Colgate-Palmolive (CL) 10-K risk factor changes: FY2022 vs FY2021

We operate on a global basis serving consumers in more than 200 countries and territories with approximately [removed: 70%] [added: two-thirds] 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 face risks associated with significant international operations, including, but not limited to:

- changing macroeconomic conditions in our markets, including as a result of inflation, [added: the war in Ukraine,] volatile commodity prices and increases in the cost of raw and packaging materials, labor, energy and logistics;

- political or economic instability, geopolitical events, [added: wars and military conflicts, such as the war in Ukraine,] environmental events, widespread health emergencies, such as COVID-19 or other pandemics or epidemics, natural disasters or social or labor unrest;

- exchange controls and other limits on our ability to import or export raw materials or finished product, including as a result of COVID-19, [added: and the war in Ukraine,] or to repatriate earnings from overseas;

- 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 and/or the increase in [removed: onerous] trade restrictions and/or tariffs, sanctions, price controls, labor laws, travel or immigration [removed: restrictions, including] [added: restrictions (including] as a result of [removed: COVID-19] [added: pandemics, epidemics] or other [removed: pandemics or epidemics,] [added: widespread health emergencies, such as the COVID-19 pandemic),] profit controls or other government [removed: controls.][added: controls, including as a result of the war in Ukraine.]

[removed: We do not, however, believe Brexit has had or will] [added: While these actions] have [added: impacted our Eurasia business, they have not had] a material impact on our business, results of operations, cash [removed: flows] [added: flow] or financial condition.

Major developments in trade relations, including the imposition of new or increased tariffs by the United States and/or other countries, [added: such as China,] 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.

However, the impact of these measures [added: have not and] may not [added: in the future] fully offset any negative impact of foreign currency rate movements on our business, results of operations, cash flows and financial condition.

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

The loss of a key customer or a significant reduction in sales to a key customer could adversely affect our business, results of [removed: operations, cash flows and financial condition.]

We also have been and may continue to be negatively affected by changes in the policies or practices of our retail trade customers, such as inventory [removed: de-stocking,] [added: destocking,] fulfillment requirements, limitations on access to shelf space, delisting of our products, or [removed: environmental,] sustainability, supply chain or packaging standards or initiatives.

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

Further, the retail landscape in many of our markets continues to evolve as a result of the [removed: rapid] [added: substantial] growth of [removed: eCommerce retailers,] [added: eCommerce,] changing consumer [added: behaviors and] preferences (as consumers increasingly shop online and via mobile and social applications) and the increased presence of alternative retail channels, such as subscription services and direct-to-customer [removed: (DTC)] businesses.

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

If we are not successful in continuing to adapt or to effectively react to changes in consumer [removed: preferences,] [added: behaviors, preferences or] purchasing patterns [removed: and market dynamics] and/or [removed: expanding sales through] [added: changing market dynamics, including customer policies or the proliferation of] eCommerce [removed: retailers] and [removed: other] alternative retail channels, [removed: including the profitable expansion of] our [removed: own DTC capabilities, our] business, results of operations, cash flows and financial condition could be adversely affected.

Our ability to quickly innovate to adapt and market our products and to adapt our packaging [added: and the sustainability profile of our products] to meet evolving consumer preferences is an essential part of our business strategy.

[removed: The failure to] develop and launch successful new products or to adapt our [removed: packaging and] [added: packaging, the sustainability profile of our products or] supply chain to meet such preferences could hinder the growth of our business and any delay in the development or launch of a new product could result in us not being the first to market, which could compromise our competitive position and adversely affect our business, results of operations, cash flows and financial condition.

A pandemic, epidemic or similar widespread health concern could have, and COVID-19 has had and [removed: will] [added: may] continue to have, a variety of impacts on our business, results of operations, cash flows and financial condition, including:

- disruptions to our global supply chain, including the closure of manufacturing and distribution facilities, due to, among other things, the lack of availability of raw and packaging materials or manufacturing components; a decrease in our workforce or in the efficiency of such workforce, including as a result of illness, travel restrictions, absenteeism or governmental regulations; transportation and logistics challenges, including as a result of port and border closures and other governmental restrictions or volume and capacity restraints; or the impact of [added: a pandemic, epidemic or other health emergencies, such as the] COVID-19 [added: pandemic] on our retailers, third party suppliers, contract manufacturers, logistics providers or distributors;

- volatility in the demand for and availability of our products, which may be caused by the temporary inability of our consumers to purchase our products due to illness, financial hardship, quarantine, government actions mandating the closure of our [removed: facilities (which impacted some of our production facilities in Asia in 2021),] [added: facilities,] distributors or retailers and/or imposing travel or movement restrictions, shifts in demand and consumption away from more discretionary or higher priced products to lower-priced products or pantry-loading activity;

- changes in purchasing patterns of our consumers, including [removed: the nature and/or frequency of in-store visits by consumers to retailers and dental, veterinary and skin health professionals and] a shift to purchasing our products online and disruptions in certain [removed: channels, including travel retail;][added: channels;]

- significant changes in the economic and political conditions of the markets in which we operate, which could restrict [removed: and have restricted] our employees’ ability to work and travel, could mandate [removed: and have mandated or caused] the closure of certain distributors or retailers, our offices, shared business service centers and/or operating and manufacturing facilities or otherwise could prevent [removed: and have prevented] us as well as our third-party partners, suppliers or customers from sufficiently staffing operations, including operations necessary for the manufacture, distribution, sale and support of our products;

- disruptions and volatility in the global capital markets, [added: including rising interest rates,] which may increase the cost of capital and adversely impact our access to capital; and/or

- volatility in foreign exchange rates and increases in the cost [added: and availability] of raw and packaging materials and transportation and logistics costs.

Furthermore, these and other impacts of COVID-19 could also have the effect of heightening many of the other risk factors included in this Item 1A, “Risk [removed: Factors.” For additional information regarding how COVID-19 has affected or is expected to] [added: Factors,” which could adversely] affect our business, [removed: refer to][added: results of operations, cash flows and financial condition.]

[removed: Part II, Item 7 “Management’s] [added: "Management's] Discussion and Analysis of Financial Condition and Results of Operations [removed: – Executive Overview.”][added: - Results of Operations - Income Taxes."]

Accordingly, we devote significant time and resources to programs designed to protect and preserve our reputation, such as our ethics and compliance, [removed: DE&I, sustainability and social impact,] [added: ESG,] brand protection and product safety, regulatory and quality initiatives.

Negative publicity about us, our brands, our products, our supply chain, our ingredients, our packaging, our [removed: environmental, social and governance (“ESG”)] [added: ESG] practices, [removed: including as they relate to sustainability, DE&I,] or our employees, whether or not deserved, could jeopardize our reputation.

Such negative publicity could relate to, among other things, health concerns, threatened or pending litigation or regulatory proceedings, [added: labor and human rights and] environmental impact (including [added: responsible sourcing,] deforestation, packaging, plastic, energy and water use and waste [removed: management), our ESG practices] [added: management)] or our [removed: sustainability targets.][added: ESG practices.]

Negative publicity, posts or comments on digital and social [removed: media about us, our brands, our products, our sustainability efforts, our environmental and social impact (including our packaging) or our employees,] [added: media,] whether true or untrue, could damage our brands and our reputation.

Further, changes in immigration laws and government policies, including related to the COVID-19 pandemic, have made, in certain circumstances, and may continue to [removed: make] [added: make,] it more difficult for us to recruit or relocate highly skilled technical, professional and management personnel to meet our business needs.

Our ability to attract and retain talent has been and may continue to be impacted by challenges in the labor market, particularly in the United States, which [removed: is experiencing] [added: has experienced and may continue to experience] wage inflation, labor [removed: shortages,] [added: shortages and] a shift toward [removed: remote work and the effects of COVID-19.][added: a hybrid working model.]

In addition, we [removed: also] continue to work to advance culture change through the implementation of DE&I initiatives throughout our organization.

We [removed: are also implementing] [added: continue to embed] new ways of working [added: throughout the organization] to, among other things, instill a growth mindset to drive innovation with focus, empowerment, experimentation and digitization.

[removed: In addition, to the extent that the economic benefits associated with an acquisition or investment diminish in the future or the performance of an acquired] company or business is less robust than expected, we may be required to record additional impairments of intangible assets, including trademarks and goodwill.

[removed: In] [added: For example, in] the fourth quarter of [removed: 2021,] [added: 2022,] we took [removed: a] non-cash, aftertax impairment [removed: charge] [added: charges] of [removed: $518 million] [added: $620 million,] to adjust the carrying values of goodwill and [removed: a trade name] intangible [removed: asset] [added: assets] related to the Filorga skin health business.

[removed: Any of these] [added: These and other] risks [removed: could] [added: related to COVID-19 have] adversely [removed: impact] [added: affected and may continue to adversely affect] our business, results of operations, cash flows and financial condition.

- loss or impairment of key manufacturing [added: or distribution] sites;

- [removed: supplier] capacity constraints;

- natural disasters, including climatic events (including any potential effects of climate change) and earthquakes, [added: tornadoes,] acts of war or terrorism, political unrest or uncertainty, fires or explosions, cyber-security incidents and other external factors over which we have no control.

We face risks resulting from political and macroeconomic instability and geopolitical events, such as the ongoing war in Ukraine and the related geopolitical tensions.

We suspended the importation and sales of all products in Russia other than essential health and hygiene products for everyday use and ceased all capital investments and media activities in Russia.

In 2022, our Eurasia business constituted approximately 2% of our consolidated net sales and approximately 3% of our consolidated operating profit (the majority of which was Russia).

We,

however, have experienced, and expect to continue to experience, risks related to the impact of the war in Ukraine, including increases in the cost and, in certain cases, limitations on the availability of raw and packaging materials and commodities (including oil and natural gas), supply chain and logistics challenges and foreign currency volatility.

We also continue to monitor the impact of the sanctions and export controls imposed in the response to the war in Ukraine.

The situation continues to evolve and significant uncertainties regarding the full impact of the war in Ukraine or the related impacts on the global economy and geopolitical relations, in general and on our business in particular, remain and may be impacted by any or all of the foregoing risks.

The war in Ukraine may also heighten other risks disclosed in this Annual Report on Form 10-K, any of which could have an adverse impact on our business, results of operations, cash flows or financial condition.

operations, cash flows and financial condition.

Further, consumer preferences continue to evolve due to a number of factors, including evolving consumer concerns or perceptions (whether or not valid) regarding environmental, social and governance (“ESG”) practices, including the sourcing and sustainability of packaging materials, a growing demand for natural or organic products and ingredients and ingredient transparency, evolving consumer concerns or perceptions regarding the effects of ingredients, changing consumer sentiment toward non-local products or sources and changing perceptions of and increased focus on labor and human rights and environmental impacts (including responsible sourcing, deforestation, packaging, plastic, energy and water use and waste management).

The failure to

In addition, our success in launching new products is also dependent on our ability to deliver effective and efficient marketing in an evolving media landscape (including digital), which is subject to dynamic and increasingly restrictive privacy requirements.

