. For the fifty-two weeks ended December 27, 2025, we incurred total charges of $89.6 million, including cash charges of $71.6 million primarily related to severance and other exit costs, and non-cash charges of $18.0 million primarily related to acceleration of property, plant and equipment depreciation. For the thirteen weeks ended March 28, 2026, we incurred total charges of $4.6 million, including cash charges of $5.1 million primarily related to severance and other exit costs, and non-cash income adjustments of $0.5 million. The estimated ranges of restructuring and other charges are provisional and include management judgments and assumptions that could change as we execute our plans. Actual results may differ from these estimates, and the execution of our plan could result in additional charges.
Total restructuring and other charges for the thirteen weeks ended March 28, 2026 were as follows:
(In millions)
Thirteen Weeks Ended March 28, 2026
Other Charges (Gains) (a)
Restructuring Charges
Cost of Products Sold
SG&A (b)
Total Charges
Water
$
2.3
$
-
$
0.1
$
2.4
Outdoors
0.1
0.8
-
0.9
Security
0.1
0.1
(0.2
)
-
Corporate
1.8
-
0.9
2.7
Total
$
4.3
$
0.9
$
0.8
$
6.0
(a)
“Other Charges” represent charges or gains directly related to restructuring initiatives that cannot be reported as restructuring under GAAP. Such charges or gains were incurred directly in connection with discrete, strategic restructuring activities and would not have been incurred otherwise. Such charges or gains may include losses on disposal of inventories, trade receivables allowances from exiting product lines, write-off of displays from exiting a customer relationship, accelerated depreciation resulting from the closure of facilities, and gains and losses on the sale of previously closed facilities.
(b)
Selling, general and administrative expenses.
Restructuring and other charges for the thirteen weeks ended March 28, 2026 are primarily attributable to costs associated with the decision to consolidate our U.S. regional offices into one campus headquarters and related organizational and personnel changes.
Restructuring and other charges for the thirteen weeks ended March 29, 2025 were as follows:
(In millions)
Thirteen Weeks Ended March 29, 2025
Other Charges (Gains) (a)
Restructuring Charges
Cost of Products Sold
SG&A (b)
Total Charges
Water
$
9.6
$
0.4
$
-
$
10.0
Outdoors
2.5
5.6
1.0
9.1
Security
3.9
3.3
-
7.2
Corporate
8.8
-
3.7
12.5
Total
$
24.8
$
9.3
$
4.7
$
38.8
(a) “Other Charges” represent charges or gains directly related to restructuring initiatives that cannot be reported as restructuring under GAAP. Such charges or gains may include losses on disposal of inventories, trade receivables allowances from exiting product lines, write-off of displays from exiting a customer relationship, accelerated depreciation resulting from the closure of facilities, and gains and losses on the sale of previously closed facilities.
(b)Selling, general and administrative expenses.
17
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Restructuring and other charges for the thirteen weeks ended March 29, 2025 are primarily attributable to costs associated with the decision to consolidate our U.S. regional offices into one campus headquarters and related organizational and personnel changes, product-line rationalizations within our Outdoors segment, and plant closures in both our Water and Security segments.
Reconciliation of Restructuring Liability
(In millions)
Balance at December 27, 2025
2026 Provision
Cash Payments(a)
Non-Cash Write-offs
Balance at March 28, 2026
Workforce reduction costs
$
27.2
$
4.5
$
(9.8
)
$
-
$
21.9
Other
0.4
(0.2
)
(0.4
)
0.2
-
Total
$
27.6
$
4.3
$
(10.2
)
$
0.2
$
21.9
(a) Cash payments primarily relate to severance charges.
(In millions)
Balance at December 28, 2024
2025 Provision
Cash Payments (a)
Non-Cash Write-offs
Balance at March 29, 2025
Workforce reduction costs
$
6.2
$
22.1
$
(3.0
)
$
-
$
25.3
Other
7.7
2.7
-
(0.5
)
9.9
Total
$
13.9
$
24.8
$
(3.0
)
$
(0.5
)
$
35.2
(a) Cash payments primarily relate to severance charges.
