Colgate-Palmolive (CL) 10-K risk factor changes: FY2023 vs FY2022

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

- [removed: political or economic instability, geopolitical events, wars and military conflicts, such as the war in Ukraine,] environmental events, widespread health emergencies, such as [removed: 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 [removed: COVID-19, and] the war in [removed: Ukraine,] [added: Ukraine and the Israel-Hamas war,] 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 trade restrictions and/or tariffs, sanctions, price controls, labor laws, travel or immigration restrictions (including as a result of pandemics, epidemics or other widespread health [removed: emergencies, such as the COVID-19 pandemic),] [added: emergencies),] profit controls or other government controls, including as a result of the war in [removed: Ukraine.][added: Ukraine and the Israel-Hamas war.]

We face risks resulting from political and macroeconomic instability and geopolitical [removed: events,] [added: events and tensions,] such as the ongoing war in [removed: Ukraine and] [added: Ukraine,] the [removed: related geopolitical tensions.][added: Israel-Hamas war and tensions between China and Taiwan.]

[removed: In 2022,] [added: For the year ended December 31, 2023,] our [removed: Eurasia] business [added: in the Eurasia region] constituted approximately 2% of our consolidated net sales and approximately 3% of our consolidated operating [removed: profit (the majority of which was Russia).][added: profit.]

[added: 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 [added: certain] raw and packaging materials and commodities (including oil and natural gas), supply chain and logistics [removed: challenges and] [added: challenges, import restrictions,] foreign currency [removed: volatility.][added: volatility and reputational concerns.]

We also continue to monitor the impact of the [removed: sanctions and] [added: sanctions,] export controls [added: and import restrictions] imposed in [removed: the] response to the war in Ukraine.

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

[removed: The war in Ukraine] [added: These geopolitical conflicts and tensions] 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.

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

In an effort to minimize the impact on earnings of foreign currency rate movements, we engage in a combination of selling price increases, where permitted, sourcing strategies, [removed: cost-containment] [added: cost containment] measures and selective hedging of foreign currency transactions.

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

Our success is [added: and will likely] increasingly [added: be] dependent on our ability to effectively leverage [added: existing and emerging] digital [removed: technology] [added: technologies, such as artificial intelligence] and data [removed: analytics] [added: analytics,] to gain new commercial insights and develop relevant marketing and advertising to reach customers and consumers.

We may be unable to anticipate the timing and scale of such initiatives or challenges by competitors or to successfully respond to them, which could harm our [removed: business.][added: business and/or reputation.]

[removed: In addition, the cost of responding to such initiatives] and challenges, including management time, out-of-pocket expenses and price reductions, may affect our performance.

They have used and may continue to use this leverage to demand higher trade discounts, allowances, slotting fees or increased investment, including through display media, paid [removed: search, preparation fees] [added: search] and co-op programs, which have led to and could continue to lead to reduced sales or profitability in certain markets.

The loss of a key customer or [added: distributor or] a significant reduction in sales to a key customer [added: or distributor] could adversely affect our business, results of [added: 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 [added: raw and] 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).

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

[added: The failure to] develop and launch successful new products or to adapt our 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.

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 [removed: requirements.][added: requirements and emerging regulations.]

We face various risks related to pandemics, epidemics or similar widespread public health [removed: concerns, including the COVID-19 pandemic.][added: concerns.]

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

- failure of third parties on which we [removed: rely, including our retailers, suppliers, contract manufacturers, logistics providers, customers, commercial banks, joint venture partners and external business partners,] [added: rely] to meet their obligations to us, or significant disruptions in their ability to do so, which may be caused by their own financial or operational difficulties;

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

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

Accordingly, we devote significant time and resources to programs designed to protect and preserve our reputation, such as our ethics and compliance, ESG, brand protection and product safety, regulatory and quality [removed: initiatives.][added: initiatives and our enterprise risk management program.]

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

In addition, the proliferation of digital and social media has greatly increased the accessibility of [removed: information and] [added: information,] the speed of its dissemination and the potential for negative [removed: publicity.][added: publicity and misinformation.]

[removed: While] we have policies and procedures for managing these relationships, they inherently involve a lesser degree of control over business operations, compliance and ESG practices, thereby potentially increasing our reputational and legal risk.

Further, changes in immigration laws and government [removed: policies, including related to the COVID-19 pandemic,] [added: policies] 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 [added: a number of factors, including] challenges in the labor [removed: market, particularly in the United States, which has experienced and may continue to experience wage inflation, labor shortages and a shift toward a hybrid working model.][added: market.]

In addition, we continue to work to advance culture change through the implementation of DE&I initiatives [added: and the launch of our evolved corporate values and new leadership framework] throughout our organization.

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

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 [added: company or business is less robust than expected, we may be required to record additional impairments of intangible assets, including trademarks and goodwill.]

- geopolitical events, wars and military conflicts, such as the war in [removed: Ukraine;][added: Ukraine and the Israel-Hamas war;]

- widespread health emergencies, such as [removed: COVID-19 or other] pandemics or epidemics;

- raw material and product [added: availability and/or] quality or safety issues;

- governmental [removed: incentives] [added: incentives, regulations] and controls (including import and export restrictions, such as new or increased tariffs, sanctions, quotas or trade barriers); and

- political instability or uncertainty, including as a result of elections, economic instability, geopolitical events and tensions, wars and military conflicts, such as the war in Ukraine, the Israel-Hamas war and tensions between China and Taiwan;

These situations are evolving and

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.