During the COVID-19 pandemic, many of the communities in which we manufacture, market and sell our products experienced and may in the future experience “stay at home” orders, travel or movement restrictions and other government actions to address the pandemic.

While the impact of COVID-19 on our business has largely abated at this time, uncertainties continue, particularly in China where we have substantial manufacturing facilities and business, and in the travel retail channel, where we have experienced and may continue to experience disruptions particularly in our Filorga business.

We have also experienced and may continue to experience certain disruptions to our global supply chain due to COVID-19, which have impacted and may continue to impact sales of and consumer access to our products.

We have also witnessed and may continue to witness changes in the purchasing patterns of our customers, including a shift in many markets to purchasing our products online.

COVID-19 may continue to impact consumer behavior and preferences, shopping patterns and consumption preferences.

Uncertainty resulting from COVID-19 could result in an unforeseen additional disruption to our business, including our global supply chain and retailer network, and/or require us to incur additional operational costs.

For additional information regarding how COVID-19 has affected or is expected to affect our business, refer to Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Executive Overview.”

We have taken and in the future may take certain actions to safeguard our reputation and uphold our ethical values, such as changes to how and where we sell, advertise and invest behind our products and operations, which could adversely affect our business, results of operations, cash flows and financial condition.

In addition, to the extent that the economic benefits associated with an acquisition or investment diminish in the future or the performance of an acquired

For additional information regarding recent impairment charges, refer to Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Results of Operations - Goodwill and Intangible Asset Impairment Charges.” Any of these risks could adversely impact our reputation and our business, results of operations, cash flows and financial condition.

- geopolitical events, wars and military conflicts, such as the war in Ukraine;

If our existing or new suppliers fail to meet such

These actions may not, however, fully offset these higher costs and our business, results of operations, cash flows and financial condition have been and may continue to be adversely impacted.

could result in our not realizing all of the anticipated benefits or our not realizing such benefits on our expected timetable.

to occur.

Specifically, the predicted effects of climate change may exacerbate challenges regarding the availability and quality of water and the cost, quality and availability of raw and packaging materials, pose physical risks to our facilities and those of our key suppliers, disrupt our global supply chain or impact demand for our products.

Achieving our sustainability and social impact targets will require significant efforts from us and other stakeholders, such as our suppliers and other third parties.

It will also require capital investment, additional expense (e.g., renewable energy costs) and the development of technology that may not currently exist.

U.S. federal authorities, including the U.S. Food and Drug Administration (the “FDA”), the Federal Trade Commission, the Consumer Product Safety Commission, the Occupational Safety and Health Administration and the

The OECD, is also addressing the challenges of the digitization of the global economy with plans to redefine jurisdictional taxation rights in market countries and establish a global minimum tax.

In addition, we are evaluating the impact of recent legislation in the U.S., such as the Inflation Reduction Act of 2022 that, among other things, provides for a corporate alternative minimum tax, and in the European Union, such as the Minimum Tax Directive that provides for a minimum level of taxation for certain large corporations in every jurisdiction in which they operate.

For more information regarding recent legislation, refer to Part II, Item 7

In addition, there continue to be uncertainties related to the United Kingdom’s exit from the European Union (“EU”) (commonly referred to as Brexit), including the long-term impact of the bilateral trade and cooperation deal governing the future relationship between the United Kingdom and the EU (the “EU-UK Trade and Cooperation Agreement”).

These uncertainties include the impact of the EU-UK Trade and Cooperation Agreement on businesses in the EU and the United Kingdom and how the new relationship between the EU and the United Kingdom will develop over time, 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/or the euro and disruptions to our workforce and that of

our suppliers and business partners.

In addition, during the COVID-19 pandemic, we have experienced and may continue to experience elevated demand for some of our products as compared to pre-pandemic levels.

For example, a determination

These trends accelerated during the COVID-19 pandemic.

Despite our efforts to manage these impacts, their ultimate impact also depends on factors beyond our knowledge or control, including the duration, severity and geographic scope of an outbreak, such as COVID-19, including the emergence and spread of COVID-19 variants, the availability, distribution, acceptance and effectiveness of vaccines and the actions taken by governmental authorities and other third parties to contain its spread and mitigate its public health and economic effects, each of which is uncertain, rapidly changing and difficult to predict.

- environmental events;

Also, sustained price increases may lead to declines in volume as competitors may not adjust their prices or consumers may

residents of the State of California who are covered by the California Consumer Privacy Act of 2018, which went into effect on January 1, 2020;

Specifically,

the predicted effects of climate change may exacerbate challenges regarding the availability and quality of water and other ingredients.

Even if a claim is

interest rate, foreign currency or commodity price exposures.

For more information regarding U.S. tax reform, see Note 11, Income Taxes to the Consolidated Financial Statements.

Colgate-Palmolive Company (together with its subsidiaries, “we,” [removed: “us” “our”] [added: “us,” “our,”] the “Company” or “Colgate”) is a caring, innovative growth company reimagining a healthier future for all people, their pets and our planet.

We do this by developing and selling products globally that make people’s and their pets’ lives healthier and more enjoyable and by embracing our sustainability and social impact and [removed: DE&I] [added: diversity, equity and inclusion (“DE&I”)] strategies across our organization.

Approximately [removed: 70%] [added: two-thirds] of our Net sales are generated from markets outside the U.S., with approximately 45% of our Net sales coming from emerging markets (which consist of Latin America, Asia (excluding Japan), Africa/Eurasia and Central Europe).

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 primarily to a variety of traditional and eCommerce retailers, [removed: wholesalers] [added: wholesalers, distributors, dentists] and [removed: distributors.][added: skin health professionals.]

The COVID-19 pandemic and government steps to reduce the spread and address the impact of COVID-19 have had and continue to have [removed: a profound] [added: an] impact on the way people live, work, interact and [removed: shop and have significantly impacted and continue to impact economic activity around the world.][added: shop.]

During the COVID-19 pandemic, many of the communities in which we manufacture, market and sell our products experienced and [added: may] in [removed: some cases continue to] [added: the future] experience “stay at home” orders, travel or movement restrictions and other government actions to [removed: reduce the spread and] address the [removed: impact of COVID-19, and have implemented varying policies to address the pandemic, resume economic activity and vaccinate their populations.][added: pandemic.]

The [removed: health,] safety [removed: and well-being] of our employees and [removed: their families] [added: partners in Ukraine] has been and remains our first priority.

While we currently expect to be able to continue operating our business as described [removed: above and we intend to continue to work with government authorities and to follow the necessary protocols to maintain the health and safety of our employees and third parties,] [added: above,] uncertainty resulting from COVID-19 could result in [removed: an] unforeseen additional [removed: disruption] [added: disruptions] to our business, including our global supply chain and retailer network, and/or require us to incur additional operational costs.

To achieve our business and financial objectives, we are focused on driving organic sales growth and long-term profitable growth through [removed: innovation on our] [added: science-led,] core [removed: businesses; leveraging faster growth in] [added: and premium innovation; pursuing higher-growth] adjacent [removed: categories;] [added: categories and segments;] expanding in [removed: high-growth] [added: faster-growing] channels and markets and delivering margin expansion through operating leverage and efficiency.

We are also seeking to maximize the impact of our [removed: ESG] [added: environmental, social and governance] programs and leading in the development of human capital, including our sustainability and social impact and DE&I strategies, which we are working to integrate across our organization.

We are strengthening [added: and leveraging] our capabilities in areas such as innovation, digital, eCommerce and data and [removed: analytics] [added: analytics,] enabling us to be more responsive in today’s rapidly changing world.

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

On January 27, 2022, the [added: Company’s] Board [added: of Directors (the “Board”)] approved a targeted productivity program (the “2022 Global Productivity Initiative”).

Implementation of the 2022 Global Productivity Initiative, which is expected to be substantially completed by [removed: December 31, 2022,] [added: mid-year 2024,] is [removed: projected] [added: estimated] to result in cumulative pre-tax charges, once all phases are approved and implemented, [removed: totaling between] [added: in the range of] $200 [removed: and $240,] [added: to $240 ($170 to $200 aftertax),] which [removed: are] [added: is] currently estimated to be comprised of the following: employee-related costs, including severance, pension and other termination benefits (80%); asset-related costs, primarily accelerated depreciation and asset write-downs (10%); and other charges (10%), which include contract termination costs, consisting primarily of implementation-related charges resulting directly from exit activities and the implementation of new strategies.

It is estimated that approximately [added: 80% to] 90% of the charges will result in cash expenditures.

In the fourth quarter of 2021, we recorded a non-cash charge of $571 pretax ($518 aftertax) to adjust the carrying values of goodwill and indefinite-lived intangible [added: assets] related to the Filorga skin health business.

As a result of this favorable judgment, [removed: during] the [removed: fourth quarter of 2019, we] [added: Company] filed an application with the Brazilian government to recover value-added tax previously paid and recorded a benefit.

Looking forward, we expect global macroeconomic, political and market conditions to remain challenging, [removed: especially due to COVID-19.][added: including as a result of inflation and rising interest rates.]

During the year ended December 31, [removed: 2021,] [added: 2022,] all of our divisions experienced significantly higher raw and packaging material costs.

We also incurred increased logistics costs due to volume and capacity constraints in the shipping and logistics [removed: industry and] [added: industry,] higher eCommerce [removed: demand.][added: demand and the war in Ukraine.]

We expect this difficult cost environment to continue in [removed: 2022.][added: 2023.]

We have been negatively affected by changes in the policies and practices of our trade customers in key markets, such as inventory [removed: de-stocking,] [added: destocking,] fulfillment requirements, limitations on access to shelf space, delisting of our products and certain [removed: environmental,] sustainability, supply chain and packaging standards or initiatives.

In addition, the retail landscape in many of our markets continues to evolve as a result of the [removed: rapid] [added: continued] growth of eCommerce, changing consumer preferences (as consumers increasingly shop online and via mobile and social applications) and the increased presence of alternative retail channels, such as subscription services and direct-to-consumer businesses.

[removed: These trends have been magnified due to COVID-19 in many of our geographies and we] [added: We] plan to continue to invest behind our digital and analytics capabilities and higher growth [removed: businesses, such as eCommerce.][added: businesses.]

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

[removed: In addition, given] [added: Given] that approximately [removed: 70%] [added: two-thirds] of our Net sales originate in markets outside the U.S., we have experienced and will likely continue to experience volatile foreign currency fluctuations.

While we have taken, and will continue to take, measures to mitigate the effect of these conditions, such as the 2022 Global Productivity Initiative and our [removed: funding the growth] [added: funding-the-growth] and revenue growth management initiatives, including additional pricing, in the current environment, it may become increasingly difficult to implement certain of these mitigation strategies.

[removed: As discussed above, we] [added: We] continue to closely monitor the impact of [added: the war in Ukraine,] COVID-19 [added: and the challenging market conditions discussed above] on our [removed: business.][added: business and the related uncertainties and risks.]

[removed: We] [added: In light of this challenging environment, we] expect increased volatility across all of our [removed: categories,] [added: categories] and it is therefore difficult to predict category growth rates in the near term.

