Colgate-Palmolive (CL) 10-K risk factor changes: FY2019 vs FY2018

[removed: We] [added: We] face risks associated with significant international operations, including exposure to foreign currency [removed: fluctuations.][added: fluctuations.]

We operate on a global basis serving consumers in more than 200 countries and territories with approximately 70% of our Net sales originating in markets outside the U.S. While geographic diversity helps to reduce our exposure to risks in any one country or part of the world, it also means that we [removed: are subject to the full range of] [added: face] risks associated with significant international operations, including, but not limited to:

| ▪ | [removed: political or economic instability, geopolitical events, environmental events, natural disasters, social or labor unrest or] changing macroeconomic conditions in our markets, including as a result of volatile commodity prices, including the price of oil; |

| ▪ | changes to trade policies and agreements and other foreign or domestic legal and regulatory requirements, including those resulting in potentially adverse tax consequences or the imposition of [added: and/or the increase in] onerous trade restrictions and/or tariffs, sanctions, price controls, labor laws, travel or immigration restrictions, profit controls or other government controls. |

[removed: Significant] [added: Significant] competition in our industry could adversely affect our [removed: business.][added: business.]

In addition, the substantial growth in [removed: e-commerce] [added: eCommerce] has encouraged the entry of new competitors and business models.

[removed: Increasing] [added: Increasing] dependence on key retailers in developed markets, changes in the policies of our retail trade customers, the emergence of alternative retail channels and the rapidly changing retail landscape may adversely affect our [removed: business.][added: business.]

Our products are sold in a highly competitive global marketplace which has experienced increased trade concentration and the growing presence of large-format retailers, discounters and [removed: e-commerce] [added: eCommerce] retailers.

With the growing trend toward retail trade consolidation, the rapid growth of [removed: e-commerce] [added: eCommerce] and the integration of traditional and digital operations at key retailers, we are increasingly dependent on certain retailers, and some of these [removed: retailers,] [added: retailers have and] may [added: continue to] have greater bargaining strength than we do.

They [added: have used and] may [added: continue to] use this leverage to demand higher trade discounts, allowances or slotting fees, which could lead to reduced sales or profitability.

For example, a determination by a key retailer that any of our ingredients should not be used in certain consumer products [added: or that our packaging does not comply with certain environmental standards or initiatives] could adversely impact our business, results of operations, cash flows and financial condition.

In addition, “private label” products sold by [added: our] retail customers, which are typically sold at lower prices than branded products, are a source of competition for certain of our products.

In addition, the retail landscape in many of our markets continues to be impacted by the rapid growth of [removed: e-commerce] [added: eCommerce] retailers, changing consumer preferences (as consumers increasingly shop online) and the emergence of alternative retail channels, such as subscription services and direct-to-customer businesses.

The rapid growth in [removed: e-commerce] [added: eCommerce] and [added: the] emergence of alternative retail channels [added: have created and] may [added: continue to] create pricing pressures and/or adversely affect our relationships with our key retailers.

If we are not successful in adapting or effectively reacting to changes in consumer preferences and market dynamics and/or expanding sales through [removed: e-commerce] [added: eCommerce] retailers and other alternative retail channels, our business, results of operations, cash flows and financial condition could be adversely affected.

[removed: Our] [added: Our] business is subject to legal and regulatory risks in the U.S. and [removed: abroad.][added: abroad.]

Such legal and regulatory requirements apply to most aspects of our products, including their development, ingredients, [added: formulation,] manufacture, [removed: packaging,] [added: packaging content,] labeling, storage, transportation, distribution, export, import, advertising, sale and environmental impact.

For example, from time to time, various regulatory authorities in Europe, the U.S. and other countries review the use of various ingredients [added: and packaging content] in consumer products.

A decision by a regulatory or governmental authority that any [removed: of] [added: ingredient or packaging content in] our [removed: ingredients,] [added: products] should [removed: not] be [removed: used in certain consumer products] [added: restricted] or should otherwise be newly regulated, could adversely impact our business and reputation, as could negative reactions by our consumers, trade customers or non-governmental organizations to our current or prior use of such [removed: ingredients.][added: ingredients or packaging.]

Additionally, an inability to develop new or reformulated products containing alternative [removed: ingredients or] [added: ingredients,] to obtain regulatory approval of such products on a timely basis [added: or to effectively market and sell such products] could likewise adversely affect our business.

While our policies mandate compliance with these anti-bribery laws, we cannot provide assurance that our internal control policies and procedures will always protect us from reckless or criminal acts committed by our employees, [removed: joint-venture] [added: joint venture] partners or agents.

Even if a claim is unsuccessful, is without merit or is not fully pursued, the [added: cost of responding to such a claim, including management time and out-of-pocket expenses, and the] negative publicity surrounding such assertions regarding our products, processes or business practices could adversely affect our [removed: reputation and] [added: reputation,] brand [removed: image.][added: image and our business, results of operations, cash flows and financial condition.]

[removed: The] [added: The] growth of our business depends on the successful identification, development and launch of innovative new [removed: products.][added: products.]

Our growth depends on the continued success of existing products, [removed: as well as] the successful [added: identification, development and] launch of innovative new [added: and differentiated] products and [removed: line extensions.][added: the expansion into adjacent categories, channels of distribution or geographies.]

Our ability to launch new [removed: products and line extensions and] [added: products,] to sustain existing products [added: and to expand into adjacent categories, channels of distribution or geographies] is affected by whether we can successfully:

| ▪ | anticipate and [added: quickly] respond to consumer needs and preferences. |

The identification, development and introduction of innovative new products [removed: and line extensions involve] [added: involves] considerable costs and effort, and any new product [removed: or line extension] may not generate sufficient customer and consumer interest and sales to become a profitable product or to cover the costs of its development and promotion.

Our ability to achieve a successful launch of a new product [removed: or line extension] could also be adversely affected by preemptive actions taken by competitors in response to the launch, such as increased promotional activities and advertising.

[removed: Damage] [added: Damage] to our reputation could have an adverse effect on our [removed: business.][added: business.]

Negative publicity about us, our brands, our products, our supply chain, our [removed: ingredients] [added: ingredients, our packaging] or our employees, whether or not deserved, could jeopardize our reputation.

Negative publicity, posts or comments on social media about us, our brands, our [removed: products] [added: products, our packaging] or our employees, whether true or untrue, could damage our brands and our reputation.

[removed: There] [added: There] is no guarantee that our ongoing efforts to reduce costs will be [removed: successful.][added: successful.]

[removed: Volatility] [added: Volatility] in material and other costs could adversely impact our [removed: profitability.][added: profitability.]

Raw and packaging material [removed: commodities] [added: commodities,] such as resins, [removed: pulp,] essential oils, [added: pulp,] tropical oils, tallow, poultry, corn and [removed: soybeans] [added: soybeans,] are subject to market price variations.

Also, sustained price increases may lead to declines in volume as competitors may not adjust their prices or consumers may decide not to pay [removed: the] higher prices, which could lead to sales declines and loss of market share and could adversely affect our business, results of operations, cash flows and financial condition.

[removed: Our] [added: Our] success depends upon our ability to attract and retain key employees and the succession of senior [removed: management.][added: management.]

[removed: Legal] [added: Legal] claims and proceedings could adversely impact our [removed: business.][added: business.]

[removed: Disruption] [added: Disruption] in our global supply chain or key office facilities could adversely impact our [removed: business.][added: business.]

Our operations and those of our suppliers [added: or contract manufacturers] could be disrupted by a number of factors, including, but not limited to:

| ▪ | loss of key [removed: suppliers;] [added: suppliers or contract manufacturers;] |

| ▪ | political or economic instability, geopolitical events, environmental events, widespread health emergencies, such as the novel coronavirus or other pandemics or epidemics, natural disasters, or social or labor unrest; |

In addition, the impact of the United Kingdom’s exit from, and the related negotiations with, the European Union (commonly referred to as Brexit) are, at this time, unclear.

Brexit has created legal, political and economic uncertainty, which could subject us to heightened risks in the region, including disruptions to trade and the free movement of goods, services and people to and from the United Kingdom, increased foreign exchange volatility with respect to the British pound and disruptions to our workforce and that of our suppliers and business partners.

We do not, however, believe Brexit will have a material impact on our business, results of operations, cash flows or financial condition.

Furthermore, the recent imposition of tariffs and/or increase in tariffs on various products by the United States and other countries have introduced greater uncertainty with respect to trade policies and government regulations affecting trade between the United States and other countries and new and/or increased tariffs have subjected, and may continue in the future to subject, us to additional costs and expenditure of resources.

Major developments in trade relations, including the imposition of new or increased tariffs by the United States and/or other countries, and any emerging nationalist trends in specific countries could alter the trade environment and consumer purchasing behavior which, in turn, could have a material effect on our business, results of operations, cash flows and financial condition.

In addition, new products may not be accepted quickly or significantly in the marketplace.

Our ability to quickly innovate and to adapt our products to meet evolving consumer preferences is an essential part of our business strategy.

Successfully executing organizational change, including management transitions at leadership levels of the Company and succession plans for senior management, is critical to our business success.

Further, changes in immigration laws and policies could also make it more difficult for us to recruit or relocate highly skilled technical, professional and management personnel to meet our business needs.

| ▪ | widespread health emergencies, such as the novel coronavirus or other pandemics or epidemics; |

| ▪ | the lack of availability of qualified personnel, such as truck drivers; |

| ▪ | governmental incentives and controls (including import and export restrictions, such as new or increased tariffs, sanctions, quotas or trade barriers); and |

We believe that the supplies of raw materials needed to manufacture our products are adequate.

In addition, we have business continuity and contingency plans in place for key manufacturing sites and the supply of raw and packaging materials.

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In addition, the United Kingdom’s decision to leave the European Union (“Brexit”) has created legal and economic uncertainty.

If no deal is reached between the United Kingdom and the European Union by March 29, 2019, we could experience disruptions to trade and the free movement of goods to and from the United Kingdom and increased foreign exchange volatility with respect to the British pound though we do not believe Brexit will have a material impact on our business, result of operations, cash flows or financial condition.

Triclosan, an ingredient that was used by us in the manufacture of Colgate Total toothpaste until the first quarter of 2019, is an example of an ingredient that has undergone and is undergoing reviews by various regulatory authorities worldwide, both by itself and in the context of its use in specific products or types of products.