15. Earnings Per Share
The computations of earnings per common share for the thirteen weeks ended March 28, 2026 and March 29, 2025 were as follows:
(In millions, except per share data)
Thirteen Weeks Ended March 28, 2026
Thirteen Weeks Ended March 29, 2025
Net income
$
24.2
$
51.4
Earnings per common share
Basic earnings per share
$
0.20
$
0.42
Diluted earnings per share
$
0.20
$
0.42
Basic average shares outstanding
119.8
122.2
Stock-based awards
0.4
0.8
Diluted average shares outstanding
120.2
123.0
Antidilutive stock-based awards excluded from weighted-average number of shares outstanding for diluted earnings per share
1.9
1.0
18
FORTUNE BRANDS INNOVATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
16. Commitments and Contingencies
Litigation
The Company is a party to lawsuits that are ordinary, routine litigation matters incidental to its businesses. It is not possible to predict the outcome of the pending actions, and, as with any litigation, it is possible that these actions could be decided unfavorably to the Company. The Company believes that there are meritorious defenses to these actions and that these actions will not have a material adverse effect upon our results of operations, cash flows or financial condition, and where appropriate, these actions are being vigorously contested. Accordingly, the Company believes the likelihood of material loss is remote.
Environmental
We are involved in remediation activities to clean up hazardous wastes as required by federal and state laws. Liabilities for remediation costs of each site are based on our best estimate of undiscounted future costs, excluding possible insurance recoveries or recoveries from other third parties. Uncertainties about the status of laws, regulations, technology and information related to individual sites make it difficult to develop estimates of environmental remediation exposures. Some of the potential liabilities relate to sites we own, and some relate to sites we no longer own or never owned. Several of our subsidiaries have been designated as potentially responsible parties (“PRP”) under Superfund or similar state laws. In most instances where our subsidiaries are named as a PRP, we enter into cost-sharing arrangements with other PRPs. We give notice to insurance carriers of potential PRP liability, but very rarely, if ever, receive reimbursement from insurance for PRP costs. We believe compliance with current environmental protection laws (before taking into account estimated recoveries from third parties) will not have a material adverse effect upon our results of operations, cash flows or financial condition.
Other
On September 12, 2025, the Company experienced a fire within a portion of one of its manufacturing facilities within the Outdoors segment. The fire primarily caused damage to owned property and equipment. In 2025, expenses of $21.1 million, related to clean-up costs, damage to assets and fixed operating costs, less probable insurance recoveries, were recorded within Cost of products sold in the Consolidated Statement of Comprehensive Income. For the thirteen weeks ended March 28, 2026, expenses of $3.5 million, related to clean-up costs, less probable insurance recoveries, were recorded within Cost of products sold in the Consolidated Statement of Comprehensive Income.
19
Item 2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and the notes thereto, which are included in this report, as well as our audited consolidated financial statements for the year ended December 27, 2025, which are included in our Annual Report on Form 10-K for the year ended December 27, 2025.
This discussion contains forward-looking statements that are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements include all statements that are not historical statements of fact and those regarding our intent, belief or expectations for our business, operations, financial performance or financial condition, in addition to statements regarding our expectations for the markets in which we operate, general business strategies, expected impacts from recently-announced organizational and leadership changes, the market potential of our brands, trends in the housing market, the potential impact of costs, including material and labor costs, the potential impact of inflation, expected capital spending, expected pension contributions, the expected effects of acquisitions, dispositions and other strategic transactions including the expected benefits and costs of the spin-off of MasterBrand, Inc. and the tax-free nature of the spin-off transaction, the anticipated effects of recently issued accounting standards on our financial statements, and other matters that are not historical in nature. Statements that include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans,” “outlook,” “positioned”, “confident,” “opportunity”, “focus” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may”, and “could” are generally forward-looking in nature and not historical facts. Where, in any forward-looking statement, we express an expectation or belief as to future results or events, such expectation or belief is based on current expectations, plans, estimates, assumptions and projections of our management about our industry, business and future financial results available at the time this report is filed with the SEC. Although we believe that these statements are based on reasonable assumptions, they are subject to numerous factors, risks and uncertainties that could cause actual outcomes and results to be materially different from those indicated in such statements, including but not limited to: (i) our reliance on the North American and Chinese home improvement, repair and remodel and new home construction activity levels, (ii) the housing market, downward changes in the general economy, unfavorable interest rates or other business