While we have taken, and will continue to take, measures to mitigate the effects of [removed: COVID-19,] [added: these conditions,] we cannot estimate with certainty the full extent of [removed: COVID-19’s] [added: their] impact on our business, results of operations, cash flows and/or financial condition.

For more information about factors that could impact our business, [removed: including due to COVID-19,] see “Risk Factors” in Part I, Item 1A of this Annual [removed: Report.][added: Report on Form 10-K.]

[removed: In summary, we] [added: We] believe that we are well prepared to meet the challenges ahead due to our strong financial condition, [removed: broad based] experience operating in challenging environments, resilient global supply [removed: chain] [added: chain, dedicated] and [added: diverse global team and] focused business strategy.

Our strategy is based on driving organic sales growth and long-term profitable growth through [removed: innovation within our] [added: science-led,] core [removed: businesses, leveraging faster growth in] [added: and premium innovation; pursuing higher-growth] adjacent [removed: categories,] [added: categories and segments,] expanding in [removed: high-growth] [added: faster growing] channels and markets and delivering margin expansion through operating leverage and efficiency.

Our commitment to these priorities, the strength of our brands, the breadth of our global footprint and a commitment to [added: profitability and] driving efficiency in cash generation should position us well to manage through the challenges [removed: presented by COVID-19] [added: we face] and increase shareholder value over time.

This section of this Annual Report on Form 10-K generally discusses [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] items and year-to-year comparisons between [removed: 2021] [added: 2022] and [removed: 2020.][added: 2021.]

Discussions of [removed: 2019] [added: 2020] items and year-to-year comparisons between [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] 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, [removed: 2020.][added: 2021.]

Worldwide Net sales were [removed: $17,421] [added: $17,967] in [removed: 2021,] [added: 2022,] up [removed: 6.0%] [added: 3.0%] from [removed: 2020,] [added: 2021,] due to [removed: volume growth of 1.0%,] net selling price increases of [removed: 3.5%,] [added: 9.5%, partially offset by volume declines of 2.0%] and [removed: positive] [added: negative] foreign exchange of [removed: 1.5%.][added: 4.5%.]

Organic sales (Net sales excluding, as applicable, the impact of foreign exchange, acquisitions and divestments), a non-GAAP financial measure as discussed below, increased [removed: 4.5%] [added: 7.0%] in [removed: 2021.][added: 2022.]

Net sales in the Oral, Personal and Home Care product segment were [removed: $14,110] [added: $14,254] in [removed: 2021,] [added: 2022,] up [removed: 4.0%] [added: 1.0%] from [removed: 2020,] [added: 2021,] due to net selling price increases of [removed: 2.5%] [added: 9.0%, partially offset by volume declines of 3.5%,] and [removed: positive] [added: negative] foreign exchange of [removed: 1.5%, while volume was flat.][added: 4.5%.]

Organic sales in the Oral, Personal and Home Care product segment increased [removed: 2.5%] [added: 5.5%] in [removed: 2021.][added: 2022.]

While the impact of COVID-19 on our business has largely abated at this time, uncertainties continue, particularly in China where we have substantial manufacturing facilities and business, and in the travel retail channel, where we have experienced and may continue to experience disruptions particularly in our Filorga business.

We have also experienced certain disruptions to our global supply chain due to COVID-19, which have impacted and may continue to impact sales of and consumer access to our products.

In addition, we have witnessed changes in the purchasing patterns of our customers, including a shift in many markets to purchasing our products online.

COVID-19 may continue to impact consumers’ behavior, shopping patterns and consumption preferences.

The War in Ukraine

The war in Ukraine, and the related geopolitical tensions, have had and continue to have a significant impact on our operations in Ukraine and Russia, though it has not been material to our Consolidated Financial Statements.

While our ability to do business in Ukraine has been significantly impacted, we remain committed to rebuilding our business there and to providing access to essential products to people in the region.

We have suspended the importation and sales of all products in Russia other than essential health and hygiene products for everyday use and ceased all capital investments and media activities in Russia.

While these actions have impacted our Eurasia business, they have not had a material impact on our consolidated results of operations, cash flow or financial condition.

In 2022, our Eurasia business constituted approximately 2% of our consolidated net sales and approximately 3% of our consolidated operating profit (the majority of which was Russia).

We also continue to monitor the impact of sanctions and export controls imposed in response to the war in Ukraine.

The situation is rapidly evolving and significant uncertainties remain regarding the full impact of the war and the related impact on the global economy and geopolitical relations generally, and on our business in particular.

We have seen and expect to continue to see the war’s impact on the global economy and our business including, among other things, the cost of raw and packaging materials and commodities (including the price of oil and natural gas), supply chain and logistics challenges and foreign currency volatility.

For more information about factors that could impact our business, including due to the war in Ukraine, refer to Part I, Item 1A “Risk Factors” of this Annual Report on Form 10-K.

During the fourth quarter of 2022, we recorded a non-cash charge of $721 pretax ($620 aftertax) to adjust the carrying values of goodwill and intangible assets related to the Filorga skin health business.

The impairment was due primarily to the continued impact of the COVID-19 pandemic on the Filorga business, particularly in China, as a result of government restrictions and reduced consumer mobility, which negatively impacted consumption in the duty-free, travel retail and pharmacy channels, and the impact of significantly higher interest rates.

On September 30, 2022, the Company acquired a business for a purchase price, as adjusted, of $719, which operates three dry pet food manufacturing plants in the United States, from Red Collar Pet Foods Holdings, Inc. and Red Collar Pet Foods Holdings, L.P. (collectively, “Red Collar Pet Foods”) to further support the global growth of the Hill’s Pet Nutrition business.

In July 2022, one of the Company’s subsidiaries in Asia Pacific completed the sale of land and recognized a pretax gain of $47 ($15 aftertax attributable to the Company).

Implementation of the 2022 Global Productivity Initiative, which is expected to be substantially completed by mid-year 2024, is estimated to result in cumulative pretax charges, once all phases are approved and implemented, in the range of $200 to $240 ($170 to $200 aftertax).

Annualized pretax savings are projected to be in the range of $90 to $110 ($70 to $85 aftertax), once all projects are approved and implemented.

In the year ended December 31, 2022, we incurred pretax costs of $110 (aftertax costs of $87) resulting from the 2022 Global Productivity Initiative.

We are taking additional pricing to try to offset these increases in raw and packaging materials and logistics costs.

This may, in turn, negatively impact consumer demand for our products.

Additionally, inflation is impacting the broader economy with consumers around the world facing widespread rising prices as well as rising interest rates resulting from measures to address inflation.

Such inflation and rising interest rates may negatively impact consumer consumption or discretionary spending and/or change their purchasing patterns by foregoing purchasing certain of our products or by switching to “private label” or lower-priced product offerings.

Although we continue to devote significant resources to support our brands and market our products at multiple price points, these changes could reduce demand for and sales volumes of our products or result in a shift in our product mix from higher margin to lower margin product offerings.

Acquisitions contributed 0.5% to volume.

The increase in Personal Care was primarily due to organic sales growth in the bar soap and underarm protection categories, partially offset by organic sales declines in the skin care category.

Acquisitions contributed 2.5% to volume.

| | | | | | | 2022 | | | | | | 2021 | | |

Higher overhead expenses were driven by higher logistics costs (70 bps), partially offset by overhead efficiencies (50 bps).

| | | | | | | 2022 | | | | | | 2021 | | |

| | | | | | | 2022 | | | | | | 2021 | | |

| 2022 Global Productivity Initiative | | | | | | (90) | | | | | | — | | |

| Gain on the sale of land in Asia Pacific | | | | | | 47 | | | | | | — | | |

| | | | | | | 2022 | | | | | | 2021 | | |

| Gains from marketable securities and other assets | | | | | | (22) | | | | | | (8) | | |

| Indirect tax refunds | | | | | | (14) | | | | | | (5) | | |

In the fourth quarter of 2022, the Company made revisions to the internal forecasts relating to its Filorga reporting unit due primarily to the continued impact of the COVID-19 pandemic, particularly in China, as a result of government restrictions and reduced consumer mobility, which negatively impacted consumption in the duty-free, travel retail and pharmacy channels.

As a result of the interim impairment test, the Company concluded that the carrying value of the trademark and customer relationships exceeded their estimated fair value and recorded impairment charges of $300 and $89, respectively, reducing their carrying values to $257 and $118, respectively, as of December 31, 2022.

We have a well-established Crisis Management Team (“CMT”) process, and the CMT, together with our senior management team and Colgate people around the world, continue to respond to and manage the challenges presented by COVID-19.

The situation continues to be uncertain and varies by geography, as the impact of COVID-19 remains significant in many countries throughout the world, including Brazil, China, India, Mexico, Thailand, the U.S. and Vietnam, where we have substantial manufacturing facilities.

Because the vast majority of our products (such as oral care products, soaps and other personal hygiene products, home cleaners and pet food) have been deemed essential for the health and well-being of people and their pets, we have, in most instances, been able to continue operating our business, although not always at full capacity.

While we have reopened most of our offices, in some instances on a limited and voluntary basis, many of our office-based employees globally continue to work from home.

We have implemented additional health and safety measures consistent with government recommendations and/or requirements to help ensure employee safety in our offices, production facilities, warehouses and technology centers, often at additional cost.

These measures may include: health and temperature screening, social distancing and personal protective equipment protocols, hand washing, contact tracing, enhanced cleaning procedures, respiratory hygiene, education and, in some instances, testing and/or vaccination requirements.

In addition, during the COVID-19 pandemic, we have seen increased instances of absenteeism and, in some cases, we have experienced some limited production facility closures and related supply chain disruptions.

Furthermore, some of our suppliers, customers, distributors, logistics providers and service providers have experienced disruptions to their businesses.

We saw a significant increase in demand across many of our categories, such as liquid hand soap, dish liquid, bar soap and cleaners, during 2020 as a result of the COVID-19 pandemic, driven by consumer pantry-loading and increased consumption of our products.

While consumer demand for most of these categories declined year-over-year in 2021, most still remained above historical levels, and we believe that some of this increase in consumption is sustainable in light of changes in consumer behavior related to COVID-19.

Across our business, changes in consumer demand for our products vary by product category, channel and geography depending on, among other things, the severity of the COVID-19 outbreak, the availability of our products at retailers and supply chain disruptions.

At the same time, during the COVID-19 pandemic, we have experienced disruptions in certain channels, including travel retail.

We also continue to see changes in the purchasing patterns of our consumers, including the nature and/or frequency of visits by consumers to retailers and dental, veterinary and skin health professionals and a shift in many markets to purchasing our products online.

COVID-19 and government steps to reduce the spread and address the impact of COVID-19 have impacted and may continue to impact our consumers’ ability to purchase and our ability to manufacture and distribute our products.

While we believe that, in the long-term, consumer demand for the products in our categories will continue to be strong, uncertainties continue surrounding the COVID-19 pandemic.

These uncertainties include: the impact of the timing and scale of changes to travel and movement restrictions in certain geographies, the availability and widespread distribution and use of COVID-19 vaccines, the emergence and spread of COVID-19 variants, the timing and impact of consumer pantry-loading and destocking activity in certain markets, product demand trends and the impact of COVID-19 on the global economy, including as a result of inflation, and supply chain disruptions.