In Russia, we are importing and selling a reduced portfolio of health and hygiene products for everyday use.

We have no manufacturing facilities in Russia and have ceased all capital investments and media activities in Russia.

We also face challenges to our ability to repatriate cash from Russia and find banking partners in Russia and may face challenges to our ability to protect our assets in Russia.

The Israel-Hamas war has not had a material impact on our Consolidated Financial Statements.

Uncertainties and risks remain as to the duration of the war and its impact on geopolitical relations and stability in North Africa, the Middle East and nearby regions.

The war has impacted and may continue to impact, among other things, supply chain and logistics, the availability and price of raw and packaging materials and commodities, such as oil, consumer sentiment and consumption and category growth rates in the region.

In addition, the cost of responding to such initiatives

Our ability to launch new products, including our ability to deliver effective and efficient marketing campaigns, is also impacted by our ability to successfully adopt new technologies, such as artificial intelligence, including generative artificial intelligence.

In addition, the legal, regulatory and ethics landscape around the use of artificial intelligence, including generative artificial intelligence, is rapidly evolving.

Our ability to adapt and use this emerging technology in an effective and ethical manner may impact our reputation and our ability to compete, as outputs from generative artificial intelligence models could be, among other things, false, biased or inconsistent with our values or strategies.

Further, the use of generative artificial intelligence tools may compromise our confidential or sensitive information or put our intellectual property at risk, which could in turn damage our reputation.

While

- disruptions to our global supply chain, including transportation and logistics challenges;

- a decrease in our workforce or in the efficiency of such workforce;

- volatility in the demand for and availability of our products;

- changes in purchasing patterns of our consumers;

- significant changes in the economic and political conditions of the markets in which we operate;

These and other risks impacted us during the COVID-19 pandemic.

Other pandemics, epidemics or similar widespread public health concerns may adversely affect our business, results of operations, cash flows and financial condition in the future.

the future interrupt product supply and, if not remedied, could have an adverse impact on our business, results of operations, cash flows and financial condition.

If such price increases are sustained, they may negatively impact our sales volume, which can in turn negatively impact our margins and profitability.

In addition, the techniques used in cyberattacks and cyber incidents continue to evolve and develop, including through the use of emerging technologies, such as artificial intelligence.

If such an upgrade or new technology does not function as designed or does not go as planned or if an attacker identifies a vulnerability in our IT/OT Systems, then our exposure to a cyberattack or cyber incident may increase significantly.

In addition, the rapid evolution and increased adoption of emerging technologies, such as artificial intelligence, may intensify our cybersecurity risks.

As the frequency and magnitude of cybersecurity incidents increase globally, we may be unable to obtain the insurance coverage that we think is appropriate or necessary to offset the risk.

Whether or not a legal claim or proceeding is successful, or a

resulting from the BEPS Project.

In addition, many other jurisdictions outside of the European Union have also committed to implement this Directive while others have implemented a similar minimum tax regime consistent with the policy of the Directive.

Important details of these minimum tax regimes are still being considered.

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.

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

We,

operations, cash flows and financial condition.

The failure to

- 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 a pandemic, epidemic or other health emergencies, such as the COVID-19 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 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 a shift to purchasing our products online and disruptions in certain channels;

- significant changes in the economic and political conditions of the markets in which we operate, which could restrict our employees’ ability to work and travel, could mandate the closure of certain distributors or retailers, our offices, shared business service centers and/or operating and manufacturing facilities or otherwise could prevent 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;

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.

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 Factors,” which could adversely affect our business, results of operations, cash flows and financial condition.

company or business is less robust than expected, we may be required to record additional impairments of intangible assets, including trademarks and goodwill.

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.

If our existing or new suppliers fail to meet such

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

to occur.

Environmental Protection Agency, regulate different aspects of our business, along with parallel authorities at the state and local levels and comparable authorities overseas.

"Management's Discussion and Analysis of Financial Condition and Results of Operations - Results of Operations - Income Taxes."

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

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, wholesalers, distributors, dentists [removed: and] [added: and, in some segments,] skin health professionals.

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

While the impact of [added: the] COVID-19 [added: pandemic] on our business has largely [removed: abated at this time,] [added: abated,] uncertainties [removed: continue, particularly] [added: continue] in [removed: China where we have substantial manufacturing facilities] [added: China, which is experiencing the ongoing effects of the pandemic] and [removed: business,] [added: an economic slowdown,] and in the travel retail channel, where we have experienced and may continue to experience disruptions [removed: particularly] in our Filorga business.

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, [removed: including our global supply chain] [added: particularly in China] and [removed: retailer network, and/or require us to incur additional operational costs.][added: in the travel retail channel.]

The war in [removed: Ukraine,] [added: Ukraine] and the related geopolitical [removed: tensions,] [added: 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 [removed: rebuilding our business there and to] providing access to [removed: essential] [added: our] products to people in the region.

We have [removed: suspended the importation and sales of all products] [added: no manufacturing facilities] in Russia [removed: other than essential health] and [removed: hygiene products for everyday use and] [added: have] ceased all capital investments and media activities in Russia.