conditions, (iii) the competitive nature of consumer and trade brand businesses, (iv) our ability to execute on our strategic plans and the effectiveness of our strategies in the face of business competition, (v) our reliance on key customers and suppliers, including wholesale distributors and dealers and retailers, (vi) risks associated with our recent leadership changes and our search process to identify our next CEO and CFO, (vii) risks relating to rapidly evolving technological change, (viii) risks associated with our ability to improve organizational productivity and global supply chain efficiency and flexibility, (ix) risks associated with global commodity and energy availability and price volatility, as well as the possibility of sustained inflation, (x) delays or outages in our information technology systems or computer networks or breaches of our information technology systems or other cybersecurity incidents, (xi) risks associated with doing business globally, including changes in trade-related tariffs (including recent U.S. tariffs announced or imposed on China, Canada, Mexico and other countries and any reciprocal actions taken by such countries) and risks with uncertain trade environments, (xii) risks associated with the disruption of operations, including as a result of severe weather events, (xiii) our inability to obtain raw materials and finished goods in a timely and cost-effective manner, (xiv) risks associated with strategic acquisitions, divestitures and joint ventures, including difficulties integrating acquired companies and the inability to achieve the expected financial results and benefits of transactions, (xv) impairments in the carrying value of goodwill or other acquired intangible assets, (xvi) risks of increases in our defined benefit-related costs and funding requirements, (xvii) our ability to attract and retain qualified personnel and other labor constraints, (xviii) the effect of climate change and the impact of related changes in government regulations and consumer preferences, (xix) risks associated with environmental, social and governance matters, (xx) potential liabilities and costs from claims and litigation, (xxi) changes in government and industry regulatory standards, (xxii) future tax law changes or the interpretation of existing tax laws, and (xxiii) our ability to secure and protect our intellectual property rights, as well as those described in the section of our Annual Report on Form 10-K for the year ended December 27, 2025 entitled Item 1A. “Risk Factors”. We undertake no obligation to, and expressly disclaim any such obligation to, update, amend, clarify or revise any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events, new information or changes to future results over time or otherwise, except as required by law.
20
OVERVIEW
References to “Fortune Brands,” “the Company,” “we,” “our” and “us” refer to Fortune Brands Innovations, Inc. and its consolidated subsidiaries as a whole, unless the context otherwise requires. The Company is a leading home, security and digital products company whose purpose is to elevate every life by transforming spaces into havens. We sell our products through a wide array of sales channels, including kitchen and bath dealers, wholesalers oriented toward builders or professional remodelers, industrial and locksmith distributors, “do-it-yourself” remodeling-oriented home centers, showrooms, direct to consumer, e-commerce and other retail outlets.
We believe that the Company has certain competitive advantages including market-leading brands, a diversified mix of channels, lean and flexible supply chains, a strong capital structure, as well as a tradition of strong innovation and customer service. We are focused on outperforming our markets in growth, profitability and returns in order to drive increased stockholder value. We believe the Company’s track record reflects the long-term attractiveness and potential of the categories we serve and our leading brands. We believe the long-term outlook for our products remains favorable, and our strategic advantages, including the set of capabilities we refer to as the Fortune Brands Advantage, will help us to achieve profitable organic growth over time.
We continue to believe our most attractive opportunities are to invest in profitable organic growth initiatives, pursue accretive strategic acquisitions, non-controlling equity investments, and joint ventures, and return cash to stockholders through a combination of dividends and repurchases of shares of our common stock under our share repurchase program as explained in further detail under “Liquidity and Capital Resources” below.
The U.S. market for our products primarily consists of spending on both new home construction and repair and remodel activities within existing homes, with a substantial majority of the markets we serve consisting of repair and remodel spending. Growth in the U.S. market for our home products will largely depend on consumer confidence, employment, wage growth, home prices, equity levels and rates of extraction, stable mortgage rates and credit availability. Increases in inflation and mortgage rates during the preceding years have slowed the pace of single-family and existing home sales activity and new home construction and repair and remodel activities. However, we believe we are well positioned to manage the continued slow-down in the housing market as we believe the fundamental drivers of the housing market remain intact.
We have been and may continue to be impacted by near-term supply, labor and freight constraints, a volatile geopolitical environment, as well as increased rates of inflation, increased interest rates and unfavorable fluctuations in foreign exchange rates. In addition, we have been adversely impacted and may in the future be impacted by tariff-related costs.