COVID-19 has also disrupted our retail customers, contract manufacturers, logistics providers and other third parties; their ability to address COVID-19 and maintain their operations at full capacity has impacted and may continue to impact sales of and consumer access to our products.

We expect the ongoing economic impact and health concerns associated with COVID-19 to continue to impact consumer behavior, shopping patterns and consumption preferences during 2022.

The Global Growth and Efficiency Program, a multi-year restructuring program, concluded on December 31, 2019.

Initiatives under the Global Growth and Efficiency Program fit within the program’s three focus areas of expanding commercial hubs, extending shared business services and streamlining global functions and optimizing the global supply chain and facilities.

During the year ended December 31, 2020, we adjusted the accrual balances related to certain projects approved prior to the conclusion of the Global Growth and Efficiency Program to reflect our revised estimate of remaining liabilities, which resulted in a reduction of $16 ($13 aftertax) to restructuring accruals.

For more information regarding the Global Growth and Efficiency Program, see Note 4, Restructuring and Related Implementation Charges to the Consolidated Financial Statements.

The provision for income taxes for the year ended December 31, 2020 includes $71 of income tax benefits, of which $45 relates to previously recorded foreign withholding taxes and $26 relates to a previously recorded valuation allowance against a deferred tax asset.

As described more fully in “Results of Operations-Income Taxes,” below, both items were previously recorded in connection with the charge recorded in 2017 and revised in 2018 related to the Tax Cuts and Jobs Act (the “TCJA”).

On January 31, 2020, we acquired Hello Products LLC (“hello”), an oral care business, for cash consideration of $351.

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.

During 2020 as a result of the COVID-19 pandemic, we saw a significant increase in demand across many of our categories, such as liquid hand soap, dish liquid, bar soap and cleaners.

While consumer demand for most of these categories declined year-over-year in 2021, most remained above historical levels.

We believe that some of this increased consumption is sustainable due to consumer behavior changes related to COVID-19.

Worldwide Gross profit increased 4% to $10,375 in 2021 from $10,017 in 2020.

Gross profit in 2020 included acquisition-related costs.

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

| | | | | | | 2021 | | | | | | 2020 | | |

| Gross profit, non-GAAP | | | | | | $ | 10,375 | | | | | $ | 10,021 | |

Excluding benefits resulting from the Global Growth and Efficiency Program, Selling, general and administrative expenses as a percentage of Net sales increased by 20 bps to 36.8% in 2021 as compared to 36.6% in 2020.

| Global Growth and Efficiency Program | | | | | | — | | | | | | 3 | | |

| Global Growth and Efficiency Program | | | | | | — | | % | | | | 0.1 | | % | | | | | | |

| Global Growth and Efficiency Program | | | | | | — | | | | | | 13 | | |

| Write-off of certain investments and fixed assets | | | | | | 10 | | | | | | — | | |

We seek to deliver sustainable, profitable growth [added: through science-led, core] and [added: premium innovation and] superior shareholder returns, as well as provide Colgate people with an innovative and inclusive work environment.

Sales of Oral, Personal and Home Care products accounted for [removed: 44%, 20%] [added: 43%, 19%] and 17%, respectively, of our total worldwide Net sales in [removed: 2021.][added: 2022.]

Geographically, Oral Care is a significant part of our business in Asia Pacific, comprising approximately [removed: 81%] [added: 82%] of Net sales in that region for [removed: 2021.][added: 2022.]

Hill’s Prescription Diet is a range of therapeutic [removed: products] [added: pet foods] to help nutritionally [removed: manage disease conditions in] [added: support] dogs and [removed: cats.][added: cats in various different stages of health.]

Sales of Pet Nutrition products accounted for [removed: 19%] [added: 21%] of our total worldwide Net sales in [removed: 2021.][added: 2022.]

Our sales to Walmart, Inc. and its affiliates represent approximately [removed: 12%] [added: 11%] of our Net sales in [removed: 2021.][added: 2022.]

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

For certain materials, [removed: however,] new suppliers may have to be qualified under industry, governmental and/or Colgate standards, which can require additional investment and take a significant period of time.

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

Products similar to those that we produce and sell are available from multinational and local competitors in the U.S. and [removed: overseas.][added: around the world.]

The retail landscape in many of our markets continues to evolve as a result of the [removed: rapid] [added: continued] growth of [removed: eCommerce retailers,] [added: eCommerce,] changing consumer [added: behavior and] preferences (as consumers increasingly shop online and via mobile and social applications) and the increased presence of alternative retail channels, such as subscription services and direct-to-consumer businesses.

We face competition in several aspects of our business, including pricing, promotional activities, new [removed: product] [added: products] and brand introductions and expansion into new geographies and channels.

[added: The] COVID-19 [added: pandemic] and government steps to reduce the spread and address the impact of COVID-19 have had and continue to have [removed: a profound] [added: an] impact on the way people live, work, interact and [removed: shop and have significantly impacted and may continue to impact economic activity around the world.][added: shop.]

During the COVID-19 pandemic, many of the communities in which we manufacture, market and sell our products experienced and [added: may] in [removed: some cases continue to] [added: the future] experience “stay at home” orders, travel or movement restrictions and other government actions to [removed: reduce the spread and] address the [removed: impact of COVID-19, and have implemented varying policies to address the pandemic, resume economic activity and vaccinate their populations.][added: pandemic.]

In [removed: 2021,] [added: 2022,] compliance with these regulations did not have, and we do not expect such compliance in the future to have, a material adverse effect on our capital expenditures, earnings or competitive position.

*Privacy and Data Protection*: Our collection, storage, transfer and/or processing of customer, consumer, employee, vendor and other stakeholder information and personal data is subject to [removed: privacy,] [added: important] data [removed: use] [added: protection laws] and [removed: data security] regulations in the U.S. and abroad, including the General Data Protection [removed: Regulation and the California Consumer Privacy Act of 2018.][added: Regulation.]

As of December 31, [removed: 2021,] [added: 2022,] we had approximately 33,800 employees based in over 100 countries.

Approximately [removed: 70%] [added: two-thirds] of our revenues are generated from markets outside the U.S. and 86% of our employees are located outside the U.S. Approximately 36% of our employees are based in Asia Pacific, 30% are based in Latin America, 15% are based in Europe, 14% are based in North America and 5% are based in Africa/Eurasia.

CARING: We care about people [removed: —] [added: -] Colgate people, consumers, customers, stockholders, business partners and people in the communities where we live and work.

We continue to drive a [removed: continuous] learning culture and transform our learning strategy to better meet [removed: the evolving expectations of] our [removed: people.][added: evolving business needs.]

Specifically, we [removed: are implementing] [added: continue to embed] new ways of working and [removed: instilling] [added: leadership principles to, among other things, instill] a growth mindset to drive innovation with focus, empowerment, experimentation and [removed: digitization.][added: digitalization.]

As of December 31, [removed: 2021,] [added: 2022,] our global workforce was approximately [removed: 60%] [added: 59%] male and [removed: 40%] [added: 41%] female.

Women represented approximately [removed: 53%] [added: 54%] of our salaried and clerical employees, [removed: 40%] [added: 44%] of [added: our people managers, 42% of] Colgate’s executives and [removed: 33%] [added: 36%] of senior leadership.

In the U.S., on an employee self-reported basis, the racial/ethnic composition of our workforce was approximately [removed: 67%] [added: 68%] White, [added: 12% Hispanic,] 9% Asian, 9% Black, [removed: 9% Hispanic, 4% unidentified] and 2% Other.

The racial/ethnic composition of our [removed: executives] [added: people managers] was approximately [removed: 60%] [added: 61%] White, [removed: 17%] [added: 16%] Hispanic, 14% [added: Asian and 9% Black; the composition of our executives was approximately 58% White, 19% Hispanic, 15%] Asian, 7% Black, [removed: 1% unidentified] and 1% [removed: Other] [added: Other;] and the composition of senior leadership was approximately [removed: 63%] [added: 61%] White, [removed: 18%] [added: 15%] Hispanic, [removed: 10% Black] [added: 12% Asian] and [removed: 9% Asian.][added: 12% Black.]

In this section, [added: “people managers” refers to employees with roles that have at least one direct report,] “executives” refers to those employees who are eligible to participate in Colgate’s equity incentive compensation plans and “senior leadership” refers to employees who are Vice Presidents and above.

To help further foster inclusiveness, we support employee resource groups for team members of many different [added: identities, interests and backgrounds, including] underrepresented communities.

In addition, we [removed: instituted] [added: continued] mandatory allyship and unconscious bias training for all salaried and clerical employees at Colgate [added: that was first introduced in 2021] to help our employees better understand DE&I concepts and embed allyship as a daily practice.

Our Board, through its [added: Nominating, Governance and Corporate Responsibility Committee and] Personnel and Organization Committee, receives regular updates from management on our DE&I efforts.

For information regarding our compensation philosophy and executive compensation programs, please see our Proxy Statement to be filed with the United States Securities and Exchange Commission (the “SEC”) in connection with the [removed: 2022] [added: 2023] Annual Meeting of Stockholders.

[removed: In November 2020, we announced our] [added: Our] 2025 Sustainability & Social Impact Strategy, [removed: focusing] [added: which we announced in November 2020, is focused] on three key ambitions [removed: —] [added: -] preserving our environment by accelerating action on climate change and reducing our environmental footprint; helping millions of homes by empowering people to develop healthier habits; and driving social impact with a commitment to helping to ensure the well-being of all people and their pets.

In [removed: 2021,] [added: 2022,] we made progress on the targets set forth in our 2025 Sustainability & Social Impact Strategy.

*Reduce Plastic Waste:* As a positive step toward achieving our targets to reduce the use of new plastic by a third and make our packaging 100% recyclable, reusable or compostable by 2025, we are [removed: working to implement] [added: implementing] our first-of-its-kind recyclable toothpaste tube across our toothpaste portfolio.

We [removed: also launched] [added: are committed to the success of] Colgate Keep, our first-of-its-kind manual toothbrush with a replaceable head and a reusable aluminum handle for 80% less plastic waste compared to similarly sized Colgate toothbrushes.

[removed: *Accelerate Action on Climate Change and Conserve Water:*] To support our goal to become [removed: net zero] [added: Net Zero] carbon in our operations by 2040, we have built [added: a global] renewable energy [added: master plan which includes] roadmaps [removed: at each of] [added: by division to cover] our [removed: operational sites across the world] [added: manufacturing facilities] and [added: owned warehouses, global technology centers and offices and] have engaged [removed: all of] our [added: priority] Tier 1 Suppliers in support of our goal to reduce their greenhouse gas emissions by [removed: 30%] [added: 20% by 2025] (versus [removed: 2018).][added: a 2020 baseline).]

Since the program was established in 1991, we have reached over [removed: 1.4] [added: 1.6] billion children and their families in more than 80 countries.