[removed: In 2022,] [added: For the year ended December 31, 2023] our [removed: Eurasia] business [added: in the Eurasia region] constituted approximately 2% of our consolidated net sales and approximately 3% of our consolidated operating [removed: profit (the majority of which was Russia).][added: profit.]

We also continue to monitor the impact of [removed: sanctions and] [added: sanctions,] export controls [added: and import restrictions] imposed in response to the war in Ukraine.

[removed: We] [added: We, however,] have [removed: seen] [added: experienced,] and expect to continue to [removed: see] [added: experience, risks related to] the [removed: war’s] impact [removed: on] [added: of] the [removed: global economy and our business including, among other things,] [added: war in Ukraine, including increases in] the [removed: cost] [added: costs and, in certain cases, limitations on the availability] of [added: certain] raw and packaging materials and commodities (including [removed: the price of] oil and natural gas), supply chain and logistics [removed: challenges and] [added: challenges, import restrictions,] foreign currency [removed: volatility.][added: volatility and reputational concerns.]

For more information about factors that could impact our business, including due to [added: geopolitical conflicts, such as] the war in [removed: Ukraine,] [added: Ukraine and the Israel-Hamas war,] refer to Part I, Item 1A “Risk Factors” of this Annual Report on Form 10-K.

We are also seeking to maximize the impact of our environmental, social and governance programs and [removed: leading] [added: to lead] 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 and leveraging our capabilities in areas such as innovation, digital, [added: artificial intelligence,] eCommerce and data and analytics, enabling us to be more responsive in today’s rapidly changing world.

See Note [removed: 5, Goodwill] [added: 13, Commitments] and [removed: Other Intangible Assets] [added: Contingencies] to the Consolidated Financial Statements for [removed: further] [added: additional] information.

On September 30, 2022, the Company acquired a [removed: business for a purchase price, as adjusted, of $719,] [added: business,] which operates three dry pet food manufacturing plants in the United States, [added: for a purchase price, as adjusted, of $719,] 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 [removed: the] [added: a] sale of land and recognized a pretax gain of $47 ($15 aftertax attributable to the Company).

In the [removed: year] [added: years] ended December 31, [added: 2023 and] 2022, we incurred pretax costs of [removed: $110] [added: $32] (aftertax costs of [removed: $87)] [added: $25) and $110 (after tax costs of $87), respectively,] resulting from the 2022 Global Productivity Initiative.

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

During the year ended December 31, [removed: 2022,] [added: 2023,] all of our divisions experienced significantly higher raw and packaging material costs.

We [added: have taken and] are taking additional pricing to try to offset these increases in raw and packaging [removed: materials and logistics] [added: material] costs.

This [removed: may, in turn,] [added: has] negatively [added: impacted and may continue to 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 [removed: rising] [added: higher] interest rates resulting from measures to address inflation.

Such inflation and [removed: rising] [added: higher] 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 [added: to our] lower-priced product offerings.

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

As discussed above, we have also experienced higher raw and packaging material [removed: and logistics] costs.

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 funding-the-growth and revenue growth management initiatives, [removed: including additional pricing,] in the current environment, it may become increasingly difficult to implement certain of these mitigation strategies.

We plan to continue to invest behind our [added: data strategy,] digital and analytics capabilities and higher growth businesses.

We continue to closely monitor the impact of [added: geopolitical events and tensions, such as] the war in Ukraine, [removed: COVID-19] [added: the Israel-Hamas war] and [added: tensions between China and Taiwan and] the challenging market conditions discussed above on our business and the related uncertainties and risks.

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

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

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

This section of this Annual Report on Form 10-K generally discusses [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] items and year-to-year comparisons between [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

Discussions of [removed: 2020] [added: 2021] items and year-to-year comparisons between [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] 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: 2021.][added: 2022.]

Worldwide Net sales were [removed: $17,967] [added: $19,457] in [removed: 2022,] [added: 2023,] up [removed: 3.0%] [added: 8.5%] from [removed: 2021,] [added: 2022,] due to net selling price increases of [removed: 9.5%,] [added: 10.0%,] partially offset by volume declines of [removed: 2.0%] [added: 0.5%] and negative foreign exchange of [removed: 4.5%.][added: 1.0%.]

Acquisitions contributed [removed: 0.5%] [added: 1.0%] to volume.

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: 7.0%] [added: 8.5%] in [removed: 2022.][added: 2023.]

Net sales in the Oral, Personal and Home Care product segment were [removed: $14,254] [added: $15,167] in [removed: 2022,] [added: 2023,] up [removed: 1.0%] [added: 6.5%] from [removed: 2021,] [added: 2022,] due to net selling price increases of [removed: 9.0%,] [added: 9.5%,] partially offset by volume declines of [removed: 3.5%,] [added: 1.5%] and negative foreign exchange of [removed: 4.5%.][added: 1.5%.]

Organic sales in the Oral, Personal and Home Care product segment increased [removed: 5.5%] [added: 8.0%] in [removed: 2022.][added: 2023.]

The increase in organic sales in [removed: 2022] [added: 2023] versus [removed: 2021] [added: 2022] was due to increases in Oral Care, Personal Care and Home Care organic sales.