In addition, if we do not successfully implement our succession plans for senior management, including our Chief Executive Officer, our business, results of operations, cash flows and financial condition may be adversely affected.

We may not realize the benefits that we expect from our Global Growth and Efficiency Program.

Our restructuring program, which we refer to as the “Global Growth and Efficiency Program,” commenced in the fourth quarter of 2012 and runs through December 31, 2019.

The Global Growth and Efficiency Program’s initiatives are expected to help us ensure sustained solid worldwide growth in unit volume, organic sales, operating profit and earnings per share and enhance our global leadership positions in our core businesses.

While implementation of the Global Growth and Efficiency Program remains on track and is in its final year and most of the initiatives under the program have been successfully implemented or are nearing completion, the successful implementation of the remainder of the program may present significant organizational challenges and, in some cases, may require successful negotiations with third parties.

As a result, we may not be able to realize all of the remaining anticipated benefits from the Global Growth and Efficiency Program.

Events and circumstances, such as financial or strategic difficulties, delays and unexpected costs may occur that could result in our not realizing all of the remaining anticipated benefits or our not realizing such benefits on our expected timetable.

In addition, changes in foreign exchange rates or in tax, labor or immigration laws may result in our not achieving the remaining anticipated cost savings as measured in U.S. dollars.

If we are unable to realize the remaining anticipated savings of the Global Growth and Efficiency Program, our ability to fund other initiatives and enhance profitability may be adversely affected.

Any failure to implement the Global Growth and Efficiency Program in accordance with our expectations could adversely affect our business, results of operations, cash flows and financial condition.

For additional information regarding the Global Growth and Efficiency Program, refer to Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Significant Items Impacting Comparability” and “– Restructuring and Related Implementation Charges.”

[removed: Executive Overview][added: Executive Overview]

Colgate-Palmolive Company (together with its subsidiaries, [added: “we,”] the “Company” or “Colgate”) seeks to deliver strong, consistent business results and superior shareholder returns by providing consumers globally with products that make their lives healthier and more enjoyable.

To this end, [removed: the Company is] [added: we are] tightly focused on two product segments: Oral, Personal and Home Care; and Pet Nutrition.

Within these segments, [removed: the Company follows] [added: we follow] a closely defined business strategy to grow our key product categories and increase our overall market share.

Within the categories in which [removed: the Company competes, the Company prioritizes its] [added: we compete, we prioritize our] efforts based on their capacity to maximize the use of the organization’s core competencies and strong global equities and to deliver sustainable long-term growth.

Operationally, [removed: the Company is] [added: we are] organized along geographic lines with management teams having responsibility for the business and financial results in each region.

[removed: The Company competes] [added: We compete] in more than 200 countries and territories worldwide with established businesses in all regions contributing to [removed: the Company’s] [added: our] sales and profitability.

Approximately 70% of [removed: the Company’s] [added: our] Net sales are generated from markets outside the U.S., with approximately 50% of [removed: the Company’s] [added: our] Net sales coming from emerging markets (which consist of Latin America, Asia (excluding Japan), Africa/Eurasia and Central Europe).

This geographic diversity and balance help to reduce [removed: the Company’s] [added: our] exposure to business and other risks in any one country or part of the world.

The Oral, Personal and Home Care product segment is managed geographically in five reportable operating segments: North America, Latin America, Europe, Asia Pacific and Africa/Eurasia, all of which sell [added: primarily] to a variety of traditional and [removed: e-commerce] [added: eCommerce] retailers, wholesalers and distributors.

[removed: The Company, through] [added: Through] Hill’s Pet Nutrition, [added: we] also [removed: competes] [added: compete] on a worldwide basis in the pet nutrition market, selling [removed: its] products principally through authorized pet supply retailers, veterinarians and [removed: e-commerce] [added: eCommerce] retailers.

These indicators include [removed: market share,] net sales (including volume, pricing and foreign exchange components), organic sales growth (net sales growth excluding, [removed: as applicable,] the impact of foreign exchange, acquisitions, and divestments), a non-GAAP financial measure, and gross profit margin, operating profit, net income and earnings per share, in each case, on a GAAP and non-GAAP basis, as well as measures used to optimize the management of working capital, capital expenditures, cash flow and return on capital.

The monitoring of these indicators and [removed: the Company’s] [added: our] Code of Conduct and corporate governance practices help to maintain business health and strong internal controls.

For additional information regarding non-GAAP financial [removed: measures,] [added: measures and the Company's use of market share data and the limitations of such data,] see “Non-GAAP Financial Measures” [added: and "Market Share Information"] below.

[removed: To enhance these efforts, the Company has developed key] [added: We continue to develop] initiatives to build strong relationships with consumers, dental, veterinary and skin [removed: care] [added: health] professionals and traditional and [removed: e-commerce] [added: eCommerce] retailers.

[removed: Growth] [added: We continue to believe that growth] opportunities are greater in those areas of the world in which economic development and rising consumer incomes expand the size and number of markets for the Company’s products.

Through these initiatives, which are referred to as [removed: the Company’s] [added: our] funding-the-growth initiatives, [removed: the Company seeks] [added: we seek] to become even more effective and efficient throughout [removed: its] [added: our] businesses.

[removed: Significant] [added: Significant] Items Impacting [removed: Comparability][added: Comparability]

In January 2018, the Company acquired all of the outstanding equity interests of Physicians Care Alliance, LLC [removed: (“PCA Skin”)] and Elta MD Holdings, [removed: Inc. (“Elta MD”),] [added: Inc.,] professional skin [removed: care] [added: health] businesses, for aggregate cash consideration of approximately $730.

See Note 3, Acquisitions [removed: and Divestitures] to the Consolidated Financial Statements for additional information.

As a result of the enactment of the [removed: TCJA,] [added: TCJA] in the fourth quarter of 2017, the Company recorded a provisional charge of [removed: $275] [added: $275,] based on its initial analysis of the TCJA using information and estimates available as of February 15, 2018, the date on which the Company filed its Annual Report on Form 10-K for the year ended December 31, 2017.

See Note [removed: 11, Income Taxes] [added: 3, Acquisitions] to the Consolidated Financial Statements for additional [removed: details.][added: information.]

[removed: The Company’s] [added: Our] restructuring [removed: program] [added: program,] known as the “Global Growth and Efficiency [removed: Program” runs through] [added: Program,” concluded on] December 31, 2019.

The program’s initiatives [removed: are expected] [added: were designed] to help [removed: the Company] [added: us] ensure sustained solid worldwide growth in unit volume, organic sales, operating profit and earnings per share and to enhance [removed: its] [added: our] global leadership positions in [removed: its] [added: our] core businesses.

[removed: Implementation of the] [added: |] Global Growth and Efficiency Program [removed: remains on track and is in its final year.][added: | | 8 | | | | 31 | | |]

The initiatives under the Global Growth and Efficiency Program [removed: are] focused on the following areas:

In [removed: 2018, 2017] [added: 2019] and [removed: 2016, the Company] [added: 2018, we] incurred aftertax costs of [removed: $125, $246] [added: $102] and [removed: $168,] [added: $125,] respectively, resulting from the Global Growth and Efficiency Program.

[removed: Adoption of this standard had no effect on] Net income attributable to Colgate-Palmolive [removed: Company,] [added: Company and] Earnings per [removed: common] share [removed: or Cash flow.]

See Note 2, Summary of Significant Accounting Policies [added: and Note 15, Leases] to the Consolidated Financial Statements for additional information.

[removed: Outlook][added: Outlook]

Looking forward, [removed: the Company expects] [added: we expect] global [removed: macroeconomic] [added: macroeconomic, political] and market conditions to remain challenging.

[removed: While the Company has recently] [added: Although we have] seen improvement in category growth rates, [removed: the Company expects] [added: we expect] category growth rates to remain below [removed: prior] historical levels.

While the global marketplace in which [removed: the Company operates] [added: we operate] has always been highly competitive, [removed: the Company continues] [added: we continue] to experience heightened competitive activity in certain markets from strong local [removed: competitors and] [added: competitors,] from other large multinational companies, some of which have greater resources than [added: we do, and from new entrants into] the [removed: Company does.][added: market in many of our categories.]

[removed: The Company has] [added: We have] also been negatively affected by changes in the policies or practices of [removed: its] [added: our] retail trade customers in key markets, such as inventory de-stocking, limitations on access to shelf space or delisting of [removed: the Company’s] [added: our] products.

In addition, the retail landscape in many of [removed: the Company’s] [added: our] markets continues to be impacted by the rapid growth of [removed: e-commerce] [added: eCommerce] retailers, changing consumer preferences (as consumers increasingly shop online) and the emergence of alternative retail channels, such as subscription services and direct-to-consumer businesses.

This rapid growth in [removed: e-commerce] [added: eCommerce] and [added: the] emergence of alternative retail channels [added: have created and] may [added: continue to] create pricing pressures and/or adversely affect [removed: the Company’s] [added: our] relationships with [removed: its] [added: our] key retailers.

In addition, given that approximately 70% of [removed: the Company’s] [added: our] Net sales originate in markets outside the U.S., [removed: the Company has] [added: we have] experienced and [removed: may] [added: will likely] continue to experience volatile foreign currency fluctuations and [removed: high] [added: higher] raw and packaging material costs.

While [removed: the Company has] [added: we have] taken, and will continue to take, measures to mitigate the effect of these conditions, should they persist, they could adversely affect [removed: the Company’s] [added: our] future results.

In summary, [removed: the Company believes it is] [added: we believe we are] well prepared to meet the challenges ahead due to [removed: its] [added: our] strong financial condition, experience operating in challenging environments and continued focus on [removed: the Company’s] [added: our] key priorities: growing sales through engaging with consumers, developing world-class innovation and working with retail partners; driving efficiency on every line of the income statement to increase margins; generating strong cash flow performance and utilizing that cash effectively to enhance total shareholder return; and leading to win by staying true to the Company’s culture and focusing on its stakeholders.

[removed: The Company’s] [added: Our] commitment to these priorities, together with the strength of [removed: the Company’s] [added: our] global brands, [removed: its] [added: our] broad international presence in both developed and emerging markets and cost-saving initiatives, such as [removed: the Company’s] [added: our] funding-the-growth [removed: initiatives and the Global Growth and Efficiency Program,] [added: initiatives,] should position [removed: the Company] [added: us] well to increase shareholder value over the long term.