The following is a list of our executive officers as of February [removed: 17, 2022:][added: 16, 2023:]

| Noel R. Wallace | | | | | | [removed: 57] [added: 58] | | | | | | 2009 | | | | | | Chairman of the Board, President and Chief Executive Officer | | |

| Stanley J. Sutula III | | | | | | [removed: 56] [added: 57] | | | | | | 2020 | | | | | | Chief Financial Officer | | |

| Jennifer M. Daniels | | | | | | [removed: 58] [added: 59] | | | | | | 2014 | | | | | | Chief Legal Officer and Secretary | | |

While the impact of COVID-19 on our business has largely abated at this time, uncertainties continue, particularly in China where we have substantial manufacturing facilities and business, and in the travel retail channel, where we have experienced and may continue to experience disruptions particularly in our Filorga business.

We have also experienced certain disruptions to our global supply chain due to COVID-19, which have impacted and may continue to impact sales of and consumer access to our products.

In addition, we have witnessed changes in the purchasing patterns of our customers, including a shift in many markets to purchasing our products online.

COVID-19 may continue to impact consumers’ behavior, shopping patterns and consumption preferences.

While we currently expect to be able to continue operating our business as described above, uncertainty resulting from COVID-19 could result in unforeseen additional disruptions to our business, including our global supply chain and retailer network, and/or require us to incur additional operational costs.

For information regarding the impact of the war in Ukraine, refer to Part II, Item 7 “Management’s Discussions and Analysis of Financial Condition and Results of Operations - Executive Overview”

Colgate people are embracing data and analytics as part of their jobs, and we are scaling new capabilities worldwide.

In 2022, approximately 14,000 Colgate people completed a new Data Literacy & Analytics Academy course we created with training experts.

Since introducing our first-of-its-kind recyclable toothpaste tube in 2019, as of December 31, 2022, we have transitioned over 70% of our toothpaste SKUs in North America to recyclable tubes.

We continue to share the tube technology and, as of December 31, 2022, we have shared it with third parties by holding approximately 70 sessions to encourage recyclability of all tubes in practice and at scale.

*Accelerate Action on Climate Change:* Colgate is taking steps to accelerate action on climate change through science-based near-term, long-term and Net Zero 2040 emissions targets across our operations and supply chain, which have been approved by The Science Based Targets initiative.

*Lead with Zero Waste Facilities:* It is our goal to achieve TRUE Zero Waste certifications at 100% of our operations, which we define as our manufacturing facilities, owned and operated warehouses, global technology centers and strategic offices, by 2025.

In 2022, six more of our sites achieved TRUE certification.

That brings the total number of TRUE certified sites, as of December 31, 2022, to 32 across five continents in 19 countries.

Through our Hill's Food, Shelter & Love program, we have helped over 13 million shelter pets find forever homes since 2002.

Additional information about our sustainability targets and efforts, including our 2021 Sustainability and Social Impact Report, our 2022 Climate Transition & Net Zero Action Plan and our reports aligned with the Task Force on Climate-related Financial Disclosures (TCFD) recommendations and Sustainability Accounting Standards Board (SASB) can be found in the Sustainability section of our website at https://www.colgatepalmolive.com/sustainability.

References to these reports and our website are for informational purposes only and neither the reports nor the other information on our website is incorporated by reference into this Annual Report on Form 10-K.

These trends have accelerated during the COVID-19 pandemic.

At the same time, during the COVID-19 pandemic, we have experienced disruptions in certain channels, including travel retail.

We also continue to see changes in the purchasing patterns of our consumers, including the nature and/or frequency of visits by consumers to retailers and dental, veterinary and skin health professionals as well as a shift, in many markets, to purchasing our products online.

Because the vast majority of our products (such as oral care products, soaps and other personal hygiene products, home cleaners and pet food) have been deemed essential for the health and well-being of people and their pets, we have, in most instances, been able to continue operating our business, although not always at full capacity.

In doing so, the health, safety and well-being of our employees and their families has been and remains our first priority.

In addition, some of our suppliers, customers, distributors, logistics providers and service providers have experienced disruptions to their businesses.

We saw a significant increase in demand across many of our categories, such as liquid hand soap, dish liquid, bar soap and cleaners, during 2020 as a result of the COVID-19 pandemic, driven by consumer pantry-loading and increased consumption of our products.

While consumer demand for most of these categories declined year-over-year in 2021, most remained above historical levels, and we believe that some of this increase in consumption is sustainable in light of changes in consumer behavior related to COVID-19.

Across our business, changes in consumer demand for our products vary by product category and geography depending on, among other things, the severity of the COVID-19 outbreak, the availability of our products at retailers and supply chain disruptions.

The COVID-19 pandemic and government steps to reduce the spread and address the impact of COVID-19 have impacted and may continue to impact our consumers’ ability to purchase and our ability to manufacture and distribute our products.

While we believe that, in the long-term, consumer demand for the products in our categories will continue to be strong, uncertainties continue surrounding the timing and duration of the pandemic and the recovery from it.

COVID-19 has also disrupted our retail customers, contract manufacturers, logistics providers and other third parties; their ability to address COVID-19 and maintain their operations at full capacity has impacted and may continue to impact sales of and consumer access to our products.

In particular, COVID-19 has disrupted, and may continue to disrupt, the travel retail channel.

We expect the ongoing economic impact, health concerns associated with COVID-19 and supply chain disruptions to continue to impact consumer behavior, shopping patterns and consumption preferences during 2022.

As a reflection of Colgate’s caring value, during the COVID-19 pandemic, protecting the health, safety and well-being of Colgate people and their families has been and remains our first priority.

While we have reopened most of our offices, in some instances on a limited and voluntary basis, many of our office-based employees globally continue to work from home.

We have implemented additional health and safety measures consistent with government recommendations and/or requirements to help ensure employee safety in our offices, production facilities, warehouses and technology centers.

These measures may include: health and temperature screening, social distancing and personal protective equipment protocols, hand washing, contact tracing, enhanced cleaning procedures, respiratory hygiene, education and, in some instances, testing and/or vaccination requirements.

We also leveraged our available technologies to maximize our connectivity and productivity and drew upon new capabilities gained through our focus on digital transformation to help to keep our people connected during the COVID-19 pandemic.

We have also offered Colgate people and their families enhanced mental health and wellness benefit offerings, including counseling, paid leave to care for family members and flexible schedules to adapt to changing circumstances, and have provided ongoing health and safety education, including bringing in experts on infectious diseases and COVID-19 vaccines.

Combined with the fact that the vast majority of our products have been deemed essential for the health and well-being of people and their pets, these efforts have, in most instances, enabled us to continue to operate during the pandemic providing consumers with the health and hygiene products they need and want.

For example, in 2021, we implemented required training for all salaried and clerical employees to support our focus on digital with courses that demonstrate the importance of digital and what it means to have a digital culture.

In 2021, we released our first DE&I Report, which is available on the Colgate website.

With our Save Water campaign, we estimate that our consumers have contributed to an avoidance of approximately 206 billion gallons of water and 10.8 million metric tons of CO2 emissions, since its launch in 2016.

During the fourth quarter of 2021, to help support and further our 2025 Sustainability & Social Impact Strategy, the Company issued €500 of eight-year notes at a fixed coupon rate of 0.300% (the “Sustainability Bond”).

An amount equal to the net proceeds of the Sustainability Bond will be used to finance or refinance, in part or in full, new and existing projects and programs with distinct environmental or social benefits pursuant to our Sustainable Financing Framework.

Additional information about our sustainability strategy and achievements can be found on the Sustainability section of our website.

| Patricia Verduin | | | | | | 62 | | | | | | 2011 | | | | | | Chief Technology Officer | | |

Prior to Pitney Bowes, Mr. Sutula served in various executive finance positions at International Business Machines Corporation.

For the fiscal year ended December 31, [removed: 2021][added: 2022]

[removed: ][added: ]

The aggregate market value of Colgate-Palmolive Company Common Stock held by non-affiliates as of June 30, [removed: 2021] [added: 2022] (the last business day of its most recently completed second quarter) was approximately [removed: $68.6] [added: $66.8] billion.

There were [removed: 840,487,222] [added: 830,378,790] shares of Colgate-Palmolive Company Common Stock outstanding as of January 31, [removed: 2022.][added: 2023.]

| Portions of Proxy Statement for the [removed: 2022] [added: 2023] Annual Meeting of Stockholders | | | Part III, Items 10 through 14 | | |

| Item 1. | | | Business | | | [removed: [1](#i56469e1ca2634ba2a61c1417cba99b40_13)] [added: [1](#ie2c8a1fe145a4d9e84716e302679ac62_13)] | | |

| Item 1A. | | | Risk Factors | | | [removed: [8](#i56469e1ca2634ba2a61c1417cba99b40_16)] [added: [8](#ie2c8a1fe145a4d9e84716e302679ac62_16)] | | |

| Item 1B. | | | Unresolved Staff Comments | | | [removed: [20](#i56469e1ca2634ba2a61c1417cba99b40_19)] [added: [21](#ie2c8a1fe145a4d9e84716e302679ac62_19)] | | |

| Item 2. | | | Properties | | | [removed: [21](#i56469e1ca2634ba2a61c1417cba99b40_22)] [added: [22](#ie2c8a1fe145a4d9e84716e302679ac62_22)] | | |

| Item 3. | | | Legal Proceedings | | | [removed: [22](#i56469e1ca2634ba2a61c1417cba99b40_25)] [added: [23](#ie2c8a1fe145a4d9e84716e302679ac62_25)] | | |

| Item 4. | | | Mine Safety Disclosures | | | [removed: [22](#i56469e1ca2634ba2a61c1417cba99b40_28)] [added: [23](#ie2c8a1fe145a4d9e84716e302679ac62_28)] | | |

| Item 5. | | | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | | | [removed: [23](#i56469e1ca2634ba2a61c1417cba99b40_34)] [added: [24](#ie2c8a1fe145a4d9e84716e302679ac62_34)] | | |

| Item 6. | | | \[Reserved\] | | | [removed: [23](#i56469e1ca2634ba2a61c1417cba99b40_37)] [added: [24](#ie2c8a1fe145a4d9e84716e302679ac62_37)] | | |

| Item 7. | | | Management’s Discussion and Analysis of Financial Condition and Results of Operations | | | [removed: [24](#i56469e1ca2634ba2a61c1417cba99b40_40)] [added: [25](#ie2c8a1fe145a4d9e84716e302679ac62_40)] | | |

| Item 7A. | | | Quantitative and Qualitative Disclosures About Market Risk | | | [removed: [56](#i56469e1ca2634ba2a61c1417cba99b40_64)] [added: [58](#ie2c8a1fe145a4d9e84716e302679ac62_64)] | | |

| Item 8. | | | Financial Statements and Supplementary Data | | | [removed: [57](#i56469e1ca2634ba2a61c1417cba99b40_67)] [added: [59](#ie2c8a1fe145a4d9e84716e302679ac62_67)] | | |

| Item 9. | | | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | | | [removed: [57](#i56469e1ca2634ba2a61c1417cba99b40_70)] [added: [59](#ie2c8a1fe145a4d9e84716e302679ac62_70)] | | |