In

Russia, we are importing and selling a reduced portfolio of health and hygiene products for everyday use.

We also have faced and continue to face challenges to our ability to repatriate cash from Russia and find banking partners in Russia and we may face challenges to our ability to protect our assets in Russia.

The Israel-Hamas War

The Israel-Hamas war has not had a material impact on our Consolidated Financial Statements.

Uncertainties and risks remain as to the duration of the war and its impact on geopolitical relations and stability in North Africa, the Middle East and nearby regions.

The war has impacted and may continue to impact, among other things, supply chain and logistics, the availability and price of raw and packaging materials and commodities, such as oil, consumer sentiment and consumption and category growth rates in the region.

During the quarter ended June 30, 2023, we reassessed with our legal and tax advisers certain tax deductions taken in prior years by one of our subsidiaries and concluded that it is more likely than not that the deductions would not be sustained by the courts in that jurisdiction.

The value of the tax deductions was not material to us in any year in which they were taken.

The cumulative effect of the change in tax position of $148 was reflected as a discrete item in the income tax expense in the quarter ended June 30, 2023, partially offset by the reversal of certain prior years’ withholding tax reserves of $22 that are no longer required (hereinafter referred to as the “foreign tax matter”).

The tax liability was paid in the quarter ended September 30, 2023.

The current year impact of these changes is included in our full year effective income tax rate.

During the quarter ended March 31, 2023, we recorded a charge of $267 as a result of a decision of the United States Court of Appeals for the Second Circuit affirming a grant of summary judgment to the plaintiffs in a lawsuit under the Employee Retirement Income Security Act seeking the recalculation of benefits and other relief associated with a 2005 residual annuity amendment to the Colgate-Palmolive Company Employees’ Retirement Income Plan (the “Retirement Plan”).

The decision resulted in an increase in the obligations of the Retirement Plan, which based on the current funded status of the Retirement Plan will require no immediate cash contribution by the Company.

In June 2023, we filed a petition for certiorari to the United States Supreme Court requesting permission for an appeal to that court, which was denied in October 2023, and the plaintiffs filed a motion to enter a revised final judgment in the United States District Court for the Southern District of New York to address certain unresolved calculation issues, which we opposed.

During the quarter ended March 31, 2023, we announced a voluntary recall of select Fabuloso multi-purpose cleaner products sold in the United States and Canada.

The costs associated with the voluntary recall had a $25 impact on our Operating profit in the quarter.

Savings achieved since the implementation of the 2022 Global Productivity Initiative were approximately $100 pretax ($80 aftertax).

Worldwide Gross profit increased 11% to $11,326 in 2023 from $10,248 in 2022.

Worldwide Gross profit in 2023 included charges resulting from the 2022 Global Productivity Initiative.

Excluding charges resulting from the 2022 Global Productivity Initiative in 2023, worldwide Gross profit increased to $11,327 in 2023 compared to $10,248 in 2022, reflecting an increase of $849 resulting from higher Net sales and an increase of $230 resulting from higher Gross profit margin.

| Gross profit, non-GAAP | | | | | | $ | 11,327 | | | | | $ | 10,248 | |

Excluding charges resulting from the 2022 Global Productivity Initiative, Selling, general and administrative expenses as a percentage of Net sales increased to 36.7% in 2023 from 36.5% in 2022.

| 2022 Global Productivity Initiative | | | | | | (0.1) | | % | | | | — | | % | | | | | | |

Other (income) expense, net in 2023 included product recall costs and charges resulting from the 2022 Global Productivity Initiative.

| | | | | | | 2023 | | | | | | 2022 | | |

| Product recall costs | | | | | | (25) | | | | | | — | | |

| | | | | | | 2023 | | | | | | 2022 | | |

Operating profit increased 38% to $3,984 in 2023 from $2,893 in 2022.

In 2023, Operating profit included charges resulting from the 2022 Global Productivity Initiative and product recall costs.

| Product recall costs | | | | | | 25 | | | | | | — | | | | | | | | | | | | | | | | | | | | |

| | | | | | | 2023 | | | | | | 2022 | | | | | | Basis Point Change | | | | | | | | | | | | | | |

| Product recall costs | | | | | | 0.1 | | % | | | | — | | % | | | | | | | | | | | | | | | | | | |

Excluding these charges in both periods, as applicable, Non-service related postretirement costs were $88 in 2023 compared to $65 in 2022.

| | | | | | | 2023 | | | | | | 2022 | | |

| Non-service related postretirement costs, GAAP | | | | | | $ | 360 | | | | | $ | 80 | |

| ERISA litigation matter | | | | | | (267) | | | | | | — | | |

| Non-service related postretirement costs, non-GAAP | | | | | | $ | 88 | | | | | $ | 65 | |

| | | | | | | 2023 | | | | | | | | | | | | | | |

| As Reported GAAP | | | | | | $ | 3,392 | | | | | $ | 937 | | | | | 27.6 | | % |

The COVID-19 pandemic and government steps to reduce the spread and address the impact of COVID-19 have had and continue to have an impact on the way people live, work, interact and shop.

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.

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.

For more information about the anticipated COVID-19 impact, see “Outlook” below.

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.

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 are also changing the way we work to drive growth and how we approach innovation with focus, empowerment, experimentation and digitization to respond to the dynamic retail landscape and the evolving preferences of our customers and consumers.