In addition, we review market share data to assess how our brands are performing within their categories on a global and regional basis.

To achieve our business and financial objectives, we are focused on innovating our core businesses; improving our brand building activities with an elevated brand purpose model and the use of equity advertising; innovating to gain market share in high growth segments and adjacencies; expanding into new channels and markets; maximizing growth online; and investing to drive consumption in growing populations.

In addition, we continue to invest behind our brands, not just in terms of advertising, but also to build key growth capabilities in areas such as innovation and data and analytics.

We also continue to broaden our eCommerce offerings, including direct-to-consumer and subscription services.

We are also working to integrate our sustainability strategy across our organization.

We are also changing the way we work to drive growth and how we approach innovation to respond to the dynamic retail landscape and the evolving preferences of our customers and consumers.

The retail landscape, the ease of new entrants into the market in many of our categories and the evolving preferences of our customers and consumers demand that we work differently and faster in an agile, authentic and culturally relevant manner to drive innovation.

We also continue to prioritize our investments in high growth segments within our Oral Care, Personal Care and Pet Nutrition businesses, including by expanding our portfolio in premium skin health.

On September 19, 2019, the Company acquired Laboratoires Filorga Cosmétiques S.A. (“Filorga”), a skin health business, for cash consideration of €1,548 (approximately $1,712).

Filorga is a premium anti-aging skin health brand focused primarily on facial care.

The acquisition was financed with a combination of debt and cash.

This acquisition is part of our strategy to focus on high growth segments within our Oral Care, Personal Care and Pet Nutrition businesses, including by expanding our portfolio in premium skin health.

In December 2019, the Swiss government enacted changes to its corporate tax regime, which included, among other items, the repeal of certain preferential tax regimes and an increase to the cantonal tax rate for future periods.

Additionally, the government provided transition rules which allowed companies to record goodwill for tax purposes, partially offsetting the impact on cash taxes of the higher cantonal rate over the next ten years.

As a result of these changes, the Company recorded an estimated net benefit of $29 to the Provision for income taxes.

In 2019, the Company received a favorable judgment regarding certain value-added tax previously paid in Brazil.

As a result of the favorable judgment, during the fourth quarter of 2019, the Company filed an application with the Brazilian government to recover value-added tax previously paid and recorded a benefit of $30 pretax ($20 aftertax).

The recovery will be utilized to offset corporate income tax payments in Brazil in future periods.

Substantially all initiatives under the program were implemented as of December 31, 2019.

Savings, substantially all of which have been realized, are projected to be in the range of $640 to $660 pretax ($580 to $590 aftertax) annually.

Substantially all of the savings are expected to increase future cash flows.

Effective January 1, 2019, as required by the Financial Accounting Standards Board ("FASB"), the Company adopted ASU No. 2016-02, "Leases (Topic 842)," which superseded Topic 840, "Leases," which was further modified in ASU No. 2018-10, "Codification Improvements to Topic 842, Leases," ASU No. 2018-11, "Leases (Topic 842) Targeted Improvements" and ASU No. 2019-01 "Leases (Topic 842) Codification Improvements" to clarify the implementation guidance.

The new accounting standard required the recognition on the balance sheet of right-of-use assets and leases liabilities for all long-term leases, including operating leases.

As allowed under the new accounting standard, the Company elected to apply practical expedients to carry forward the original lease determinations, leases classifications and accounting of initial direct costs for all asset classes at the time of adoption.

In connection with the adoption of this guidance, as required, the Company reclassified certain restructuring reserves incurred in connection with the Global Growth and Efficiency Program (see Note 4, Restructuring and Related Implementation Charges to the Consolidated Financial Statements for additional information) and deferred rent liabilities as reductions to lease assets.

In addition, although we are taking steps to mitigate the impact of the novel coronavirus on our business, we expect it will negatively impact our business and results of operations in the near term.

Because this situation is continuing to develop, the full extent of the impact is not yet known and will depend on, among other things, the duration of quarantines and other travel restrictions, both within China and into and out of China, and the degree to which the virus spreads beyond currently affected geographies.

For more information about factors that could impact our business see Part I, Item 1A "Risk Factors."

This section of this Annual Report on Form 10-K generally discusses 2019 and 2018 items and year-to-year comparisons between 2019 and 2018.

Discussions of 2017 items and year-to-year comparisons between 2018 and 2017 that are not included in this Annual Report on Form 10-K can be found in "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018.

The Company’s acquisition of Filorga increased volume by 0.5%.

The Company’s acquisition of Filorga increased volume by 0.5%.

Full year 2019 market shares in toothpaste were flat in Europe and down in all other operating units versus full year 2018.

Worldwide Gross profit increased 1% to $9,325 in 2019 from $9,231 in 2018.

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| Acquisition-related costs | | 3 | | | | — | | |

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To achieve its business and financial objectives, the Company focuses the organization on initiatives to drive and fund growth.

The Company seeks to capture significant opportunities for growth by identifying and meeting consumer needs within its core categories, through its focus on innovation and the deployment of valuable consumer and shopper insights in the development of successful new products regionally, which can then be rolled out on a global basis.

In addition, the Company has enhanced its digital marketing capabilities and intends to broaden its e-commerce offerings, including direct-to-consumer and subscription services.

The Company also continues to prioritize its investments toward its higher margin businesses, specifically Oral Care, Personal Care and Pet Nutrition.

With these acquisitions, the Company entered the professional skin care category, which complements its existing global personal care businesses.

On December 22, 2017, the Tax Cuts and Jobs Act (the “TCJA” or “U.S. tax reform”) was enacted, which, among other things, lowered the U.S. corporate income tax rate to 21% from 35% and established a modified territorial system requiring a mandatory deemed repatriation tax on undistributed earnings of foreign subsidiaries.

Beginning in 2018, the TCJA also requires a minimum tax on certain future earnings generated by foreign subsidiaries while providing for future tax-free repatriation of such earnings through a 100% dividends-received deduction.

During 2018, the Company finalized its assessment of the impact of the TCJA and recognized an additional tax expense of $80 reflecting the impact of transition tax guidance issued by the U.S. Treasury and the update of certain estimates and calculations based on information available through the end of 2018.

Any further guidance issued after December 31, 2018 may have an impact to the Company’s Provision for income tax in the period such guidance is effective.

Refer to “Results of Operations–Income Taxes” below for additional details.

In September 2016, the Company’s Mexican subsidiary completed the sale to the United States of America of the Mexico City site on which its commercial operations, technology center and soap production facility were previously located and received $60 as the third and final installment of the sale price.

The total sale price (including the third installment and the previously received first and second installments) was $120.

The Company recognized a pretax gain of $97 ($63 aftertax) in the third quarter of 2016, net of costs primarily related to site preparation.

Effective December 31, 2015, the Company concluded it no longer met the accounting criteria for consolidation of its Venezuelan subsidiary (“CP Venezuela”) and began accounting for CP Venezuela using the cost method of accounting.

Since January 1, 2016, under the cost method of accounting, the Company no longer includes the local operating results of CP Venezuela in its Consolidated Financial Statements and includes income relating to CP Venezuela only to the extent it receives cash for sales of inventory to CP Venezuela or for dividends or royalties remitted by CP Venezuela, all of which have been immaterial.

Although CP Venezuela’s local operating results are no longer included in the Company’s Consolidated Financial Statements for accounting purposes, under current tax rules, the Company is required to continue including CP Venezuela in its consolidated U.S. federal income tax return.

In the first quarter of 2016, Provision for income taxes included a $210 U.S. income tax benefit principally related to changes in Venezuela’s foreign exchange regime implemented in March 2016.

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Savings, substantially all of which are expected to increase future cash flows, are projected to be in the range of $590 to $635 pretax ($550 to $575 aftertax) annually, once all projects are approved and implemented.

Cumulative pretax charges resulting from the Global Growth and Efficiency Program, once all phases are approved and implemented, are estimated to be in the range of $1,820 to $1,870 ($1,350 to $1,380 aftertax).

Effective January 1, 2018, as required by the Financial Accounting Standards Board (“FASB”), the Company adopted Accounting Standard Update (“ASU”) No. 2017-07, “Compensation-Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost,” on a retrospective basis.

As a result, for all periods presented, only the service related component of pension and other postretirement benefit costs is included in Operating profit.

The non-service related components (interest cost, expected return on assets and amortization of actuarial gains and losses) are included in a new line item, “Non-service related postretirement costs,” which is below Operating profit.

As a result of adopting ASU No. 2016-09 “Compensation–Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting,” effective January 1, 2017, the Company recognizes excess tax benefits from stock-based compensation (resulting from an increase in the fair value of an award from the grant date to the vesting or exercise date, as applicable) in the Provision for income taxes as a discrete item.

Prior to January 1, 2017, excess tax benefits from stock-based compensation were recognized in equity.

The Company’s professional skin care acquisitions increased volume by 1.0%.

The Company’s professional skin care acquisitions increased volume by 1.5%.

Full year 2018 market shares in toothpaste were down in North America, Latin America, Europe, Asia Pacific and Africa/Eurasia versus full year 2017.

Organic sales increased 1.0% in 2017.

Worldwide Gross profit decreased 1% to $9,231 in 2018 from $9,280 in 2017.

Worldwide Gross profit margin decreased to 59.4% in 2018 from 60.0% in 2017.

Worldwide Gross profit increased 2% to $9,280 in 2017 from $9,123 in 2016.

Excluding these charges in both periods, Gross profit increased to $9,355 in 2017 from $9,169 in 2016, reflecting an increase of $156 resulting from higher Net sales and an increase of $30 resulting from higher Gross profit margin.

Excluding charges related to the Global Growth and Efficiency Program in both periods, Gross profit margin increased by 20 bps to 60.5% in 2017, from 60.3% in 2016.

| | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | 2018 | | | | 2017 | | | | 2016 | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

Colgate is a leader in Oral Care with global leadership in the toothpaste and manual toothbrush categories [removed: throughout many parts of the world] according to market share data.

Colgate’s Oral Care products include Colgate [removed: Total, Colgate] Maximum Cavity Protection, Colgate [added: Total, Colgate] Triple Action, Darlie Double Action, Colgate Max Fresh, Colgate Optic White, Colgate Whitening and Colgate Max White toothpastes, Colgate 360°, Colgate Extra Clean and Colgate Slim Soft manual toothbrushes and Colgate Plax, meridol and Colgate Total mouthwashes.