On February 20, 2026, the U.S. Supreme court invalidated the U.S. tariffs imposed under the International Emergency Economic Powers Act ("IEEPA") on goods imported into the U.S. The ultimate availability, timing, and amount of any potential refunds remain highly uncertain and are subject to further legal, regulatory, and administrative developments. In addition, the U.S. Administration imposed new tariffs and may impose additional tariffs. We will continue to monitor changes to import and export policies of the U.S. and other countries that could impact our financial position, results of operations and cash flows. As of March 28, 2026, the Company has not recognized any amounts associated with potential refunds related to these tariffs.
The Company continues to actively work to mitigate the anticipated impacts of tariffs through a combination of supply chain actions, cost-out activities and strategic pricing actions across all of our channels and brands. However, this remains a rapidly evolving landscape, and the Company's ability to mitigate the anticipated impacts of tariffs could be affected by a number of factors, including additional tariffs or trade-related sanctions imposed by the U.S. or other countries, and if the Company is ultimately not able to substantially mitigate the impacts of tariffs, there would be negative impacts to the Company's results of operations. We are also unable, at this time, to determine any future negative impacts from reduced consumer spending as a result of inflationary or other macroeconomic pressures or uncertainty that may result from the imposition of current or future tariffs.
21
RESULTS OF OPERATIONS
Thirteen Weeks Ended March 28, 2026 Compared to Thirteen Weeks Ended March 29, 2025
Fortune Brands delivered net income of $24.2 million, or $0.20 per diluted common share for the thirteen weeks ended March 28, 2026 compared to net income of $51.4 million, or $0.42 per diluted common share in the prior year. Net income for the thirteen weeks ended March 28, 2026 was negatively impacted by lower sales unit volume and $42.4 million due to costs associated with governance advisory services and leadership changes. We delivered cash used in operating activities of $(119.2) million of the thirteen weeks ended March 28, 2026, compared to $(83.4) million in the same prior year period.
Net Sales
(In millions)
2026
2025
% Change vs. Prior Year
Water
$
563.7
$
565.4
(0.3
)
%
Outdoors
294.4
304.7
(3.4
)
Security
153.2
163.0
(6.0
)
Net sales
$
1,011.3
$
1,033.1
(2.1
)
%
Operating Income (Loss)
2026
2025
% Change vs. Prior Year
Water
$
103.7
$
103.2
0.5
%
Outdoors
17.4
22.6
(23.0
)
Security
21.7
16.0
35.6
Less: Corporate expenses
(82.6
)
(44.8
)
84.4
Operating income
$
60.2
$
97.0
(37.9
)
%
The following discussion of consolidated results of operations and segment results refers to the thirteen weeks ended March 28, 2026 compared to the thirteen weeks ended March 29, 2025. Consolidated results of operations should be read in conjunction with segment results of operations.
Net sales
Net sales decreased by $21.8 million, or 2.1%, primarily due to lower sales volume across all operating segments, primarily driven by demand softness. Volume declines were offset by year over price increases, including tariff and commodity mitigating actions. Net sales within our China business decreased by $9.1 million, or 25%, due to volume declines. These declines were partially offset by the favorable impact of foreign exchange of $10.1 million.
Cost of products sold
Cost of products sold decreased by $2.8 million, or 0.5%, primarily due to lower sales volume, partially offset by material cost inflation and tariffs. Cost of products sold was also impacted by lower restructuring-related charges of $8.4 million.
Selling, general and administrative expenses
Selling, general and administrative expenses increased by $37.8 million, or 12.0%, primarily due to costs associated with governance advisory services and leadership changes of $42.4 million.
Restructuring charges
Restructuring charges of $4.3 million are primarily due to costs incurred in connection with the Company's headquarters consolidation and its related organizational changes.
22
RESULTS OF OPERATIONS (Continued)
Operating income
Operating income decreased by $36.8 million, or 37.9%, primarily due to lower sales volume, costs associated with governance advisory services and leadership changes of $42.4 million, higher commodity and tariff costs, higher freight costs, partially offset by lower restructuring and restructuring-related charges of $32.8 million.