| Item 9A. | | | Controls and Procedures | | | [removed: [57](#i56469e1ca2634ba2a61c1417cba99b40_73)] [added: [59](#ie2c8a1fe145a4d9e84716e302679ac62_73)] | | |

| Item 9B. | | | Other Information | | | [removed: [57](#i56469e1ca2634ba2a61c1417cba99b40_76)] [added: [59](#ie2c8a1fe145a4d9e84716e302679ac62_76)] | | |

| Item 9C. | | | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | | | [removed: [57](#i56469e1ca2634ba2a61c1417cba99b40_2186)] [added: [59](#ie2c8a1fe145a4d9e84716e302679ac62_79)] | | |

| Item 10. | | | Directors, Executive Officers and Corporate Governance | | | [removed: [58](#i56469e1ca2634ba2a61c1417cba99b40_82)] [added: [60](#ie2c8a1fe145a4d9e84716e302679ac62_85)] | | |

| Item 11. | | | Executive Compensation | | | [removed: [58](#i56469e1ca2634ba2a61c1417cba99b40_85)] [added: [60](#ie2c8a1fe145a4d9e84716e302679ac62_88)] | | |

| Item 12. | | | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | | | [removed: [59](#i56469e1ca2634ba2a61c1417cba99b40_88)] [added: [61](#ie2c8a1fe145a4d9e84716e302679ac62_91)] | | |

| Item 13. | | | Certain Relationships and Related Transactions and Director Independence | | | [removed: [59](#i56469e1ca2634ba2a61c1417cba99b40_91)] [added: [61](#ie2c8a1fe145a4d9e84716e302679ac62_94)] | | |

| Item 14. | | | Principal Accountant Fees and Services | | | [removed: [59](#i56469e1ca2634ba2a61c1417cba99b40_94)] [added: [61](#ie2c8a1fe145a4d9e84716e302679ac62_97)] | | |

| Item 15. | | | Exhibits and Financial Statement Schedules | | | [removed: [60](#i56469e1ca2634ba2a61c1417cba99b40_100)] [added: [62](#ie2c8a1fe145a4d9e84716e302679ac62_103)] | | |

| Item 16. | | | Form 10-K Summary | | | [removed: [64](#i56469e1ca2634ba2a61c1417cba99b40_106)] [added: [66](#ie2c8a1fe145a4d9e84716e302679ac62_109)] | | |

If securities are registered pursuant to Section 12(b) of the Exchange Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b).

☐

| Signatures | | | | | | [67](#ie2c8a1fe145a4d9e84716e302679ac62_112) | | |

| Signatures | | | | | | [65](#i56469e1ca2634ba2a61c1417cba99b40_109) | | |

We own or lease approximately [removed: 330] [added: 320] properties, which include manufacturing, distribution, research and office facilities worldwide.

Our corporate headquarters is located in [added: a] leased property at 300 Park Avenue, New York, New York.

In the U.S., we operate in approximately 80 properties, of which [removed: 13] [added: 16] are owned.

Major U.S. manufacturing and warehousing facilities used by the Oral, Personal and Home Care product segment of our business are located in [removed: Cambridge, Ohio; Greenwood,] [added: Ohio,] South [removed: Carolina;] [added: Carolina] and [removed: Morristown,] Tennessee.

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

Overseas, we operate in approximately [removed: 250] [added: 240] properties, of which [removed: 57] [added: 58] are owned, in over 80 countries.

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,] [added: Turkiye,] Venezuela and Vietnam.

The Pet Nutrition segment has major manufacturing and warehousing facilities in the Czech [removed: Republic] [added: Republic, Italy] and the Netherlands.

The primary research center for Oral Care and Personal Care products is located in [removed: Piscataway,] New Jersey, the primary research center for Home Care products is located in Mexico and the primary research center for Pet Nutrition products is located in [removed: Topeka,] Kansas.

Our global data center is also located in [removed: Piscataway,] New Jersey.

As of December 31, [removed: 2021,] [added: 2022,] the number of common shareholders of record was [removed: 18,388.][added: 17,468.]

On [removed: June 18, 2018,] [added: March 10, 2022,] 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 [removed: “2018] [added: “2022] Program”), which replaced a previously authorized share repurchase program.

The following table shows the share repurchase activity for the three months in the quarter ended December 31, [removed: 2021:][added: 2022:]

(1)Includes share repurchases under the [removed: 2018] [added: 2022] Program and those associated with certain employee elections under the Company’s compensation and benefit programs.

(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: 13,159] [added: 13,870] 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: 2021.][added: 2022.]

| October 1 through 31, 2022 | | | | | | 2,911,468 | | | | | | $ | 71.56 | | | | | 2,909,283 | | | | | | 4,172 | | |

| November 1 through 30, 2022 | | | | | | 1,430,528 | | | | | | $ | 74.88 | | | | | 1,426,840 | | | | | | 4,065 | | |

| December 1 through 31, 2022 | | | | | | 985,497 | | | | | | $ | 77.86 | | | | | 977,500 | | | | | | 3,989 | | |

| Total | | | | | | 5,327,493 | | | | | | $ | 73.62 | | | | | 5,313,623 | | | | | | | | |

| October 1 through 31, 2021 | | | | | | 1,141,404 | | | | | | $ | 75.74 | | | | | 1,140,853 | | | | | | 806 | | |

| November 1 through 30, 2021 | | | | | | 1,054,644 | | | | | | $ | 77.44 | | | | | 1,050,501 | | | | | | 725 | | |

| December 1 through 31, 2021 | | | | | | 2,441,785 | | | | | | $ | 81.77 | | | | | 2,433,320 | | | | | | 526 | | |

| Total | | | | | | 4,637,833 | | | | | | $ | 79.30 | | | | | 4,624,674 | | | | | | | | |

The Company’s management, under the supervision and with the participation of the Company’s Chairman of the Board, 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: 2021] [added: 2022] (the “Evaluation”).

Management, under the supervision and with the participation of the Company’s Chairman of the Board, 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 was effective as of December 31, [removed: 2021.][added: 2022.]

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: 2021,] [added: 2022,] and has expressed an unqualified opinion in their report, which appears under “Index to Financial Statements – Report of Independent Registered Public Accounting Firm.”

Additional information required by this Item relating to directors, executive officers and corporate governance of the Company is incorporated herein by reference to the Company’s Proxy Statement for its [removed: 2022] [added: 2023] Annual Meeting of Stockholders (the [removed: “2022] [added: “2023] Proxy Statement”).

The information regarding executive compensation set forth in the [removed: 2022] [added: 2023] Proxy Statement is incorporated herein by reference.

(a)The information regarding security ownership of certain beneficial owners and management set forth in the [removed: 2022] [added: 2023] Proxy Statement is incorporated herein by reference.

(c)Equity compensation plan information as of December 31, [removed: 2021:][added: 2022:]

| Equity compensation plans approved by security holders | | | | | | [removed: 28,011] [added: 26,291] | | | (1) | | | $ | [removed: 72.27] [added: 75.14] | | (2) | | | [removed: 37,028] [added: 32,318] | | | (3) | | |

(1)Consists of [removed: 26,095] [added: 24,431] options outstanding and [removed: 1,916] [added: 1,860] restricted stock units awarded but not yet vested under the Company’s 2013 Incentive Compensation Plan and the Company’s 2019 Incentive Compensation Plan, 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: $72] [added: $75] and restricted stock units of [removed: $76.][added: $77.]

(3)Amount includes [removed: 26,038] [added: 22,004] options available for issuance and [removed: 10,990] [added: 10,314] restricted stock units available for issuance under the Company’s 2019 Incentive Compensation Plan.

| Total | | | | | | 26,291 | | | | | | $ | 75.14 | | | | | 32,318 | | | | | |

| Total | | | | | | 28,011 | | | | | | $ | 72.27 | | | | | 37,028 | | | | | |

The information regarding certain relationships and related transactions and director independence set forth in the [removed: 2022] [added: 2023] Proxy Statement is incorporated herein by reference.

The information regarding auditor fees and services set forth in the [removed: 2022] [added: 2023] Proxy Statement is incorporated herein by reference.

| 3-B | | | | | | [Colgate-Palmolive Company By-laws, Amended and Restated as [removed: of](https://www.sec.gov/Archives/edgar/data/21665/000002166521000029/colgate-palmolivecompanyby.htm) [December 9, 2021](https://www.sec.gov/Archives/edgar/data/21665/000002166521000029/colgate-palmolivecompanyby.htm)[.] [added: of](https://www.sec.gov/Archives/edgar/data/21665/000002166523000005/exhibit301by-laws.htm) [Ja](https://www.sec.gov/Archives/edgar/data/21665/000002166523000005/exhibit301by-laws.htm)[nuary 12, 2023](https://www.sec.gov/Archives/edgar/data/21665/000002166523000005/exhibit301by-laws.htm)[.] (Registrant hereby incorporates by reference Exhibit 3.01 to its Current Report on Form 8-K filed [removed: on](https://www.sec.gov/Archives/edgar/data/21665/000002166521000029/colgate-palmolivecompanyby.htm) [December 9](https://www.sec.gov/Archives/edgar/data/21665/000002166521000029/colgate-palmolivecompanyby.htm)[, 202](https://www.sec.gov/Archives/edgar/data/21665/000002166521000029/colgate-palmolivecompanyby.htm)[1](https://www.sec.gov/Archives/edgar/data/21665/000002166521000029/colgate-palmolivecompanyby.htm)[,] [added: on](https://www.sec.gov/Archives/edgar/data/21665/000002166523000005/exhibit301by-laws.htm) [January 12, 2023](https://www.sec.gov/Archives/edgar/data/21665/000002166523000005/exhibit301by-laws.htm)[,] File No. [removed: 1-644.)](https://www.sec.gov/Archives/edgar/data/21665/000002166521000029/colgate-palmolivecompanyby.htm)] [added: 1-644.)](https://www.sec.gov/Archives/edgar/data/21665/000002166523000005/exhibit301by-laws.htm)] | | |

| 4 | | | a) | | | [Description of Securities of the [removed: Registrant](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit4a12312021.htm)] [added: Registrant](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit4a12312022.htm)] | | |

| | | | [removed: d)] [added: e)] | | | [Form of Performance Stock Unit Award Agreement for the [removed: 2019-2021] [added: 2021-2023] Performance [removed: Cycle.] [added: Cycle] (Registrant hereby incorporates by reference Exhibit [removed: 99] [added: 10-A] to its [removed: Current] [added: Quarterly] Report on Form [removed: 8-K filed on] [added: 10-Q for the quarter ended] March [removed: 20, 2019,] [added: 31, 2022,] File No. [removed: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000093041319000983/c93240_ex99.htm)] [added: 1-644.)*](https://www.sec.gov/Archives/edgar/data/21665/000002166522000010/exhibit10a_033122xq12022.htm)] | | |

| [removed: 10-D] [added: 10-J] | | | | | | [Colgate-Palmolive Company Supplemental [removed: Salaried Employees’ Retirement] [added: Savings and Investment] Plan, amended and restated, effective as of [removed: January](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-d12312021.htm) [1, 202](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-d12312021.htm)[1](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-d12312021.htm)[.* ](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-d12312021.htm)] [added: January 1, 202](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm)[2](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm)[.](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm)[* ](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm)] | | |