Colgate is a leader in many product categories of the Personal Care market with global leadership in liquid hand soap, which it sells under the Softsoap, Palmolive and Protex [removed: brands.][added: brands according to market share data.]

Colgate’s Personal Care products also include [removed: Palmolive, Protex] [added: Protex, Palmolive] and Irish Spring bar soaps, Palmolive, Sanex and Softsoap [removed: brand] shower gels, Speed Stick, [added: Sanex and] Lady Speed [removed: Stick, Sanex] [added: Stick] deodorants and antiperspirants, [added: Filorga,] Elta MD and PCA Skin [removed: professional] skin [removed: care] [added: health] products and Palmolive and Caprice shampoos and conditioners.

Colgate is a market leader in fabric conditioners with leading brands, including Suavitel in Latin America, Soupline in [removed: Europe] [added: Europe,] and Cuddly in the South [removed: Pacific] [added: Pacific,] according to market share data.

Sales of Oral, Personal and Home Care products accounted for [removed: 47%,] [added: 46%,] 20% and 18%, respectively, of the Company’s total worldwide Net sales in [removed: 2018.][added: 2019.]

Geographically, Oral Care is a significant part of the Company’s business in Asia Pacific, comprising approximately 82% of Net sales in that region for [removed: 2018.][added: 2019.]

Sales of Pet Nutrition products accounted for [removed: 15%] [added: 16%] of the Company’s total worldwide Net sales in [removed: 2018.][added: 2019.]

[removed: Distribution;] [added: Distribution;] Raw Materials; Competition; Trademarks and [removed: Patents][added: Patents]

The Company’s Oral, Personal and Home Care products are sold to a variety of traditional and [removed: e-commerce] [added: eCommerce] retailers, wholesalers and distributors worldwide.

Pet Nutrition products are sold by authorized pet supply retailers, veterinarians and [removed: e-commerce] [added: eCommerce] retailers.

The Company’s sales to Wal-Mart, Inc. and its affiliates represent approximately 11% of the Company’s Net sales in [removed: 2018.][added: 2019.]

The Company supports its products with advertising, promotion and other marketing [removed: (including] [added: (with increasing emphasis on] digital) to build awareness and trial of the Company’s products.

The majority of raw and packaging materials used in the Company’s products is purchased from other companies and [removed: are] [added: is] available from several sources.

Raw and packaging material [removed: commodities] [added: commodities,] such as resins, [removed: pulp,] essential oils, [added: pulp,] tropical oils, tallow, poultry, corn and [removed: soybeans] [added: soybeans,] are subject to market price variations.

The Company’s products are sold in a highly competitive global marketplace which has experienced increased trade concentration, the rapid growth of [removed: e-commerce,] [added: eCommerce,] the integration of traditional and digital operations at key retailers and the growing presence of large-format retailers and discounters.

In certain geographies, [removed: particularly in] the [removed: emerging markets, the] Company also faces strong local competitors, who may be more agile and have better local consumer insights than the Company.

The retail landscape in many of the Company’s markets continues to be impacted by the rapid growth of [removed: e-commerce] [added: eCommerce] retailers, changing consumer preferences (as consumers increasingly shop online) and the emergence of alternative retail channels, such as subscription services and direct-to-customer businesses.

The Company faces competition in several aspects of its business, including pricing, promotional activities, new product [added: and brand] introductions and expansion into new geographies and channels.

Product quality, innovation, brand recognition, marketing capability and acceptance of new products [added: and brands] largely determine success in the Company’s operating segments.

Principal global and regional trademarks include Colgate, Palmolive, elmex, [added: meridol,] Tom’s of Maine, Sorriso, [added: Hello,] Speed Stick, Lady Speed Stick, Softsoap, Irish Spring, Protex, Sanex, [added: Filorga,] Elta MD, PCA Skin, Ajax, Axion, Fabuloso, Soupline and Suavitel, as well as Hill’s Science Diet and Hill’s Prescription Diet.

[removed: Environmental Matters][added: Environmental Matters]

Capital expenditures for environmental control facilities totaled approximately [removed: $43] [added: $46] million for [removed: 2018.][added: 2019.]

[removed: Employees][added: Employees]

As of December 31, [removed: 2018,] [added: 2019,] the Company employed approximately [removed: 34,500] [added: 34,300] employees.

The following is a list of executive officers as of February 21, [removed: 2019:][added: 2020:]

| Ian Cook | | [removed: 66] [added: 67] | | 1996 | | [added: Executive] Chairman [removed: of the Board] |

| [added: Noel R. Wallace] | | [added: 55] | | [added: 2009] | | [added: President] and Chief Executive Officer |

| Henning I. Jakobsen | | [removed: 58] [added: 59] | | 2017 | | Chief Financial Officer |

| John J. Huston | | [removed: 64] [added: 65] | | 2002 | | Senior Vice President, Chief of Staff |

| Daniel B. Marsili | | [removed: 58] [added: 59] | | 2005 | | Chief Human Resources Officer |

| Patricia Verduin | | [removed: 59] [added: 60] | | 2011 | | Chief Technology Officer |

| Jennifer M. Daniels | | [removed: 55] [added: 56] | | 2014 | | Chief Legal Officer and Secretary |

| Philip G. Shotts | | [removed: 64] [added: 65] | | 2018 | | Vice President and Controller |

| John W. Kooyman | | [removed: 54] [added: 55] | | 2019 | | Chief Marketing Officer |

Each of the executive officers listed above has served the registrant or its subsidiaries in various executive capacities for the past five [removed: years with the exception of Jennifer M.][added: years.]

Information about our Executive Officers

| Prabha Parameswaran | | 61 | | 2019 | | Group President, Global Innovation Group and Africa-Eurasia |

| Panagiotis Tsourapas | | 55 | | 2019 | | Group President, Latin America and Asia Pacific |

Executive Officers of the Registrant

| Dennis J. Hickey | | 70 | | 1998 | | Vice Chairman |

| Noel R. Wallace | | 54 | | 2009 | | President and Chief Operating Officer |

| P. Justin Skala | | 59 | | 2008 | | Executive Vice President |

| | | | | | | Chief Growth and Strategy Officer |

Daniels, who joined the Company in 2014 as Chief Legal Officer and Secretary.

Prior to joining the Company, Ms. Daniels was Senior Vice President, General Counsel and Secretary of NCR Corporation, which she joined in 2010.

[removed: Brazilian Matters][added: Brazilian Matters]

The tax assessments with interest, penalties and any court-mandated fees, at the current exchange rate, are approximately [removed: $151] [added: $152] million.

In the event the Company is ultimately unsuccessful in [removed: its] [added: this] administrative [removed: appeals,] [added: appeal,] further appeals are available within the Brazilian federal courts.

In December 2005, the Brazilian internal revenue authority issued to the Company’s Brazilian subsidiary a tax assessment with interest, penalties and any court-mandated fees of approximately [removed: $65] [added: $63] million, at the current exchange rate, based on a claim that certain purchases of U.S. Treasury bills by the subsidiary and their subsequent disposition during the period 2000 to 2001 were subject to a tax on foreign exchange transactions.

[removed: Competition Matters][added: Competition Matters]

The status [added: as] of [removed: pending] [added: December 31, 2019 of] competition law matters [removed: as of] [added: pending against the Company during the year ended] December 31, [removed: 2018] [added: 2019] is set forth below.

| ▪ | In December 2014, the French competition law authority found that 13 consumer goods companies, including the Company’s French subsidiary, exchanged competitively sensitive information related to the French home care and personal care sectors, for which the Company’s French subsidiary was fined $57 million. In addition, as a result of the Company’s acquisition of the Sanex personal care business in 2011 from Unilever N.V. and Unilever PLC (together with Unilever N.V., “Unilever”) pursuant to a Business and Share Sale and Purchase Agreement (the “Sale and Purchase Agreement”), the French competition law authority found that the Company’s French subsidiary, along with Hillshire Brands Company (formerly Sara Lee Corporation (“Sara Lee”)), were jointly and severally liable for fines of $25 million assessed against Sara Lee’s French subsidiary. The Company is indemnified for these fines by Unilever pursuant to the Sale and Purchase Agreement. The fines were confirmed by the Court of Appeal in October 2016. The Company [removed: is appealing] [added: appealed] the decision of the Court of Appeal on behalf of the Company and Sara Lee in the French Supreme Court. [added: In March 2019, the French Supreme Court denied the Company’s appeal.] |

| ▪ | In July 2014, the Greek competition law authority issued a statement of objections alleging a restriction of parallel imports into Greece. The Company responded to this statement of objections. In July 2017, the Company received the decision from the Greek competition law authority in which the Company was fined $11 million. The Company [removed: is appealing] [added: appealed] the decision to the Greek courts. [added: In April 2019, the Greek courts affirmed the judgment against the Company’s Greek subsidiary, but reduced the fine to $10.5 and dismissed the case against Colgate-Palmolive Company. The Company’s Greek subsidiary has appealed the decision to the Greek Supreme Court.] |

[removed: Talcum] [added: Talcum] Powder [removed: Matters][added: Matters]

As of December 31, [removed: 2018,] [added: 2019,] there were [removed: 239] [added: 121] individual cases pending against the Company in state and federal courts throughout the United States, as compared to [removed: 193] [added: 239] cases as of December 31, [removed: 2017.][added: 2018.]

During the year ended December 31, [removed: 2018, 132] [added: 2019, 110] new cases were filed and [removed: 86] [added: 228] cases were resolved by voluntary dismissal, [added: dismissal by the court,] judgment in the Company’s favor or settlement.

The value of [added: the] settlements [added: and of the adverse jury verdict] in the [removed: years] [added: year] presented was not material, either individually or in the aggregate, to [removed: each] such period’s results of operations.

[removed: Since] [added: With] the [removed: amount] [added: exception] of [removed: any potential losses from these cases currently cannot be reasonably estimated,] the [added: case where the Company received an adverse jury verdict, the] range of reasonably possible losses in excess of accrued liabilities disclosed above does not include any amount relating to these [removed: cases.][added: cases because the amount of any possible losses from such cases currently cannot be reasonably estimated.]

[removed: ERISA Matter][added: ERISA Matter]

There is one case currently on appeal at the administrative level.

In April 2019, the Company lost another administrative appeal and filed a lawsuit in Brazilian federal court.