Interest expense
Interest expense decreased by $2.1 million, or 7.3% to $26.5 million primarily due to lower commercial paper borrowings net of repayments during the thirteen weeks ended March 28, 2026 of $168.3 million, as compared to the thirteen weeks ended March 29, 2025 of $280.0 million.
Other (income) expense, net
Other income, net, was $(0.1) million in the thirteen weeks ended March 28, 2026, compared to other income, net of $(1.0) million in the thirteen weeks ended March 29, 2025. The decrease in other income, net is primarily due to a decrease in interest income, and increases in foreign currency transaction expense.
Income taxes
The effective income tax rates for the thirteen weeks ended March 28, 2026 and thirteen weeks ended March 29, 2025 were 28.4% and 25.9%, respectively.
The difference between the Company’s effective income tax rate for the thirteen weeks ended March 28, 2026 and the U.S. statutory rate of 21% primarily relates to state income taxes and equity compensation.
The difference between the Company’s effective income tax rate for the thirteen weeks ended March 29, 2025 and the U.S. statutory rate of 21% primarily relates to state income taxes and foreign income taxed at higher rates.
Net income
Net income was $24.2 million in the thirteen weeks ended March 28, 2026, compared to $51.4 million in the thirteen weeks ended March 29, 2025. The decrease in net income was due to lower operating income of $36.8 million and lower other income of $0.9 million, partly offset by lower income tax expense and interest expense of $8.4 million and $2.1 million, respectively.
Results By Segment
Water
Net sales decreased by $1.7 million, or 0.3%, primarily due to lower sales unit volume due to market softness. Volume declines were offset by year over price increases, including tariff-mitigating actions. Net sales within our China business decreased by $9.1 million, or 25%, due to volume decline. These declines were partially offset by the favorable impact of foreign exchange of $7.5 million.
Operating income increased by $0.5 million, or 0.5%, primarily due to lower restructuring and restructuring-related charges of $7.6 million, partially offset by the impact of lower sales volume, higher tariff costs net of price mitigating actions and higher freight costs of $6.3 million.
Outdoors
Net sales decreased by $10.3 million, or 3.4%, primarily due to lower sales unit volume due to market softness, channel inventory decreases, partially offset by strategic price actions primarily to mitigate commodity and tariff-related cost inflation.
Operating income decreased by $5.2 million, or 23.0%, primarily due to higher commodity and tariff costs, lower sales unit volume and $3.5 million net costs incurred related to the fire that occurred at a manufacturing facility, partially offset by lower restructuring and restructuring-related charges of $8.2 million and by the impact of price mitigating actions.
Security
Net sales decreased by $9.8 million, or 6.0%, primarily due to lower sales unit volume, partially offset by pricing actions to mitigate commodity and tariff-related cost inflation and the favorable impact of foreign exchange of $2.6 million.
23
Operating income increased by $5.7 million, or 35.6%, primarily due to lower restructuring and restructuring-related charges of $7.2 million, partially offset by lower sales unit volume and higher tariff costs net of price mitigating actions.
Corporate expenses
Corporate expenses increased by $37.8 million, or 84.4% primarily due to costs associated with governance advisory services and leadership changes of $42.4 million, partially offset by lower restructuring and restructuring-related charges of $9.8 million.
LIQUIDITY AND CAPITAL RESOURCES
Our principal sources of liquidity are cash on hand, cash flows from operating activities, cash borrowed under our credit facility and cash from debt issuances in the capital markets. Our operating income is generated by our subsidiaries. We believe our operating cash flows, including funds available under the credit facility and access to capital markets, provide sufficient liquidity to support the Company’s working capital requirements, capital expenditures and service of indebtedness, as well as to finance acquisitions, repurchase shares of our common stock and pay dividends to stockholders, as the Board of Directors deems appropriate both for the 12-month period following March 28, 2026 and in the long-term.
Our cash flows from operations, borrowing availability and overall liquidity are subject to certain risks and uncertainties, including those described in the section of our Annual Report on Form 10-K for the year ended December 27, 2025 entitled “Item 1A. Risk Factors”. In addition, we cannot predict whether or when we may enter into acquisitions, joint ventures or dispositions, repurchase shares of our common stock under our share repurchase program or pay dividends, or what impact any such transactions could have on our results of operations, cash flows or financial condition, whether as a result of the issuance of debt or equity securities, or otherwise.