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

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 assets related to the Filorga skin health business.

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

In 1990, our Canadian subsidiary (“CP Canada”), issued C$145 of Canadian dollar-denominated unsecured unsubordinated 12.85% guaranteed notes due October 4, 2030 (the “Canada notes”).

In the third quarter of 2021, CP Canada redeemed the Canada notes and recorded a loss on the early extinguishment of debt of $75 pretax ($55 aftertax), which is included in Interest (income) expense, net in the Consolidated Statements of Income, representing the difference between the redemption price and the carrying amount of the debt extinguished.

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

As a result of this favorable judgment, the Company filed an application with the Brazilian government to recover value-added tax previously paid and recorded a benefit.

In May 2021, the Brazilian Supreme Court issued a clarifying ruling allowing a higher deduction of state value-added tax when determining the taxable base.

In light of this ruling, we recorded an additional benefit of $26 pretax ($20 aftertax) in the year ended December 31, 2021.

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

We expect this difficult cost environment to continue in 2023.

Worldwide Gross profit decreased 1% to $10,248 in 2022 from $10,375 in 2021, reflecting a decrease of $452 resulting from lower Gross profit margin and an increase of $325 resulting from higher Net sales.

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

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

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

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

Other (income) expense, net in 2021 included a benefit related to a value-added tax matter in Brazil.

| Value-added tax matter in Brazil | | | | | | — | | | | | | 26 | | |

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.

The Company concluded that the changes in circumstances in this reporting unit and the impact of significantly higher interest rates triggered the need for an interim impairment review of its indefinite-lived trademark, goodwill and long-lived assets which consists primarily of customer relationships.

In the fourth quarter of 2021, the Company made revisions to the internal forecasts relating to its Filorga reporting unit due primarily to the impact of the COVID-19 pandemic on the Filorga skin health business as a result of government restrictions and reduced consumer mobility, which negatively impacted consumption in the duty-free, travel retail and pharmacy channels.

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

After adjusting the carrying value of the trademark, the Company completed a quantitative impairment test for goodwill and recorded a goodwill impairment charge of $367 in the Filorga reporting unit, reducing the carrying value of goodwill to approximately $577.

The Company continues to believe in the strength of the Filorga brand and is confident about its growth opportunities.

Operating profit decreased 13% to $2,893 in 2022 from $3,332 in 2021.

In 2021, Operating profit included goodwill and intangible assets impairment charges related to the Filorga reporting unit and a benefit related to a value-added tax matter in Brazil.

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

| Value-added tax matter in Brazil | | | | | | — | | | | | | (26) | | | | | | | | | | | | | | | | | | | | |

| Value-added tax matter in Brazil | | | | | | — | | % | | | | (0.2) | | % | | | | | | | | | | | | | | | | | | |

In 2021, Interest (income) expense, net included a loss on the early extinguishment of debt.

Excluding the loss on the early extinguishment of debt, Interest (income) expense, net was $153 in 2022 compared to $100 in 2021, primarily due to higher average interest rates on debt and higher debt balances.

[removed: (a)] General Development of the Business

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

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

[removed: (c) Narrative] Description of the Business

We manufacture and market a wide array of products for the Home Care market, including Ajax, Axion and Palmolive dishwashing [removed: liquids and] [added: liquids,] Ajax, Fabuloso and Murphy household [removed: cleaners.][added: cleaners and Suavitel, Soupline, Fluffy and Cuddly fabric conditioners.]

Sales of Oral, Personal and Home Care products accounted for [removed: 43%,] [added: 42%,] 19% and 17%, respectively, of our total worldwide Net sales in [removed: 2022.][added: 2023.]

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

Sales of Pet Nutrition products accounted for [removed: 21%] [added: 22%] of our total worldwide Net sales in [removed: 2022.][added: 2023.]

Our sales to Walmart, Inc. and its affiliates [removed: represent] [added: represented] approximately 11% of our Net sales in [removed: 2022.][added: 2023.]

No other customer [removed: represents] [added: represented] more than 10% of our Net sales.

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

For certain materials, new suppliers may have to be qualified under industry, governmental and/or Colgate [removed: standards,] [added: standards (including those relating to responsible sourcing),] which can require additional investment [removed: and] [added: and/or] take a significant period of time.

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

For further information regarding the impact of changes in commodity prices, see Item 1A, “Risk Factors - Volatility in material and other costs [removed: could] [added: has in the past and may continue to] adversely impact our profitability” and Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

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

We consider trademarks to be [removed: of] material [removed: importance] to our business.

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

For [removed: additional] information regarding [removed: COVID-19’s] [added: the] impact [removed: on our business, see Part I, Item 1A “Risk Factors” and] [added: of the war in Ukraine, refer to] Part II, Item 7 “Management’s [removed: Discussion] [added: Discussions] and Analysis of Financial Condition and Results of Operations [removed: –] [added: -] Executive Overview.”

In [removed: 2022,] [added: 2023,] 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.

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

*Trade Compliance*: We are subject to laws and sanctions imposed by the U.S., [removed: including, without limitation,] [added: including] those imposed by the U.S. Treasury Department’s Office of Foreign Asset Control [removed: (“OFAC”),] [added: (“OFAC”)] and/or by other jurisdictions that may prohibit us or certain of our affiliates from doing business in certain countries or restrict the kind of business that may be conducted.