During the year ended December 31, 2019, one case resulted in a jury verdict in favor of the Company after a trial, which is now pending appeal by the plaintiff, and one case resulted in an adverse jury verdict after a trial, which the Company is appealing.

Appeals are currently pending at the administrative level.

[removed: 10-K 1 cl-12312018x10k.htm COLGATE-PALMOLIVE 10-K 12-31-2018][added: COLGATE-PALMOLIVE COMPANY]

[removed: UNITED] [added: UNITED] STATES SECURITIES AND EXCHANGE [removed: COMMISSION][added: COMMISSION]

[removed: WASHINGTON,] [added: WASHINGTON,] D.C. [removed: 20549][added: 20549]

[removed: FORM 10-K][added: FORM 10-K]

[removed: (Mark One)][added: (Mark One)]

| [removed: x] [added: ☒] | [removed: ANNUAL] [added: ANNUAL] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [removed: 1934] [added: 1934] |

[removed: For] [added: For] the fiscal year [removed: ended December] [added: ended December] 31, [removed: 2018][added: 2019]

| [removed: ¨] [added: ☐] | [removed: TRANSITION] [added: TRANSITION] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [removed: 1934] [added: 1934] |

[removed: For] [added: For] the transition period [removed: from to .][added: from to .]

[removed: Commission] [added: Commission] File [removed: Number 1-644][added: Number 1-644]

[removed: ][added: ]

[removed: (Exact] [added: (Exact] name of registrant as specified in its [removed: charter)][added: charter)]

| [removed: DELAWARE] [added: Delaware] | [removed: 13-1815595] | [added: 13-1815595 |]

| [removed: (State] [added: (State] or other jurisdiction of incorporation or [removed: organization)] [added: organization)] | [removed: (I.R.S.] [added: | (I.R.S.] Employer Identification [removed: No.)] [added: No.)] |

| [removed: 300] [added: 300] Park [removed: Avenue, New York, New York] [added: Avenue] | [removed: 10022] | [added: |]

| [removed: (Address] [added: (Address] of principal executive [removed: offices)] [added: offices)] | [removed: (Zip Code)] | [added: (Zip Code) |]

[removed: Registrant’s] [added: Registrant’s] telephone number, including area [removed: code 212-310-2000][added: code 212\-310-2000]

[removed: Securities] [added: Securities] registered pursuant to Section 12(b) of the [removed: Act:][added: Act:]

| [removed: Title] [added: Title] of each [removed: class] [added: class] | [removed: Name] [added: Trading Symbol(s) | Name] of each exchange on which [removed: registered] [added: registered] |

| Common Stock, $1.00 par value | [added: CL |] New York Stock Exchange |

| [removed: Floating Rate] [added: 0.000%] Notes due [removed: 2019] [added: 2021] | [added: CL21A |] New York Stock Exchange |

[removed: Indicate] [added: Indicate] by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities [removed: Act.][added: Act.]

[removed: Yes x No ¨][added: Yes ☒ No ☐]

[removed: Indicate] [added: Indicate] by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the [removed: Act.][added: Act.]

[removed: Yes ¨ No x][added: Yes ☐ No ☒]

[removed: Indicate] [added: 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 [removed: days.][added: days. Yes ☒ No ☐]

[removed: Indicate] [added: 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) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such [removed: files).][added: files). Yes ☒ No ☐]

[removed: Indicate] [added: Indicate] by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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 [removed: Act.][added: Act.]

| [removed: Large] [added: Large] accelerated [removed: filer x] [added: filer] | [removed: Accelerated filer ¨] [added: ☒] | [added: Accelerated filer | ☐ |]

| [removed: Non-accelerated filer ¨] [added: Non-accelerated filer] | [removed: Smaller] [added: ☐ | Smaller] reporting [removed: company ¨] [added: company] | [added: ☐ |]

| [removed: Emerging] [added: | | Emerging] growth [removed: company ¨] [added: company] | [added: ☐] |

[removed: If] [added: 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 [removed: Act.][added: Act. ☐]

[removed: Indicate] [added: Indicate] by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange [removed: Act).][added: Act).]

The aggregate market value of Colgate-Palmolive Company Common Stock held by non-affiliates as of June 30, [removed: 2018] [added: 2019] (the last business day of its most recently completed second quarter) was approximately [removed: $56.0] [added: $61.3] billion.

There were [removed: 861,676,494] [added: 855,029,777] shares of Colgate-Palmolive Company Common Stock outstanding as of January 31, [removed: 2019.][added: 2020.]

[removed: | DOCUMENTS] [added: DOCUMENTS] INCORPORATED BY [removed: REFERENCE: | |][added: REFERENCE:]

| [removed: Documents] [added: Documents] | [removed: Form] [added: Form] 10-K [removed: Reference] [added: Reference] |

| Portions of Proxy Statement for the [removed: 2019] [added: 2020] Annual Meeting of Stockholders | Part III, Items 10 through 14 |

[removed: Colgate-Palmolive Company][added: Colgate-Palmolive Company]

or

| New York, | New York | 10022 |

| --- | --- | --- |

| 0.500% Notes due 2026 | CL26 | New York Stock Exchange |

| 1.375% Notes due 2034 | CL34 | New York Stock Exchange |

| 0.875% Notes due 2039 | CL39 | New York Stock Exchange |

| | | | |

| --- | --- | --- | --- |

| | | | |

Yes ☐ No ☒

| --- | --- | --- |

| | | |

| | | |

| | | |

| | | |

| Signatures | | [63](#sA113848913815AB7B522B7FABC4595B5) |

| | |

| --- | --- |

or

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

| Signatures | | [62](#s090C1049CB3555D9BD1DFE40037F79EC) |

The Pet Nutrition segment has major manufacturing and warehousing facilities in Bowling Green, Kentucky; Emporia, Kansas; Richmond, [removed: Indiana] [added: Indiana;] and Topeka, Kansas.

Major overseas manufacturing and warehousing facilities used by the Oral, Personal and Home Care product segment of our business are located in Australia, Brazil, China, Colombia, France, Greece, Guatemala, India, Italy, Mexico, Poland, South Africa, Thailand, [removed: Turkey, Venezuela] [added: Turkey] and [removed: Vietnam.][added: Venezuela.]

In addition to company-owned or leased properties described above, the Company also utilizes a network of warehouses and distribution centers that are owned or leased by logistics service providers, co-packers, contract manufacturers.

[removed: PART II][added: PART II]

[removed: Issuer] [added: Issuer] Purchases of Equity [removed: Securities][added: Securities]

On June 18, 2018, the [removed: Company’s] Board [removed: of Directors (the “Board”)] authorized the repurchase of shares of the Company’s common stock having an aggregate purchase price of up to $5 billion under a new share repurchase program (the “2018 Program”), which replaced [removed: the previous] [added: a previously authorized share repurchase] program [removed: approved by the Board in 2015] (the [removed: “2015 Program”).][added: "2015 Program").]

The following table shows the stock repurchase activity for [removed: each of] the three months in the quarter ended December 31, [removed: 2018:][added: 2019:]

| [removed: Month] [added: Month] | | [removed: Total] [added: Total] Number of Shares [removed: Purchased(1)] [added: Purchased(1)] | | | [removed: Average] [added: Average] Price Paid per [removed: Share] [added: Share] | | | | [removed: Total] [added: Total] Number of Shares [removed: Purchased as] [added: Purchased as] Part of Publicly Announced Plans or [removed: Programs(2)] [added: Programs(2)] | | | [removed: Approximate] [added: Approximate] Dollar Value of Shares That May Yet [removed: be] [added: Be] Purchased Under the Plans or [removed: Programs(3) (in millions)] [added: Programs(3) (in millions)] | |

| (2) | The difference between the total number of shares purchased and the total number of shares purchased as part of publicly announced plans or programs is [removed: 85,287] [added: 71,735] shares, which represents shares deemed surrendered to the Company to satisfy certain employee elections under the Company’s compensation and benefit programs. |

| (3) | Includes approximate dollar value of shares that were available to be purchased under the publicly announced plans or programs that were in effect as of December 31, [removed: 2018.] [added: 2019.] |

| October 1 through 31, 2019 | | 1,174,592 | | | $ | 69.14 | | | 1,134,000 | | | 3,366 | |

| November 1 through 30, 2019 | | 609,802 | | | $ | 66.60 | | | 608,630 | | | 3,325 | |

| December 1 through 31, 2019 | | 672,010 | | | $ | 67.92 | | | 642,039 | | | 3,282 | |

| Total | | 2,456,404 | | | $ | 68.18 | | | 2,384,669 | | | | |

| October 1 through 31, 2018 | | 828,129 | | | $ | 62.72 | | | 776,159 | | | 4,658 | |

| November 1 through 30, 2018 | | 1,748,795 | | | $ | 61.87 | | | 1,748,427 | | | 4,550 | |

| December 1 through 31, 2018 | | 2,027,730 | | | $ | 61.87 | | | 1,994,781 | | | 4,427 | |

| Total | | 4,604,654 | | | $ | 62.02 | | | 4,519,367 | | | | |

[removed: Evaluation] [added: Evaluation] of Disclosure Controls and [removed: Procedures][added: Procedures]

The Company’s management, under the supervision and with the participation of the Company’s [removed: Chairman of the Board] [added: President] and Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of December 31, [removed: 2018] [added: 2019] (the “Evaluation”).

Based upon the Evaluation, the Company’s [removed: Chairman of the Board] [added: President] and Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934) are effective.

[removed: Management’s] [added: Management’s] Annual Report on Internal Control Over Financial [removed: Reporting][added: Reporting]

Management, under the supervision and with the participation of the Company’s [removed: Chairman of the Board] [added: President] and Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the Company’s internal control over financial reporting based upon the framework in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and concluded that it is effective as of December 31, [removed: 2018.][added: 2019.]

The Company’s independent registered public accounting firm, PricewaterhouseCoopers LLP, has audited the effectiveness of the Company’s internal control over financial reporting as of December 31, [removed: 2018,] [added: 2019,] and has expressed an unqualified opinion in their report, which appears under “Index to Financial Statements – Report of Independent Registered Public Accounting Firm.”

[removed: Changes] [added: Changes] in Internal Control Over Financial [removed: Reporting][added: Reporting]

[removed: There] [added: Except as noted above, there] were no changes in the Company’s internal control over financial reporting that occurred during the Company’s most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

The Company is in the process of upgrading its enterprise IT system to SAP S/4 HANA.