Long-Term Debt
As of March 28, 2026, the Company had aggregate outstanding notes in the principal amount of $2.2 billion, with varying maturities (the “Notes”). The Notes are unsecured senior obligations of the Company. In addition, we believe that we have the ability to obtain alternative sources of financing if required. The following table provides a summary of the Company’s outstanding Notes, including the net carrying value of the Notes, net of underwriting commissions, price discounts and debt issuance costs as of March 28, 2026 and December 27, 2025:
Net Carrying Value
(in millions)
Principal Amount
Issuance Date
Maturity Date
March 28, 2026
December 27, 2025
3.250% Senior Notes
$
700.0
September 2019
September 2029
697.4
697.2
4.000% Senior Notes
$
450.0
March 2022
March 2032
447.3
447.2
4.500% Senior Notes
$
450.0
March 2022
March 2052
437.0
436.9
5.875% Senior Notes
$
600.0
June 2023
June 2033
595.0
594.8
Total Senior Notes long-term
$
2,176.7
$
2,176.1
Credit Facilities
In January 2026, the Company entered into a fourth amended and restated $1.25 billion revolving credit facility (the “Revolving Credit Agreement”), and borrowings thereunder will be used for general corporate purposes. The maturity date of the facility is January 2031. Borrowings under the Revolving Credit Agreement will bear interest at variable rates equal to, at the Company’s election, the term Secured Overnight Financing Rate ("SOFR") plus an applicable term SOFR margin for an interest period selected by the Company. The applicable term SOFR rate margin will be determined based on the ratings of the Company’s senior unsecured long-term debt securities. The daily simple SOFR rate margins range from 0.80% to 1.30%. Under the Revolving Credit Agreement, the Company is required to maintain a minimum ratio of consolidated EBITDA to consolidated interest expense of 3.0 to 1.0. Consolidated EBITDA is defined as consolidated net income before interest expense, income taxes, depreciation, amortization of intangible assets, losses from asset impairments, and certain other one-time adjustments. In addition, the Company's ratio of consolidated debt minus certain cash and cash equivalents to consolidated EBITDA generally may not exceed 3.5 to 1.0. On March 28, 2026 and December 27, 2025, there were no outstanding borrowings under this facility. As of March 28, 2026, we were in compliance with all covenants under this facility.
We currently have uncommitted bank lines of credit in China, which provide for unsecured borrowings for working capital of up to $30.5 million in aggregate as of March 28, 2026 and December 27, 2025, respectively. There were no outstanding balances as of March 28, 2026 and December 27, 2025.
24
Commercial Paper
The Company operates a commercial paper program (the “Commercial Paper Program”) pursuant to which the Company may issue unsecured commercial paper notes. The Company's Revolving Credit Agreement is the liquidity backstop for the repayment of any notes issued under the Commercial Paper Program, and as such, borrowings under the Commercial Paper Program are included in Long-term debt in the condensed consolidated balance sheets. Amounts available under the Commercial Paper Program may be borrowed, repaid and re-borrowed, with the aggregate principal amount outstanding at any time, including borrowings under the Revolving Credit Agreement, not to exceed $1.25 billion. The Company expects to use any issuances under the Commercial Paper Program for general corporate purposes. Outstanding borrowings under the Commercial Paper Program as of March 28, 2026 and December 27, 2025 were $537.0 million and $368.8 million, respectively.
Cash and Seasonality
On March 28, 2026, we had non-restricted cash and cash equivalents of $223.1 million, of which $206.4 million was held at non-U.S. subsidiaries. We manage our global cash requirements considering (i) available funds among the subsidiaries through which we conduct business, (ii) the geographic location of our liquidity needs, and (iii) the cost to access international cash balances. The repatriation of non-U.S. cash balances from certain subsidiaries could have adverse tax consequences as we may be required to pay and record tax expense on those funds that are repatriated.
Our operating cash flows are significantly impacted by the seasonality of our business. We typically generate most of our operating cash flow in the third and fourth fiscal quarters of each year.
We believe that our current cash position, cash flow generated from operations, amounts available under our revolving credit facility and access to the capital markets should be sufficient for our operating requirements and enable us to fund our capital expenditures, share repurchases, dividend payments, and required long-term debt payments.