As of December 31, [removed: 2022,] [added: 2023,] we had approximately [removed: 33,800] [added: 34,000] employees based in over 100 countries.

Approximately two-thirds of our revenues are generated from markets outside the U.S. and [removed: 86%] [added: 84%] of our employees are located outside the U.S. Approximately [removed: 36%] [added: 34%] of our employees are based in Asia Pacific, 30% are based in Latin America, [removed: 15%] [added: 14%] are based in Europe, [removed: 14%] [added: 17%] are based in North America and 5% are based in Africa/Eurasia.

[removed: As we work to achieve Colgate’s purpose to reimagine a healthier future for all people, their pets and our planet,] Colgate people, working around the world, share a commitment to our three [removed: core] corporate values: [added: We are] Caring, [removed: Global Teamwork] [added: We are Inclusive] and [removed: Continuous Improvement.][added: We are Courageous.]

Underlying these values and our strong culture is the commitment of all Colgate people to maintain the highest ethical standards and demonstrate ethical leadership, including compliance with Colgate policies and our Code of [removed: Ethics.][added: Conduct.]

[removed: CONTINUOUS IMPROVEMENT:] We are committed to getting better every day in all that we do, as individuals and as teams.

We believe [removed: our] [added: Colgate] people are crucial to our ongoing business success and aim to recruit, develop and retain strong and diverse talent.

At Colgate, we are proud of our collaborative spirit [removed: –] [added: -] what we call The Power of WE.

As a truly global company, [removed: we are working to ensure] [added: it is important] that our [removed: workforce reflects] [added: employees reflect] the diversity of the communities in which we live and work.

As of December 31, [removed: 2022,] [added: 2023,] our global workforce was approximately 59% male and 41% female.

Women represented approximately 54% of our salaried and clerical employees, [removed: 44%] [added: 46%] of our people managers, [removed: 42%] [added: 45%] of Colgate’s executives and [removed: 36%] [added: 38%] of senior leadership.

In the U.S., on an employee self-reported basis, the racial/ethnic composition of our workforce was approximately [removed: 68%] [added: 67%] White, 12% Hispanic, [removed: 9% Asian, 9%] [added: 10%] Black, [added: 9% Asian] and 2% Other.

The racial/ethnic composition of our people managers was approximately 61% White, 16% Hispanic, 14% Asian and 9% Black; the composition of our executives was approximately [removed: 58%] [added: 56%] White, [removed: 19%] [added: 20%] Hispanic, [removed: 15%] [added: 16%] Asian, 7% [removed: Black,] [added: Black] and 1% Other; and the composition of senior leadership was approximately [removed: 61%] [added: 59%] White, [removed: 15%] [added: 17%] Hispanic, 12% Asian and 12% Black.

In this section, “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 [added: Senior] Vice Presidents and above.

A vital piece of our DE&I strategy has been ensuring that our succession planning process incorporates the [added: equal opportunity for] advancement of women and people [removed: of all cultures, including] [added: from] underrepresented communities.

Our global DE&I strategy aims to further advance our commitment to become an even more diverse, equitable and inclusive [removed: organization.][added: organization through its four pillars of People, Community, Supplier Diversity and Communication.]

[removed: Consistent with this strategy, we are working to implement policies, learning experiences and processes that promote awareness,] empathy, advocacy and opportunity; become an ally for positive change for the underserved in communities in which we live and work; support minority and women-owned suppliers to enable success of diversity-owned businesses; and promote dialogue around DE&I to increase awareness and advance the culture change to achieve our vision.

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: 2023] [added: 2024] Annual Meeting of Stockholders.

[removed: We view sustainability as being] [added: Sustainability is] critically important to our overall business and growth strategy.

Our 2025 Sustainability & Social Impact [removed: Strategy, which we announced in November 2020,] [added: Strategy] is focused on three key ambitions - 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.

Geographically, Oral Care is a substantial part of our business in Asia Pacific.

Colgate’s purpose is to reimagine a healthier future for all people, their pets and our planet.

These evolved values, which were reimagined in 2023, represent who we are and inspire Colgate people to carry Colgate forward into the future.

By encouraging Colgate people to be more caring, inclusive and courageous every day, our goal is to create a healthier future for ourselves and others.

WE ARE CARING: We are united in making the world a better place.

We believe everyone deserves a healthier life.

We lead with empathy, respect and gratitude.

We act with integrity, doing things the right way, for the right reasons no matter what.

We support others by generously sharing our resources and talents.

We work every day to earn the trust of all of our stakeholders.

WE ARE INCLUSIVE: We create a sense of belonging for all and cultivate an environment where people can be their authentic selves.

We foster a culture of belonging where Colgate people feel valued, part of a global team, and empowered to do extraordinary things.

We design the best solutions by embracing the unique talents, perspectives and backgrounds of our diverse workforce.

We form the strongest teams and create powerful pathways for our people and communities, to break through everyday barriers to equality of opportunity.

WE ARE COURAGEOUS: We drive change and get things done.

We are infinitely curious, constantly searching for better ways of working.

We challenge each other and how we do things, unafraid to disrupt the status quo, boldly and intentionally innovating, exploring and reaching for what is possible.