This change is not expected to have a material impact on the Company’s internal controls over financial reporting.

[removed: PART III][added: PART III]

See [removed: “Executive Officers of the Registrant”] [added: “Information about our Executive Officers”] in Part I, Item 1 of this report.

Additional information required by this Item relating to directors, executive officers and corporate governance of the Company [removed: and information regarding compliance with Section 16(a) of the Exchange Act] is incorporated herein by reference to the Company’s Proxy Statement for its [removed: 2019] [added: 2020] Annual Meeting of Stockholders (the [removed: “2019] [added: “2020] Proxy Statement”).

[removed: Code] [added: Code] of [removed: Ethics][added: Ethics]

The Code of Conduct satisfies the SEC’s requirements for a Code of Ethics for senior financial officers and applies to all Company employees, including the [removed: Chairman] [added: President] and Chief Executive Officer, the Chief Financial Officer and the Vice President and Controller, and the Company’s directors.

The information regarding executive compensation set forth in the [removed: 2019] [added: 2020] Proxy Statement is incorporated herein by reference.

| (a) | The information regarding security ownership of certain beneficial owners and management set forth in the [removed: 2019] [added: 2020] Proxy Statement is incorporated herein by reference. |

| (c) | Equity compensation plan information as of December 31, [removed: 2018:] [added: 2019:] |

| Equity compensation plans approved by security holders | | [removed: 42,184] [added: 38,388] | | (1) | $ | [removed: 63.07] [added: 65.04] | | (2) | [removed: 24,790] [added: 50,958] | | (3) |

| (1) | Consists of [removed: 39,710] [added: 36,185] options outstanding and [removed: 2,474] [added: 2,203] restricted stock units awarded but not yet vested under the Company’s 2013 Incentive Compensation [added: Plan and the Company’s 2019 Incentive Compensation] Plan, [added: respectively,] as more fully described in Note 8, Capital Stock and Stock-Based Compensation Plans to the Consolidated Financial Statements. |

| (2) | Includes the weighted-average exercise price of stock options outstanding of [removed: $67.00] [added: $69.00] and restricted stock units of $0.00. |

| (3) | Amount includes [removed: 15,604] [added: 37,758] options available for issuance and [removed: 9,186] [added: 13,200] restricted stock units available for issuance under the Company’s [removed: 2013] [added: 2019] Incentive Compensation Plan. |

| Total | | 38,388 | | | $ | 65.04 | | | 50,958 | | |

| Total | | 42,184 | | | $ | 63.07 | | | 24,790 | | |

The information regarding certain relationships and related transactions and director independence set forth in the [removed: 2019] [added: 2020] Proxy Statement is incorporated herein by reference.

The information regarding auditor fees and services set forth in the [removed: 2019] [added: 2020] Proxy Statement is incorporated herein by reference.

[removed: PART IV][added: PART IV]

| [removed: 4] | [removed: a)] [added: b)] | Indenture, dated as of November 15, 1992, between the Company and The Bank of New York Mellon (formerly known as The Bank of New York) as Trustee. (Registrant hereby incorporates by reference Exhibit 4.1 to its Registration Statement on Form S-3 and Post-Effective Amendment No. 1 filed on June 26, 1992, Registration No. [removed: 33-48840.)*] [added: 33-48840.)(1)] |

| | [removed: b)] [added: c)] | [Colgate-Palmolive Company Employee Stock Ownership Trust Agreement dated as of June 1, 1989, as amended. (Registrant hereby incorporates by reference Exhibit 4-B (b) to its Quarterly Report on Form 10-Q for the quarter ended June 30, 2000, File No. 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000094018000000960/0000940180-00-000960-0002.txt) |

| [removed: 10-A] [added: 10-B] | a) | [Colgate-Palmolive Company 2013 Incentive Compensation Plan. (Registrant hereby incorporates by reference Annex B to its 2013 Notice of Annual Meeting and Proxy Statement, File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000093041313001901/c73031_def14a.htm#c73031a043_v1)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000093041313001901/c73031_def14a.htm#c73031a043_v1)] |

| | b) | [Form of Nonqualified Option Award Agreement used in connection with grants under the 2013 Incentive Compensation Plan. (Registrant hereby incorporates by reference Exhibit 10-A (b) to its Annual Report on Form 10-K for the year ended December 31, 2017, File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-ab12312017.htm)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-ab12312017.htm)] |

| | c) | [Form of Restricted Stock Unit Award Agreement used in connection with grants under the 2013 Incentive Compensation Plan. (Registrant hereby incorporates by reference Exhibit 10-A (c) to its Annual Report on Form 10-K for the year ended December 31, 2017, File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-ac12312017.htm)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-ac12312017.htm)] |

| [removed: 10-B] [added: 10-C] | a) | Colgate-Palmolive Company Executive Incentive Compensation Plan Trust, as amended. (Registrant hereby incorporates by reference Exhibit 10-B (b) to its Annual Report on Form 10-K for the year ended December 31, 1987, File No. [removed: 1-644.)] [added: 1-644.)*] |

| | b) | [Amendment, dated as of October 29, 2007, to the Colgate-Palmolive Company Executive Incentive Compensation Plan Trust. (Registrant hereby incorporates by reference Exhibit 10-A (b) to its Quarterly Report on Form 10-Q for the quarter ended September 30, 2007, File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000119312507229631/dex10ab.htm)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000119312507229631/dex10ab.htm)] |

| [removed: 10-C] [added: 10-D] | | [Colgate-Palmolive Company Supplemental Salaried Employees’ Retirement Plan, amended and restated as of April 19, 2018. (Registrant hereby incorporates by reference Exhibit 10 to its Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000002166517000014/exhibit10a_093017xq317.htm)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000002166518000008/exhibit10_033118xq118.htm)] |

| [removed: 10-D] [added: 10-E] | a) | [Colgate-Palmolive Company Executive Severance Plan, as amended and restated through September 13, 2018. (Registrant hereby incorporates by reference Exhibit 10-A to its Current Report on Form 8-K filed on September 18, 2018, File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000093041313004573/c75051_ex10-a.htm)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000093041313004573/c75051_ex10-a.htm)] |

| | b) | Colgate-Palmolive Company Executive Severance Plan Trust. (Registrant hereby incorporates by reference Exhibit 10-E (b) to its Annual Report on Form 10-K for the year ended December 31, 1987, File No. [removed: 1-644.)] [added: 1-644.)*] |

| [removed: 10-E] [added: 10-F] | | [Colgate-Palmolive Company Pension Plan for Outside Directors, as amended and restated. (Registrant hereby incorporates by reference Exhibit 10-D to its Annual Report on Form 10-K for the year ended December 31, 1999, File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000095013000001590/0000950130-00-001590.txt)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000095013000001590/0000950130-00-001590.txt)] |

| [removed: 10-F] [added: 10-G] | a) | [Colgate-Palmolive Company Restated and Amended Deferred Compensation Plan for Non-Employee Directors, as amended. (Registrant hereby incorporates by reference Exhibit 10-H to its Annual Report on Form 10-K for the year ended December 31, 1997, File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/0000940180-98-000317.txt)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/0000940180-98-000317.txt)] |

| | b) | [Amendment, dated as of September 12, 2007, to the Colgate-Palmolive Company Restated and Amended Deferred Compensation Plan for Non-Employee Directors. (Registrant hereby incorporates by reference Exhibit 10-F to its Quarterly Report on Form 10-Q for the quarter ended September 30, 2007, File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000119312507229631/dex10f.htm)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000119312507229631/dex10f.htm)] |

| [removed: 10-G] [added: 10-H] | | [Colgate-Palmolive Company Deferred Compensation Plan, amended and restated as of September 12, 2007. (Registrant hereby incorporates by reference Exhibit 10-G to its Quarterly Report on Form 10-Q for the quarter ended September 30, 2007, File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000119312507229631/dex10g.htm)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000119312507229631/dex10g.htm)] |

| [removed: 10-H] [added: 10-I] | | [Colgate-Palmolive Company Above and Beyond Plan – Officer Level. (Registrant hereby incorporates by reference Exhibit 10-A to its Quarterly Report on Form 10-Q for the quarter ended September 30, 2004, File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000119312504186112/dex10a.htm)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000119312504186112/dex10a.htm)] |

| [removed: 10-I] [added: 10-J] | | [Five Year Credit Agreement, dated as of November 2, 2018, by and among Colgate-Palmolive Company, as Borrower, Citibank, N.A., as Administrative Agent and Arranger, and the Lenders party [removed: thereto.](https://www.sec.gov/Archives/edgar/data/21665/000002166519000003/exhibit10-i12312018.htm)] [added: thereto.(Registrant hereby incorporates by reference Exhibit 10-I to its Annual Report on Form 10-K for the year ended December 31, 2018, File No. 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000002166519000003/exhibit10-i12312018.htm)] |

| [removed: 10-J] | [removed: a)] [added: b)] | [removed: [Colgate-Palmolive Company Supplemental Savings and Investment Plan, amended and restated as] [added: [Form] of [removed: September 1, 2010.] [added: Nonqualified Option Award Agreement used in connection with grants under the Colgate-Palmolive Company 2019 Incentive Compensation Plan.] (Registrant hereby incorporates by reference Exhibit [removed: 10-B] [added: 10-C] to its Quarterly Report on Form 10-Q for the quarter ended September 30, [removed: 2010,] [added: 2019,] File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000114036110042509/ex10_b.htm)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000002166519000022/exhibit10c093019q319.htm)] |

| [added: 10-K] | [removed: b)] | [removed: [Amendment,] [added: [364-day Credit Agreement,] dated [removed: September 27, 2017, to the] [added: as of August 23, 2019, among] Colgate-Palmolive [removed: Company Supplemental Savings] [added: Company, as Borrower, Citibank, N.A., as Administrative Agent] and [removed: Investment Plan] [added: Arranger, and the Lenders party thereto.] (Registrant hereby incorporates by reference Exhibit 10-B to its Quarterly Report on Form 10-Q for the quarter ended September 30, [removed: 2017,] [added: 2019,] File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000002166517000014/exhibit10b_093017xq317.htm)] [added: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000002166519000022/exhibit10b093019q319.htm)] |