| 10-H | | | | | | [Colgate-Palmolive Company Deferred Compensation Plan, amended and restated, effective as [removed: of](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10b_093021xq32021.htm) [October] [added: of October] 28, [removed: 2021](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10b_093021xq32021.htm)[.] [added: 2021.] (Registrant hereby incorporates by reference Exhibit [removed: 10-](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10b_093021xq32021.htm)[B](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10b_093021xq32021.htm) [to] [added: 10-B to] its Quarterly Report on Form 10-Q for the quarter ended September 30, [removed: 20](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10b_093021xq32021.htm)[21](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10b_093021xq32021.htm)[,] [added: 2021,] File No. 1-644.)*](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10b_093021xq32021.htm) | | |

| [removed: 10-I] [added: 10-K] | | | | | | [removed: [Colgate-Palmolive] [added: [Form of Indemnification Agreement between Colgate-Palmolive] Company [removed: Above] and [removed: Beyond Plan – Officer Level. (Registrant] [added: its directors, executive officers and certain key employees.](https://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-k12312017.htm) [(Registrant] hereby incorporates by reference Exhibit [removed: 10-A] [added: 10-K] to its [removed: Quarterly] [added: Annual] Report on Form [removed: 10-Q] [added: 10-K] for the [removed: quarter] [added: year] ended [removed: September 30, 2004,] [added: December 31, 20](https://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-k12312017.htm)[1](https://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-k12312017.htm)[7](https://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-k12312017.htm)[,] File No. [removed: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000119312504186112/dex10a.htm)] [added: 1-644.)](https://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-k12312017.htm)] | | |

| [removed: 10-J] [added: 10-I] | | | | | | [removed: [Five] [added: [Amen](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[ded and Restated](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm) [](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[F](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[ive] Year Credit Agreement, dated as [removed: of](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm) [August 20, 2021](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm)[,] [added: of](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm) [November 4, 2022](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[,] by and among Colgate-Palmolive Company, as Borrower, Citibank, N.A., as Administrative Agent and Arranger, and the Lenders party [removed: thereto.(Registrant hereby incorporates by reference Exhibit 10-](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm)[A](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm) [to its](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm) [Quarterly](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm) [Report on Form 10-](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm)[Q](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm) [for the](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm) [quarter](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm) [ended](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm) [September 30, 2021](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm)[, File No. 1-644.)](https://www.sec.gov/Archives/edgar/data/21665/000002166521000027/exhibit10a_093021xq32021.htm)] [added: thereto](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[.](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm) [](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)] | | |

| [removed: 10-K] [added: 10-D] | | | | | | [Colgate-Palmolive Company Supplemental [removed: Savings and Investment] [added: Salaried Employees’ Retirement] Plan, amended and restated, effective as of January 1, [removed: 2021.* ](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-k12312021.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-d12312021.htm) [(Registrant he](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-d12312021.htm)[reby incorporates by reference Exhibit 10-D to its](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-d12312021.htm) [Annual Report on Form 10-K for the year ended December 31, 2021](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-d12312021.htm)[, File No. 1-644](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-d12312021.htm)[.](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-d12312021.htm)[)](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-d12312021.htm)[*](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit10-d12312021.htm)] | | |

| 21 | | | | | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit2112312021.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit2112312022.htm)] | | |

| 23 | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit2312312021.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit2312312022.htm)] | | |

| 24 | | | | | | [Powers of [removed: Attorney.](https://www.sec.gov/Archives/edgar/data/21665/000002166522000003/exhibit2412312021.htm)] [added: Attorney.](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit2412312022.htm)] | | |

| 31-A | | | | | | [Certificate of the Chairman of the Board, 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/21665/000002166522000003/exhibit31a12312021.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit31a12312022.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/21665/000002166522000003/exhibit31b12312021.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit31b12312022.htm)] | | |

| 32 | | | | | | [Certificate of the Chairman of the Board, 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/21665/000002166522000003/exhibit3212312021.htm)] [added: 1350.*](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit3212312022.htm)] | | |

| 101 | | | | | | The following materials from Colgate-Palmolive Company’s Annual Report on Form 10-K for the year ended December 31, [removed: 2021,] [added: 2022,] formatted in Inline eXtensible Business Reporting Language (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 Schedule. | | |

| | | | f) | | | [Form of Performance Stock Unit Award Agreement for the 2022-2024 Performance Cycle (Registrant hereby incorporates by reference Exhibit 10-B to its Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, File No. 1-644.)*](https://www.sec.gov/Archives/edgar/data/21665/000002166522000010/exhibit10b_033122xq12022.htm) | | |

| | | | c) | | | [Colgate-Palmolive Company Executive Officer Cash Severance Policy. (registrant hereby incorporates by reference Exhibit 10.1 to its Current Report on Form 8-K filed on April 11, 2022, File No 1-644.)*](https://www.sec.gov/Archives/edgar/data/21665/000002166522000006/exhibit101colgate-palmoliv.htm) | | |

| | | | | | | | | |

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

| | | | | | | | | |

| 10-L | | | | | | [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) | | |

| Date: February [removed: 17, 2022] [added: 16, 2023] | | | By | | | /s/ Noel R. Wallace | | |

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on February [removed: 17, 2022,] [added: 16, 2023,] by the following persons on behalf of the registrant and in the capacities indicated.

| (b) Principal Financial Officer | | | | | | John P. Bilbrey, John T. Cahill, [added: Steve A. Cahillane,] Lisa M. Edwards, C. Martin Harris, Martina Hund-Mejean, Kimberly A. Nelson, Lorrie M. Norrington, Michael B. Polk, Stephen I. Sadove* | | |

| [removed: Philip G. Shotts] [added: Gregory O. Malcolm] Vice President and Controller | | | | | | | | |

| Report of Independent Registered Public Accounting Firm (PCAOB ID 238) | | | [removed: [67](#i56469e1ca2634ba2a61c1417cba99b40_115)] [added: [69](#ie2c8a1fe145a4d9e84716e302679ac62_118)] | | |

| Consolidated Statements of Income for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019] [added: 2020] | | | [removed: [70](#i56469e1ca2634ba2a61c1417cba99b40_118)] [added: [72](#ie2c8a1fe145a4d9e84716e302679ac62_121)] | | |

| Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019] [added: 2020] | | | [removed: [71](#i56469e1ca2634ba2a61c1417cba99b40_121)] [added: [73](#ie2c8a1fe145a4d9e84716e302679ac62_124)] | | |

| Consolidated Balance Sheets as of December 31, [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] | | | [removed: [72](#i56469e1ca2634ba2a61c1417cba99b40_124)] [added: [74](#ie2c8a1fe145a4d9e84716e302679ac62_127)] | | |

| Consolidated Statements of Changes in Shareholders’ Equity for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019] [added: 2020] | | | [removed: [73](#i56469e1ca2634ba2a61c1417cba99b40_127)] [added: [75](#ie2c8a1fe145a4d9e84716e302679ac62_130)] | | |

| Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019] [added: 2020] | | | [removed: [74](#i56469e1ca2634ba2a61c1417cba99b40_130)] [added: [76](#ie2c8a1fe145a4d9e84716e302679ac62_133)] | | |

| Notes to Consolidated Financial Statements | | | [removed: [75](#i56469e1ca2634ba2a61c1417cba99b40_136)] [added: [77](#ie2c8a1fe145a4d9e84716e302679ac62_139)] | | |

| Schedule II - Valuation and Qualifying Accounts for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019] [added: 2020] | | | [removed: [122](#i56469e1ca2634ba2a61c1417cba99b40_205)] [added: [124](#ie2c8a1fe145a4d9e84716e302679ac62_217)] | | |

We also have audited the Company's internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in *Internal Control - Integrated 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: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021] [added: 2022] 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: 2021,] [added: 2022,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the COSO.

As described in Notes 2 and 5 to the consolidated financial statements, the Company’s [removed: consolidated] balance of goodwill [added: related to the Filorga reporting unit] and [added: the associated] indefinite-lived intangible [removed: assets] [added: asset] was [removed: $3.3 billion] [added: $214 million] and [removed: $1.6 billion,] [added: $257 million,] respectively, as of December 31, [removed: 2021.][added: 2022.]

[removed: Given the impact of the COVID-19 pandemic on the Filorga skin health business, during] [added: During] the fourth quarter of [removed: 2021, the Company] [added: 2022, management] concluded that the changes in circumstances in [removed: this] [added: the Filorga] reporting unit triggered the need for an interim impairment review of its indefinite-lived trademark and goodwill.

The Company [added: performed an impairment review and] concluded that the carrying value of the trademark exceeded its estimated fair value, and recorded an impairment charge of [removed: $204 million,] [added: $204,] reducing the carrying value to approximately [removed: $588 million.][added: $588.]

After adjusting the carrying [removed: value] [added: values] of the [removed: trademark,] [added: trademark and customer relationship intangible assets,] the Company completed a quantitative impairment test for goodwill and recorded a goodwill impairment charge of [removed: $367 million] [added: $332] in the Filorga reporting unit, reducing the carrying value of goodwill to [removed: approximately $577 million.][added: $214 as of December 31, 2022.]

The fair value of the Filorga reporting unit and indefinite-lived trademark were determined [added: by management] using an income approach.

The principal considerations for our determination that performing procedures relating to the goodwill and indefinite-lived intangible asset impairment assessments of Filorga is a critical audit matter are (i) the significant judgment by management when developing the fair value [added: estimate] of the reporting unit and indefinite-lived intangible asset; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to the sales growth rates and discount rate for the goodwill and indefinite-lived intangible asset, and the royalty rate for the indefinite-lived intangible asset; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

These procedures included testing the effectiveness of controls relating to management’s goodwill and indefinite-lived intangible asset impairment assessments, including controls over the valuation [added: estimate] of the Filorga reporting unit and indefinite-lived intangible asset.