We recognize that to grow and thrive we must build on the power of our legacy, our scale and reach for good and for all.

We continue to embed digital capabilities across the organization.

Through our continuous learning program, our employees have the opportunity to enhance their knowledge of data analytics and digital skills.

We also recently launched a new leadership framework anchored in three core principles: cultivate trust, create the future and commit to impact.

We believe these principles serve as a foundation to guide our ongoing transformation by defining the behaviors that Colgate people need to model.

Consistent with this strategy, we are working to implement policies, learning experiences and processes that promote awareness,

Sustainability and Social Impact

We introduced this tube in 2019 and, as of December 31, 2023, we have transitioned approximately 60% of our toothpaste SKUs globally and approximately 90% of our toothpaste SKUs in North America to it.

The recyclable toothpaste tube is now available in over 50 countries worldwide.

We are also focused on working with recycling stakeholders and partnering with key third parties to drive tube acceptance and communicating that consumers should check with their local facilities to see if they accept the tubes for recycling.

We also remain committed to reducing our use of new (virgin) plastic across our portfolio and continue to make progress toward our target to reduce new (virgin) plastic by one-third versus 2019.

We are working towards this target with product design changes and by increasing recycled content in our packaging.

Renewable energy agreements are a valuable part of this renewable energy master plan.

In 2023, we signed a long-term virtual power purchase agreement for a solar energy farm outside of Waco, Texas, which will be a long-term source of clean, renewable energy in the United States.

Upon completion, the solar farm is expected to produce the equivalent of 100% of our U.S.-based operational electricity needs.

offices, by 2025.

We are a market leader in fabric conditioners with leading brands, including Suavitel in Latin America, Soupline in Europe, and Cuddly in the South Pacific, according to market share data.

Geographically, Oral Care is a significant part of our business in Asia Pacific, comprising approximately 82% of Net sales in that region for 2022.

Product quality, innovation, brand recognition, marketing capability and acceptance of new products and brands largely determine success in Colgate's operating segments.

COVID-19

The COVID-19 pandemic and government steps to reduce the spread and address the impact of COVID-19 have had and continue to have an impact on the way people live, work, interact and shop.

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 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”

These values are reflected not only in the quality of our products and reputation, but also in our dedication to serving the communities where we live and work, as reflected in our sustainability and social impact and DE&I strategies.

With these values, we work to maintain a strong culture based on integrity, ethical behavior and a commitment to doing the right thing.

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

We are committed to acting with compassion, integrity, honesty and high ethics in all situations and to providing our employees with an innovative and inclusive work environment.

GLOBAL TEAMWORK: All Colgate people are part of a global team, committed to working and collaborating together across functions and countries.

Only by sharing ideas, technologies and talents can we achieve and sustain profitable growth.

Specifically, we continue to embed new ways of working and leadership principles to, among other things, instill a growth mindset to drive innovation with focus, empowerment, experimentation and digitalization.

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.

The four pillars of our strategy are People, Community, Supplier Diversity and Communication.

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

Sustainability

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 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.

*Ingredient Transparency:* We continue to promote ingredient transparency and seek to follow the highest safety and efficacy standards as we formulate our products.

We have rolled out a new “Fragrance & Flavors Share for Good” ingredient transparency program, which provides additional ingredient information.

For the fiscal year ended December 31, [removed: 2022][added: 2023]

The aggregate market value of Colgate-Palmolive Company Common Stock held by non-affiliates as of June 30, [removed: 2022] [added: 2023] (the last business day of its most recently completed second quarter) was approximately [removed: $66.8] [added: $63.6] billion.

There were [removed: 830,378,790] [added: 823,150,919] shares of Colgate-Palmolive Company Common Stock outstanding as of January 31, [removed: 2023.][added: 2024.]

| Portions of Proxy Statement for the [removed: 2023] [added: 2024] Annual Meeting of Stockholders | | | Part III, Items 10 through 14 | | |

| Item 1. | | | Business | | | [removed: [1](#ie2c8a1fe145a4d9e84716e302679ac62_13)] [added: [1](#iab936f8af82e46cea0670a9840c8518b_13)] | | |

| Item 1A. | | | Risk Factors | | | [removed: [8](#ie2c8a1fe145a4d9e84716e302679ac62_16)] [added: [7](#iab936f8af82e46cea0670a9840c8518b_16)] | | |

| Item 1B. | | | Unresolved Staff Comments | | | [removed: [21](#ie2c8a1fe145a4d9e84716e302679ac62_19)] [added: [20](#iab936f8af82e46cea0670a9840c8518b_19)] | | |

| Item 2. | | | Properties | | | [removed: [22](#ie2c8a1fe145a4d9e84716e302679ac62_22)] [added: [23](#iab936f8af82e46cea0670a9840c8518b_22)] | | |

| Item 3. | | | Legal Proceedings | | | [removed: [23](#ie2c8a1fe145a4d9e84716e302679ac62_25)] [added: [24](#iab936f8af82e46cea0670a9840c8518b_25)] | | |

| Item 4. | | | Mine Safety Disclosures | | | [removed: [23](#ie2c8a1fe145a4d9e84716e302679ac62_28)] [added: [24](#iab936f8af82e46cea0670a9840c8518b_28)] | | |