Share Repurchases and Dividends
In the thirteen weeks ended March 28, 2026, we repurchased 0.9 million shares of our outstanding common stock under the Company’s share repurchase program for $43.5 million. As of March 28, 2026, the Company’s total remaining share repurchase authorization under its share repurchase program was approximately $783.8 million. The share repurchase program does not obligate the Company to repurchase any specific dollar amount or number of shares and may be suspended or discontinued at any time.
In the thirteen weeks ended March 28, 2026, we paid dividends in the amount of $31.2 million to the Company’s stockholders. Our Board of Directors will continue to evaluate dividend payment opportunities on a quarterly basis. There can be no assurance as to when and if future dividends will be paid, and at what level, because the payment of dividends is dependent on our financial condition, results of operations, cash flows, capital requirements and other factors deemed relevant by our Board of Directors. Our subsidiaries are not limited by long-term debt or other agreements in their abilities to pay cash dividends or to make other distributions with respect to their capital stock or other payments to the Company.
Acquisitions
We periodically review our portfolio of brands and evaluate potential strategic transactions and other capital initiatives to increase stockholder value.
Cash Flows
Below is a summary of cash flows for the thirteen weeks ended March 28, 2026 and the thirteen weeks ended March 29, 2025.
'(In millions)
Thirteen Weeks Period March 28, 2026
Thirteen Weeks Ended March 29, 2025
Net cash used in operating activities
$
(119.2
)
$
(83.4
)
Net cash used in investing activities
(10.5
)
(29.2
)
Net cash provided by financing activities
90.4
68.0
Effect of foreign exchange rate changes on cash
(1.7
)
3.0
Net decrease in cash and cash equivalents
$
(41.0
)
$
(41.6
)
Net cash used in operating activities was $119.2 million in the thirteen weeks ended March 28, 2026, compared to net cash used in operating activities of $83.4 million in the thirteen weeks ended March 29, 2025. The increase in cash used of $35.8 million was primarily due to lower net income and changes in working capital items (primarily accounts receivable, inventories and accounts payable), as well as changes in accrued expenses and accrued taxes.
25
Net cash used in investing activities was $10.5 million in the thirteen weeks ended March 28, 2026, compared to net cash used in investing activities of $29.2 million in the thirteen weeks ended March 29, 2025. The decrease in cash used of $18.7 million is primarily due to a decrease in capital expenditures, partially offset by proceeds from the disposition of assets.
Net cash provided by financing activities was $90.4 million in the thirteen weeks ended March 28, 2026, compared to net cash provided by financing activities of $68.0 million in the thirteen weeks ended March 29, 2025. The increase in cash provided of $22.4 million was primarily due to lower treasury stock purchases offset by lower net borrowings under our commercial paper program.
Pension Plans
Subsidiaries of Fortune Brands sponsor their respective defined benefit pension plans that are funded by a portfolio of investments maintained within our benefit plan trust. As of December 27, 2025, the fair value of our total pension plan assets was $188.3 million, representing funding of approximately 95% of the accumulated qualified benefit obligation liability. During the thirteen weeks ended March 28, 2026, we made no pension contributions. For the foreseeable future, we believe that we have sufficient liquidity to meet the minimum funding that may be required by the Pension Protection Act of 2006.
Foreign Exchange
We have operations in various foreign countries, principally Canada, Mexico, the United Kingdom, China, South Africa, Vietnam and France. Therefore, changes in the value of the related currencies affect our financial statements when translated into U.S. dollars.
CRITICAL ACCOUNTING ESTIMATES
There have been no material changes in the information provided in the section entitled “Critical Accounting Estimates” in our Annual Report on Form 10-K for the year ended December 27, 2025.
Item 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
There have been no material changes in the information provided in the section entitled “Quantitative and Qualitative Disclosures about Market Risk” in our Annual Report on Form 10-K for the year ended December 27, 2025.
Item 4.CONTROLS AND PROCEDURES.
(a)
Evaluation of Disclosure Controls and Procedures.
The Company’s management has evaluated, with the participation of the Company’s principal executive officer and principal financial officer, the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based on that evaluation, the Company's principal executive officer and principal financial officer have concluded that the Company’s disclosure controls and procedures were effective as of the end of the period covered by this report.
(b) Changes in Internal Control Over Financial Reporting.