| [removed: 10-K] [added: 10-M] | | [Form of Indemnification Agreement between Colgate-Palmolive Company and its directors, executive officers and certain key employees. (Registrant hereby incorporates by reference Exhibit 10-K to its Annual Report on Form 10-K for the year ended December 31, 2017, File No. 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-k12312017.htm) |

| [removed: 10-L] [added: 10-A] | a) | [Colgate-Palmolive [removed: Company 2005 Non-Employee Director Stock Option] [added: 2019 Incentive Compensation] Plan. (Registrant hereby incorporates by reference [removed: Appendix] [added: Annex] C to its [removed: 2005] [added: 2019] Notice of [added: Annual] Meeting and Proxy [removed: Statement.)](http://www.sec.gov/Archives/edgar/data/21665/000095011705001185/a39365.htm#Appendixc)] [added: Statement, File No. 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000120677419001074/cl3440361-def14a.htm#AnnexCColgatePalmoliveCompany2019IncentiveCompensationPlan)] |

| | [removed: b)] [added: c)] | [Form of [added: Restricted Stock Unit] Award Agreement used in connection with grants [removed: to non-employee directors] under the Colgate-Palmolive Company [removed: 2005 Non-Employee Director Stock Option] [added: 2019 Incentive Compensation] Plan. (Registrant hereby incorporates by reference Exhibit [removed: 10-B] [added: 10-D] to its [removed: Current] [added: Quarterly] Report on Form [removed: 8-K dated May 4, 2005,] [added: 10-Q for the quarter ended September 30, 2019,] File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000119312505099149/dex10b.htm)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000002166519000022/exhibit10d093019q319.htm)] |

| | [removed: f)] [added: d)] | [removed: [Amendment, dated as] [added: [Form] of [removed: January 13, 2011, to the Colgate-Palmolive Company 2005 Non-Employee Director] [added: Performance] Stock [removed: Option Plan.] [added: Unit Award Agreement for the 2019-2021 Performance Cycle.] (Registrant hereby incorporates by reference Exhibit [removed: 10-B] [added: 99] to its [removed: Quarterly] [added: Current] Report on Form [removed: 10-Q for the quarter ended] [added: 8-K filed on] March [removed: 31, 2011,] [added: 20, 2019,] File No. [removed: 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000114036111023652/ex10_b.htm)] [added: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000093041319000983/c93240_ex99.htm)] |

| 21 | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/21665/000002166519000003/exhibit2112312018.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/21665/000002166520000004/exhibit2112312019.htm)] |

| 23 | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/21665/000002166519000003/exhibit2312312018.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/21665/000002166520000004/exhibit2312312019.htm)] |

| 24 | | [Powers of [removed: Attorney.](https://www.sec.gov/Archives/edgar/data/21665/000002166519000003/exhibit2412312018.htm)] [added: Attorney.](https://www.sec.gov/Archives/edgar/data/21665/000002166520000004/exhibit2412312019.htm)] |

| 31-A | | [Certificate of the [removed: Chairman of the Board] [added: President] and Chief Executive Officer of Colgate-Palmolive Company pursuant to Rule 13a-14(a) under the Securities Exchange Act of [removed: 1934.](https://www.sec.gov/Archives/edgar/data/21665/000002166519000003/exhibit31a12312018.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/21665/000002166520000004/exhibit31a12312019.htm)] |

| 31-B | | [Certificate of the Chief Financial Officer of Colgate-Palmolive Company pursuant to Rule 13a-14(a) under the Securities Exchange Act of [removed: 1934.](https://www.sec.gov/Archives/edgar/data/21665/000002166519000003/exhibit31b12312018.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/21665/000002166520000004/exhibit31b12312019.htm)] |

| 32 | | [Certificate of the [removed: Chairman of the Board] [added: President] and Chief Executive Officer and the Chief Financial Officer of Colgate-Palmolive Company pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. § [removed: 1350.](https://www.sec.gov/Archives/edgar/data/21665/000002166519000003/exhibit3212312018.htm)] [added: 1350.*](https://www.sec.gov/Archives/edgar/data/21665/000002166520000004/exhibit3212312019.htm)] |

| 101 | | The following materials from Colgate-Palmolive Company’s Annual Report on Form 10-K for the year ended December 31, [removed: 2018,] [added: 2019,] formatted in [added: Inline] eXtensible Business Reporting Language [removed: (XBRL):] [added: (Inline XBRL):] (i) the Consolidated Statements of Income, (ii) the Consolidated Balance Sheets, (iii) the Consolidated Statements of Changes in Shareholders’ Equity, (iv) the Consolidated Statements of Comprehensive Income, (v) the Consolidated Statements of Cash Flows, (vi) Notes to Consolidated Financial Statements, and (vii) Financial Statement [removed: Schedule.] [added: Schedule.] |

| [removed: *] [added: (1)] | Registrant hereby undertakes to furnish the Commission, upon request, with a copy of any instrument with respect to long-term debt where the total amount of securities authorized thereunder does not exceed 10% of the total assets of the [removed: registrant] [added: Registrant] and its subsidiaries on a consolidated basis. |

| 4 | a) | [Description of Securities of the Registrant](https://www.sec.gov/Archives/edgar/data/21665/000002166520000004/exhibit4a12312019.htm) |

| 10-L | | [Colgate-Palmolive Company Supplemental Savings and Investment Plan, amended and restated as of December 13, 2019.*,](https://www.sec.gov/Archives/edgar/data/21665/000002166520000004/exhibit10-l12312019.htm) |

| 104 | | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |

| * | Indicates a management contract or compensatory plan or arrangement. |

* Furnished herewith.

| --- | --- |

| | |

| | | |

| Exhibit No. | | Description |

| | c) | [Amendment, dated as of September 7, 2006, to the Colgate-Palmolive Company 2005 Non-Employee Director Stock Option Plan. (Registrant hereby incorporates by reference Exhibit 10-B to its Quarterly Report on Form 10-Q for the quarter ended September 30, 2006, File No. 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000119312506214534/dex10b.htm) |

| | d) | [Amendment, dated as of December 7, 2006, to the Colgate-Palmolive Company 2005 Non-Employee Director Stock Option Plan. (Registrant hereby incorporates by reference Exhibit 10-S (d) to its Annual Report on Form 10-K for the year ended December 31, 2006, File No. 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000119312507038190/dex10sd.htm) |

| | e) | [Amendment, dated as of October 29, 2007, to the Colgate-Palmolive Company 2005 Non-Employee Director Stock Option Plan. (Registrant hereby incorporates by reference Exhibit 10-J to its Quarterly Report on Form 10-Q for the quarter ended September 30, 2007, File No. 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000119312507229631/dex10j.htm) |

| | g) | [Amendment, dated as of July 14, 2011, to the Colgate-Palmolive Company 2005 Non-Employee Director Stock Option Plan. (Registrant hereby incorporates by reference Exhibit 10-A to its Quarterly Report on Form 10-Q for the quarter ended September 30, 2011, File No. 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000144530511003083/exhibit10a.htm) |

| | h) | [Amendment, dated as of May 11, 2012, to the Colgate-Palmolive Company 2005 Stock Plan for Non-Employee Directors. (Registrant hereby incorporates by reference Exhibit 10-A to its Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, File No. 1-644.)](http://www.sec.gov/Archives/edgar/data/21665/000154554712000014/exhibit10a_q2201210-qxamen.htm) |

[removed: COLGATE-PALMOLIVE COMPANY][added: COLGATE-PALMOLIVE COMPANY]

[removed: SIGNATURES][added: SIGNATURES]

| [added: Noel R. Wallace President, Chief Executive Officer and Director] | | Ian [removed: Cook Chairman of the Board and Chief] [added: Cook,] Executive [removed: Officer] [added: Chairman] |

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on February 21, [removed: 2019,] [added: 2020,] by the following persons on behalf of the registrant and in the capacities indicated.

| (a) Principal Executive Officer | | (d) [added: All Other] Directors: |

| /s/ [removed: Ian Cook] [added: Noel R. Wallace] | | /s/ Ian Cook |

| (b) Principal Financial Officer | | Charles A. Bancroft, John P. Bilbrey, John T. Cahill, [added: Lisa M. Edwards,] Helene D. Gayle, [removed: Ellen M. Hancock,] C. Martin Harris, Lorrie M. Norrington, Michael B. Polk, Stephen I. [removed: Sadove] [added: Sadove*] |

| /s/ Henning I. Jakobsen | | [added: *By:] /s/ Jennifer M. Daniels |

[removed: Index] [added: Index] to Financial [removed: Statements][added: Statements]

| [removed: Consolidated] [added: Consolidated] Financial [removed: Statements] [added: Statements] | |

[removed: | Report] [added: Report] of Independent Registered Public Accounting [removed: Firm | [64](#sAF2F680A2DBC52FBB37199B1D98DA50C) |][added: Firm]

| Consolidated Statements of Income for the years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016] [added: 2017] | [removed: [66](#s9453ACF19C445FAD9EEE8A3004286B54)] [added: [68](#s426E55E183235485BCB29E46A45E693E)] |

| Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016] [added: 2017] | [removed: [67](#s0CF857AEF96255D5AED6F2FC29680ACA)] [added: [69](#s6FCF4615819B5FF98E245E5B4DF91165)] |

| Consolidated Balance Sheets as of December 31, [removed: 2018] [added: 2019] and [removed: 2017] [added: 2018] | [removed: [68](#sF5570F2B18525355B9088C305E8BE5C2)] [added: [70](#s20AB8B9A535F5835A54DE1EEB0D0DBA2)] |

| Consolidated Statements of Changes in Shareholders’ Equity for the years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016] [added: 2017] | [removed: [69](#sB27B6D8D4EA251E3A282F7D7090AC9E2)] [added: [71](#sA37FCDF6F8CD5187B61672C0BA0A95D0)] |

| Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016] [added: 2017] | [removed: [70](#sA9651EA5D012581DA35012520B4ABF30)] [added: [72](#s1710E8A6CEE1548F954D3033EFE9A2C7)] |

[removed: | Notes] [added: Notes] to Consolidated Financial [removed: Statements | [71](#sFE4325A8727E5719A760BB8F8084DF69) |][added: Statements]

| [removed: Financial] [added: Financial] Statement [removed: Schedule] [added: Schedule] | |

| Schedule II - Valuation and Qualifying Accounts for the years ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016] [added: 2017] | [removed: [115](#sEAEF42D78E2053F5A80026CE87E33566)] [added: [125](#sAE6044A948B3582C99F000BD8806AC48)] |

| [removed: Selected] [added: Selected] Financial [removed: Data] [added: Data] | |

[removed: | Market Information | [116](#s746CF8F0CFF8538FA4E47D72F3D2D841) |][added: Market Information]

[removed: | Historical] [added: Historical] Financial [removed: Summary | [117](#s8A72A2B5DF9C59A78F0E66D190D02FA8) |][added: Summary]

[added: |] Report of Independent Registered Public Accounting Firm [added: | [65](#s11D2CA56A5F057B59208675819C96EAD) |]

To the Board of Directors and Shareholders of [added: Colgate-Palmolive Company:]

[removed: Opinions] [added: Opinions] on the Financial Statements and Internal Control over Financial [removed: Reporting][added: Reporting]

We have audited the consolidated financial statements, including the related notes and financial statement schedule, of Colgate-Palmolive Company and its subsidiaries [added: (the “Company”)] as listed in the accompanying index (collectively referred to as the “consolidated financial statements”).