Evaluating management’s significant assumptions related to the sales growth rates and discount rate for the goodwill and indefinite-lived intangible [removed: asset] [added: asset,] and the royalty rate for the indefinite-lived intangible asset involved evaluating whether the significant assumptions used by management were reasonable considering (i) the current and past performance of the reporting unit; (ii) the consistency with external market and industry [removed: data,] [added: data;] and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit.

| New York, New York February [removed: 17, 2022] [added: 16, 2023] | | | | | |

| | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |

| Net sales | | | $ | [removed: 17,421] [added: 17,967] | | | | | $ | [removed: 16,471] [added: 17,421] | | | | | $ | [removed: 15,693] [added: 16,471] | |

| Cost of sales | | | [removed: 7,046] [added: 7,719] | | | | | | [removed: 6,454] [added: 7,046] | | | | | | [removed: 6,368] [added: 6,454] | | |

| Gross profit | | | [removed: 10,375] [added: 10,248] | | | | | | [removed: 10,017] [added: 10,375] | | | | | | [removed: 9,325] [added: 10,017] | | |

| Selling, general and administrative expenses | | | [removed: 6,407] [added: 6,565] | | | | | | [removed: 6,019] [added: 6,407] | | | | | | [removed: 5,575] [added: 6,019] | | |

| Other (income) expense, net | | | [removed: 65] [added: 69] | | | | | | [removed: 113] [added: 65] | | | | | | [removed: 196] [added: 113] | | |

| Goodwill and [removed: indefinite-lived] intangible [added: assets] impairment charges | | | [removed: 571] [added: 721] | | | | | | [removed: —] [added: 571] | | | | | | — | | |

| Operating profit | | | [removed: 3,332] [added: 2,893] | | | | | | [removed: 3,885] [added: 3,332] | | | | | | [removed: 3,554] [added: 3,885] | | |

| Non-service related postretirement costs | | | [removed: 70] [added: 80] | | | | | | [removed: 74] [added: 70] | | | | | | [removed: 108] [added: 74] | | |

| Interest (income) expense, net | | | [removed: 175] [added: 153] | | | | | | [removed: 164] [added: 175] | | | | | | [removed: 145] [added: 164] | | |

| Income before income taxes | | | [removed: 3,087] [added: 2,660] | | | | | | [removed: 3,647] [added: 3,087] | | | | | | [removed: 3,301] [added: 3,647] | | |

| Provision for income taxes | | | [removed: 749] [added: 693] | | | | | | [removed: 787] [added: 749] | | | | | | [removed: 774] [added: 787] | | |

| Net income including noncontrolling interests | | | [removed: 2,338] [added: 1,967] | | | | | | [removed: 2,860] [added: 2,338] | | | | | | [removed: 2,527] [added: 2,860] | | |

| Less: Net income attributable to noncontrolling interests | | | [removed: 172] [added: 182] | | | | | | [removed: 165] [added: 172] | | | | | | [removed: 160] [added: 165] | | |

| Net income attributable to Colgate-Palmolive Company | | | $ | [removed: 2,166] [added: 1,785] | | | | | $ | [removed: 2,695] [added: 2,166] | | | | | $ | [removed: 2,367] [added: 2,695] | |

| Earnings per common share, basic | | | $ | [removed: 2.56] [added: 2.13] | | | | | $ | [removed: 3.15] [added: 2.56] | | | | | $ | [removed: 2.76] [added: 3.15] | |

| /s/ Gregory O. Malcolm | | | | | | | | |

| Market Information | | | [125](#ie2c8a1fe145a4d9e84716e302679ac62_220) | | |

After adjusting the carrying value of the trademark, management completed a quantitative impairment test for goodwill and recorded a goodwill impairment charge of $332 million, reducing the carrying value of goodwill to $214 million as of December 31, 2022.

| Less: Net income attributable to noncontrolling interests | | | 182 | | | | | | 172 | | | | | | 165 | | |

| | | | 2022 | | | | | | 2021 | | |

| Net income | | | | | | | | | | | | | | | | | | | | | | | | | | | 1,785 | | | | | | | | | | | | 182 | | |

| Dividends ($1.86)/per share* | | | | | | | | | | | | | | | | | | | | | | | | | | | (1,562) | | | | | | | | | | | | (135) | | |

| Balance, December 31, 2022 | | | $ | 1,466 | | | | | $ | 3,546 | | | | | $ | (1) | | | | | $ | (25,128) | | | | | $ | 24,573 | | | | | $ | (4,055) | | | | | $ | 405 | |

| Net income including noncontrolling interests | | | $ | 1,967 | | | | | $ | 2,338 | | | | | $ | 2,860 | |

| Gain on the sale of land | | | (47) | | | | | | — | | | | | | — | | |

| Goodwill and intangible assets impairment charges | | | 721 | | | | | | 571 | | | | | | — | | |

| Proceeds from the sale of land | | | 47 | | | | | | — | | | | | | — | | |

In September 2022, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2022-04, “Liabilities-Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations.” This ASU requires a buyer that uses supplier finance programs to make annual disclosures about the programs’ key terms, the balance sheet presentation of related amounts, the confirmed amount outstanding at the end of the period and associated roll-forward information.

The guidance, which is effective for the Company beginning on January 1, 2023 (except for the roll-forward, which is effective beginning on January 1, 2024) is not expected to have a material impact on the Company’s Consolidated Financial Statements.

In March 2022, the FASB issued ASU No. 2022-02, “Financial Instruments-Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures.” This ASU eliminates the accounting guidance for troubled debt restructurings by creditors while enhancing disclosure requirements for certain loan refinancing and restructurings by creditors made to borrowers experiencing financial difficulty.

The amendments also require disclosure of current-period gross write-offs by year of origination for financing receivables.

In March 2022, the FASB issued ASU No. 2022-01, “Derivatives and Hedging (Topic 815): Fair Value Hedging-Portfolio Layer Method.” This ASU clarifies the accounting and promotes consistency in reporting for hedges where the portfolio layer method is applied.

In December 2022, the FASB issued ASU No. 2022-06, "Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848," which defers the sunset date of Topic 848 from December 31, 2022 to December 31, 2024, after which entities will no longer be permitted to apply the relief under Topic 848.

We have completed our evaluation of significant contracts under this ASU.

Certain of the reviewed contracts have been modified and the remaining reviewed contracts will be modified, where necessary, to apply a new reference rate, primarily the Secured Overnight Financing Rate (SOFR).

*Red Collar Pet Foods*

On September 30, 2022, the Company acquired a business that operates three dry pet food manufacturing plants in the United States, from Red Collar Pet Foods Holdings, Inc. and Red Collar Pet Foods Holdings, L.P. (collectively, “Red Collar Pet Foods”) for cash consideration of $727 (subject to adjustment for net working capital) to further support the global growth of its Hill’s Pet Nutrition business.

The net working capital adjustment was finalized in the fourth quarter of 2022, resulting in a decrease to the purchase price of $8 and a corresponding reduction in goodwill.

| Property, plant and equipment | | | 362 | | |

| Goodwill | | | 418 | | |

| Intangible liability | | | (16) | | |

| Deferred income taxes | | | (73) | | |

Goodwill of $418 was allocated to the Pet Nutrition segment.

Goodwill will not be deductible for tax purposes.

*Nutriamo S.r.l.*

On April 28, 2022, the Company acquired a business that operates a pet food manufacturing plant from Nutriamo S.r.l.

(“Nutriamo”), a canned pet food manufacturer based in Italy, which gives the Company additional capacity for the Hill’s wet pet nutrition diets, particularly in Europe.

This acquisition was accounted for as a business combination in accordance with ASC 805.

The impact of this acquisition on the Company’s Consolidated Financial Statements was not material.

It is expected that the cumulative pretax charges, once all projects are approved and implemented, will relate to initiatives undertaken in North America (5%), Latin America (10%), Europe (45%), Asia Pacific (5%), Africa/Eurasia (10%), Hill’s Pet Nutrition (10%) and Corporate (15%).

For the twelve months ended December 31, 2022, charges resulting from the 2022 Global Productivity Initiative are reflected in the income statement as follows:

| | | | | | | | | | | | | Twelve Months Ended December 31, | | | | | | | | |

| Total 2022 Global Productivity Initiative charges, pretax | | | | | | | | | | | | | | | $ | 110 | | | | |

| Total 2022 Global Productivity Initiative charges, aftertax | | | | | | | | | | | | | | | $ | 87 | | | | |

| | | | | | | | | | | | | Twelve Months Ended December 31, | | | | | | | | |

| /s/ Philip G. Shotts | | | | | | | | |

| | | | | | |

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

| Market Information | | | [123](#i56469e1ca2634ba2a61c1417cba99b40_208) | | |

Accordingly, the Company performed an interim impairment test for the trademark as of December 31, 2021.

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

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

| Balance, January 1, 2019 | | | $ | 1,466 | | | | | $ | 2,204 | | | | | $ | (3) | | | | | $ | (21,196) | | | | | $ | 21,615 | | | | | $ | (4,188) | | | | | $ | 299 | |

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

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

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

| Voluntary benefit plan contributions | | | — | | | | | | — | | | | | | (113) | | |

In October 2020, the FASB issued ASU No. 2020-10, “Codification Improvements.” This ASU improves the consistency of the codification topics by including all disclosure guidance in the appropriate disclosure section and also clarifies the application of various provisions in the codification.

In January 2020, the FASB issued ASU No. 2020-01, “Investments-Equity Securities (Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)-Clarifying the Interactions between Topic 321, Topic 323, and Topic 815.” The guidance provides clarification of the interaction of rules for equity securities, the equity method of accounting and forward contracts and purchase options on certain types of securities.

In December 2019, the FASB issued ASU No. 2019-12, “Income taxes (Topic 740): Simplifying the Accounting for Income Taxes.” This ASU simplifies the accounting for income taxes by removing certain exceptions to the general principles in ASC 740 and also clarifies and amends existing guidance to improve consistent application.

*Hello Products LLC (“hello”)*

On January 31, 2020, the Company acquired hello, an oral care business, for cash consideration of $351.

This acquisition is part of the Company’s strategy to focus on high growth segments within its Oral Care, Personal Care and Pet Nutrition businesses.

| Receivables | | | $ | 11 | |

| Goodwill | | | 171 | | |

Other intangible assets acquired include trademarks, valued at $115, which are considered to have a finite useful life of 25 years, and customer relationships valued at $45, which are considered to have a finite useful life of 17 years.

Goodwill of $171 was allocated to the North America segment and is deductible for tax purposes.

The Global Growth and Efficiency Program, which commenced in the fourth quarter of 2012, concluded on December 31, 2019.

Initiatives under the Global Growth and Efficiency Program fit within the program’s three focus areas of expanding commercial hubs, extending shared business services and streamlining global functions and optimizing the global supply chain and facilities.

Substantially all initiatives under the Global Growth and Efficiency Program had been implemented as of December 31, 2019.

In the third quarter of 2020, the Company adjusted the accrual balances related to certain projects approved prior to the conclusion of the Global Growth and Efficiency Program to reflect its revised estimate of remaining liabilities.

This adjustment resulted in a reduction of $16 ($13 aftertax), of which a benefit of $3 was recorded in Selling, general and administrative expenses and $13 was recorded in Other (income) expense, net.

For the year ended December 31, 2019, restructuring and related implementation charges are reflected in the Consolidated Statements of Income as follows:

| | | | | | | | | | | | | | | | 2019 | | |

| Cost of sales | | | | | | | | | | | | | | | $ | 8 | |

| Total Global Growth and Efficiency Program charges, pretax | | | | | | | | | | | | | | | $ | 132 | |

| Total Global Growth and Efficiency Program charges, aftertax | | | | | | | | | | | | | | | $ | 102 | |

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

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

| | | | | | | | | | | | | | | | | | | | | | Total Program | | |

| | | | | | | | | | | | | | | | 2019 | | | | | | Charges | | |

Over the course of the Global Growth and Efficiency Program, the Company incurred total pretax charges of $1,854 ($1,380 aftertax) in connection with the implementation of various projects as follows:

| | | | Total Program Charges | | |

| | | | as of December 31, 2019 | | |

| Incremental Depreciation | | | 128 | | |