There have not been any changes in the Company’s internal control over financial reporting that occurred during the fiscal quarter ended March 28, 2026 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
26
PART II. OTHER INFORMATION
Item 1.LEGAL PROCEEDINGS.
(a)
Litigation.
The Company is a party to lawsuits that are ordinary, routine litigation matters incidental to its businesses. It is not possible to predict the outcome of the pending actions, and, as with any litigation, it is possible that these actions could be decided unfavorably to the Company. The Company believes that there are meritorious defenses to these actions and that these actions will not have a material adverse effect upon our results of operations, cash flows or financial condition, and where appropriate, these actions are being vigorously contested. Accordingly, the Company believes the likelihood of material loss is remote.
(b)
Environmental.
We are involved in remediation activities to clean up hazardous wastes as required by federal and state laws. Liabilities for remediation costs of each site are based on our best estimate of undiscounted future costs, excluding possible insurance recoveries or recoveries from other third parties. Uncertainties about the status of laws, regulations, technology and information related to individual sites make it difficult to develop estimates of environmental remediation exposures. Some of the potential liabilities relate to sites we own, and some relate to sites we no longer own or never owned. Several of our subsidiaries have been designated as potentially responsible parties (“PRP”) under Superfund or similar state laws. In most instances where our subsidiaries are named as a PRP, we enter into cost-sharing arrangements with other PRPs. We give notice to insurance carriers of potential PRP liability, but very rarely, if ever, receive reimbursement from insurance for PRP costs. We believe compliance with current environmental protection laws (before taking into account estimated recoveries from third parties) will not have a material adverse effect upon our results of operations, cash flows or financial condition.
Item 1A.RISK FACTORS.
There have been no material changes to the risk factors previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 27, 2025.
Item 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
Below are the repurchases of common stock by the Company or any “affiliated purchaser” (as defined in Rule 10b-18(a)(3) under the Exchange Act) for the thirteen weeks ended March 28, 2026:
Issuer Purchases of Equity Securities
Thirteen Weeks Ended March 28, 2026
Total number of shares purchased (a)
Average price paid per share
Total number of shares purchased as part of publicly announced plans or programs (a)
Maximum dollar amount that may yet be purchased under the plans or programs (a)
December 28 – January 24
-
$
-
-
$
827,245,493
January 25 – February 21
27,711
54.1
27,711
825,745,508
February 22 – March 28
885,380
47.4
885,380
783,772,024
Total
913,091
$
47.6
913,091
$
783,772,024
(a)
Information on the Company’s share repurchase program follows:
Authorization date
Announcement date
Authorization amount
Expiration date
February 4, 2025
February 6, 2025
$1,000,000,000
February 4, 2027
27
Item 5.OTHER INFORMATION.
Securities Trading Plans of Directors and Officers
A significant portion of the compensation of our officers is delivered in the form of equity awards, including performance share awards, restricted stock units and stock options. The Company’s compensation programs and practices are designed to pay for performance and to align management’s interests with those of the Company’s stockholders while attracting, motivating and retaining superior talent to lead our Company. In addition, members of the Board of Directors receive a portion of their compensation in Company common stock. Our executive officers and directors may engage from time to time in the open-market sale or other transactions involving those securities, and may also purchase our securities.
Transactions in our securities by our directors and officers are required to be made in accordance with our Insider Trading Policy, which, among other things, requires that the transactions be in accordance with applicable U.S. federal securities laws that prohibit trading while in possession of material nonpublic information. Rule 10b5-1 under the Exchange Act provides an affirmative defense that enables prearranged transactions in securities in a manner that avoids concerns about initiating transactions at a future date while possibly in possession of material nonpublic information. Our directors and officers are permitted to enter into trading plans designed to comply with Rule 10b5-1
During the first quarter of 2026, none of our directors or officers adopted or terminated a Rule 10b5-1 trading plan or adopted or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).
The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 28, 2026 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.
104.*
Cover Page Interactive Data File (embedded within the iXBRL document).
* Filed or furnished herewith.
29
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.
FORTUNE BRANDS INNOVATIONS, INC.
(Registrant)
Date: May 7, 2026
/s/ Ashley George
Ashley George
Interim Chief Financial Officer
(Duly authorized officer and principal financial officer of the Registrant)