We also have audited the [removed: Company’s] [added: Company's] internal control over financial reporting as of December 31, [removed: 2018,] [added: 2019,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated [removed: Framework] [added: Framework*] (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2018] [added: 2019] and [removed: December 31, 2017,] [added: 2018,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2018] [added: 2019] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2018,] [added: 2019,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated [removed: Framework] [added: Framework*] (2013) issued by the COSO.

[removed: Basis] [added: Basis] for [removed: Opinions][added: Opinions]

The [removed: Company’s] [added: Company's] management is responsible for these consolidated financial statements, for maintaining effective internal control over financial [removed: reporting] [added: reporting,] and for its assessment of the effectiveness of internal control over financial [removed: reporting] [added: reporting,] included in Management’s Annual Report on Internal Control [removed: over] [added: Over] Financial [removed: Reporting,] [added: Reporting] appearing under Item 9A.

[removed: Definition] [added: Definition] and Limitations of Internal Control over Financial [removed: Reporting][added: Reporting]

| New York, New York February 21, [removed: 2019] [added: 2020] | |

[removed: Consolidated] [added: Consolidated] Statements of [removed: Income][added: Income]

[removed: For] [added: For] the years ended December [removed: 31,][added: 31,]

| | [removed: 2018] [added: 2019] | | | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | |

| Net sales | [removed: $] [added: $] | [removed: 15,544] [added: 15,693] | | | $ | [removed: 15,454] [added: 15,544] | | | $ | [removed: 15,195] [added: 15,454] | |

| Cost of sales | [removed: 6,313] [added: 6,368] | | | | [removed: 6,174] [added: 6,313] | | | | [removed: 6,072] [added: 6,174] | | |

| Gross profit | [removed: 9,231] [added: 9,325] | | | | [removed: 9,280] [added: 9,231] | | | | [removed: 9,123] [added: 9,280] | | |

| Selling, general and administrative expenses | [removed: 5,389] [added: 5,575] | | | | [removed: 5,400] [added: 5,389] | | | | [removed: 5,143] [added: 5,400] | | |

| Date: February 21, 2020 | By | /s/ Noel R. Wallace |

| | | Noel R. Wallace President and Chief Executive Officer |

| Historical Financial Summary | [127](#s25ACF5AEB12E5138A52AB3E0FC237D17) |

*Change in Accounting Principle*

As discussed in Note 2 to the consolidated financial statements, the Company changed the manner in which it accounts for leases in 2019.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

*Acquisition of Laboratoires Filorga Cosmétiques - Valuation of Trademark Intangible Asset*

As described in Note 3 to the consolidated financial statements, on September 19, 2019, the Company completed the acquisition of Laboratoires Filorga Cosmétiques for consideration of $1,712 million, of which $774 million of value was assigned to the trademark intangible asset.

Management applied significant judgment in estimating the fair value of the trademark intangible asset acquired, which involved the use of significant estimates and assumptions with respect to the revenue growth rates, the royalty rate, and the discount rate.

The principal considerations for our determination that performing procedures relating to the valuation of the trademark intangible asset acquired is a critical audit matter are there was significant judgment and estimation by management when developing the fair value measurement of the trademark intangible asset acquired.

This in turn led to a high degree of auditor judgment, subjectivity, and effort in performing procedures and in evaluating audit evidence relating to management’s significant assumptions and estimates, including revenue growth rates, the royalty rate, and the discount rate.

In addition, the audit effort involved the use of professionals with specialized skill and knowledge to assist in performing these procedures and evaluating the audit evidence obtained.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to acquisition accounting, including controls over management’s valuation of the trademark intangible asset acquired and controls over development of the assumptions and estimates, including the revenue growth rates, the royalty rate, and the discount rate.

These procedures also included, among others, reading the purchase agreement and testing management’s process for estimating the fair value of the trademark intangible asset acquired.

This included evaluating the appropriateness of the valuation method and the reasonableness of significant assumptions used by management, including the revenue growth rates, the royalty rate, and the discount rate for the trademark intangible asset acquired.

Evaluating the reasonableness of the revenue growth rates and the royalty rate involved evaluating whether the assumptions and estimates used by management were reasonable considering the past performance of the acquired business, market transactions for similar brands and products, and consistency with economic and industry forecasts.

Professionals with specialized skill and knowledge were used to assist us in evaluating the appropriateness of the valuation method and the reasonableness of certain significant assumptions and estimates, including the royalty rate and the discount rate.

COLGATE-PALMOLIVE COMPANY

COLGATE-PALMOLIVE COMPANY

For the years ended December 31,

| Less: Net income attributable to noncontrolling interests | 160 | | | | 158 | | | | 150 | | |

COLGATE-PALMOLIVE COMPANY

COLGATE-PALMOLIVE COMPANY

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net income | | | | | | | | | | | | | | | | | 2,367 | | | | | | | | | 160 | | |

| Dividends ($1.71)/per share* | | | | | | | | | | | | | | | | | (1,472 | | ) | | | | | | | (141 | | ) |

| Noncontrolling interests assumed through acquisition | | | | | | | | | | | | | | | | | | | | | | | | | | 125 | | |

| Balance, December 31, 2019 | $ | 1,466 | | | $ | 2,488 | | | $ | (2 | ) | | $ | (22,063 | ) | | $ | 22,501 | | | $ | (4,273 | ) | | | $ | 441 | |

* Two dividends were declared in each of the first quarters of 2019, 2018 and 2017

COLGATE-PALMOLIVE COMPANY

For the years ended December 31,

COLGATE-PALMOLIVE COMPANY

1.

COLGATE-PALMOLIVE COMPANY

2.

| Date: February 21, 2019 | By | /s/ Ian Cook |

| Ian Cook Chairman of the Board and Chief Executive Officer | | Ian Cook |

| | |

| --- | --- |

| Gains (losses) on available-for-sale securities | — | | | | — | | | | (1 | | ) |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance, January 1, 2016 | $ | 1,466 | | | $ | 1,438 | | | $ | (12 | ) | | $ | (18,102 | ) | | $ | 18,861 | | | $ | (3,950 | ) | | $ | 255 | |

| Net income | | | | | | | | | | | | | | | | | 2,441 | | | | | | | | 145 | | |

| Dividends | | | | | | | | | | | | | | | | | (1,380 | | ) | | | | | | (128 | | ) |

| Gain on sale of land in Mexico | — | | | | — | | | | (97 | | ) |

| Proceeds from sale of land in Mexico | — | | | | — | | | | 60 | | |

1.

2.

Investments with less than a 20% interest are accounted for using the cost method.

The new guidance is required to be applied on a prospective basis.

For the years ended December 31, 2017 and 2016, the Company reclassified $118 and $118, respectively, of non-service related components of pension and other postretirement costs, which was previously deducted from Operating profit, to a new line item, “Non-service related postretirement costs,” which is below Operating profit.

Adoption of this standard had no effect on Net income attributable to Colgate-Palmolive Company, Earnings per common share or Cash flow.

Substantially all of the Company’s leases are considered operating leases and, as such, under accounting standards in effect at December 31, 2018, were not recognized on the Company’s Consolidated Balance Sheets as of December 31, 2018 and 2017.

In July 2018, the FASB issued ASU No. 2018-10, “Codification Improvements to Topic 842, Leases” to clarify the implementation guidance and ASU No. 2018-11, “Leases (Topic 842) Targeted Improvements.” This updated guidance provided an optional transition method, which allows for the initial application of the new accounting standard at the adoption date and the recognition of a cumulative-effect adjustment to the opening balance of retained earnings as of the beginning of the period of adoption.

In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments–Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.” The updated guidance enhances the reporting model for financial instruments, which includes amendments to address aspects of recognition, measurement, presentation and disclosure.

3.

Sale of Land in Mexico

In September 2016, the Company’s Mexican subsidiary completed the sale to the United States of America of the Mexico City site on which its commercial operations, technology center and soap production facility were previously located and received $60 as the third and final installment of the sale price.

The total sale price (including the third installment and the previously received first and second installments) was $120.

The Company recognized a pretax gain of $97 ($63 aftertax or $0.07 per diluted share) in the third quarter of 2016, net of costs primarily related to site preparation.

4.

The program was expanded in 2014 and expanded and extended in each of 2015 and 2017.

Including the most recent expansion, cumulative pretax charges resulting from the Global Growth and Efficiency Program, once all phases are approved and implemented, are estimated to be in the range of $1,820 to $1,870 ($1,350 to $1,380 aftertax).

It is expected that substantially all charges resulting from the Global Growth and Efficiency Program will be incurred by December 31, 2019.

| | | | | | | | | | | Program-to-date | |

| | Cumulative Charges | | |

| Total | $ | 1,722 | |

| Balance at January 1, 2016 | | $ | 84 | | | $ | — | | | $ | — | | | $ | 131 | | | $ | 215 | |

| Charges | | 61 | | | | 9 | | | | 20 | | | | 138 | | | | 228 | | |

5.

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| Trademarks | | $ | 771 | | | $ | (358 | ) | | $ | 413 | | | $ | 547 | | | $ | (337 | ) | | $ | 210 | |

The changes in the net carrying amounts of Other intangible assets during 2018 and 2017 were primarily due to amortization expense of $59 and $35, respectively, as well as the impact of foreign currency translation.