| Item 5. | | | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | | | [removed: [24](#ie2c8a1fe145a4d9e84716e302679ac62_34)] [added: [25](#iab936f8af82e46cea0670a9840c8518b_34)] | | |

| Item 6. | | | \[Reserved\] | | | [removed: [24](#ie2c8a1fe145a4d9e84716e302679ac62_37)] [added: [25](#iab936f8af82e46cea0670a9840c8518b_37)] | | |

| Item 7. | | | Management’s Discussion and Analysis of Financial Condition and Results of Operations | | | [removed: [25](#ie2c8a1fe145a4d9e84716e302679ac62_40)] [added: [26](#iab936f8af82e46cea0670a9840c8518b_40)] | | |

| Item 7A. | | | Quantitative and Qualitative Disclosures About Market Risk | | | [removed: [58](#ie2c8a1fe145a4d9e84716e302679ac62_64)] [added: [59](#iab936f8af82e46cea0670a9840c8518b_64)] | | |

| Item 8. | | | Financial Statements and Supplementary Data | | | [removed: [59](#ie2c8a1fe145a4d9e84716e302679ac62_67)] [added: [60](#iab936f8af82e46cea0670a9840c8518b_67)] | | |

| Item 9. | | | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | | | [removed: [59](#ie2c8a1fe145a4d9e84716e302679ac62_70)] [added: [60](#iab936f8af82e46cea0670a9840c8518b_70)] | | |

| Item 9A. | | | Controls and Procedures | | | [removed: [59](#ie2c8a1fe145a4d9e84716e302679ac62_73)] [added: [60](#iab936f8af82e46cea0670a9840c8518b_73)] | | |

| Item 9B. | | | Other Information | | | [removed: [59](#ie2c8a1fe145a4d9e84716e302679ac62_76)] [added: [60](#iab936f8af82e46cea0670a9840c8518b_76)] | | |

| Item 9C. | | | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | | | [removed: [59](#ie2c8a1fe145a4d9e84716e302679ac62_79)] [added: [60](#iab936f8af82e46cea0670a9840c8518b_79)] | | |

| Item 10. | | | Directors, Executive Officers and Corporate Governance | | | [removed: [60](#ie2c8a1fe145a4d9e84716e302679ac62_85)] [added: [61](#iab936f8af82e46cea0670a9840c8518b_85)] | | |

| Item 11. | | | Executive Compensation | | | [removed: [60](#ie2c8a1fe145a4d9e84716e302679ac62_88)] [added: [61](#iab936f8af82e46cea0670a9840c8518b_88)] | | |

| Item 12. | | | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | | | [removed: [61](#ie2c8a1fe145a4d9e84716e302679ac62_91)] [added: [62](#iab936f8af82e46cea0670a9840c8518b_91)] | | |

| Item 13. | | | Certain Relationships and Related Transactions and Director Independence | | | [removed: [61](#ie2c8a1fe145a4d9e84716e302679ac62_94)] [added: [62](#iab936f8af82e46cea0670a9840c8518b_94)] | | |

| Item 14. | | | Principal Accountant Fees and Services | | | [removed: [61](#ie2c8a1fe145a4d9e84716e302679ac62_97)] [added: [62](#iab936f8af82e46cea0670a9840c8518b_97)] | | |

| Item 15. | | | Exhibits and Financial Statement Schedules | | | [removed: [62](#ie2c8a1fe145a4d9e84716e302679ac62_103)] [added: [63](#iab936f8af82e46cea0670a9840c8518b_103)] | | |

| Item 16. | | | Form 10-K Summary | | | [removed: [66](#ie2c8a1fe145a4d9e84716e302679ac62_109)] [added: [67](#iab936f8af82e46cea0670a9840c8518b_109)] | | |

| Signatures | | | | | | [removed: [67](#ie2c8a1fe145a4d9e84716e302679ac62_112)] [added: [68](#iab936f8af82e46cea0670a9840c8518b_112)] | | |

| Item 1C. | | | Cybersecurity | | | [21](#iab936f8af82e46cea0670a9840c8518b_2235) | | |


Management’s Role in Assessing and Managing Cybersecurity Risk; Processes for assessing, identifying and managing material risks from cybersecurity threats

We have a systematic and thorough risk management process, which is designed to identify, assess, prioritize and mitigate the risks that could negatively impact achievement of our strategic and operating objectives.

A key component of this process is our Enterprise Risk Management (“ERM”) Committee, which is led by our Chairman, President and Chief Executive Officer, and includes our Chief Financial Officer, Chief Legal Officer, Chief Information Officer and other members of senior management.

The ERM Committee monitors both current and emerging risks facing the Company and meets at least quarterly to review the prioritization of identified risks.

The ERM Committee has identified cybersecurity as a critical risk facing the Company.

Each of the most critical risks identified is assigned to a member of senior management who oversees the management, mitigation and presentation of the risk to the senior leadership team and throughout the year to our Board of Directors.

The risks relating to information technology, including cybersecurity, are overseen by our Chief Information Officer.

Our Chief Information Officer then assigns the risks within the Information Technology risk category to others on his team.

The cybersecurity risk is managed and overseen by our Chief Information Security Officer (“CISO”), who reports to our Chief Information Officer.

Cybersecurity as a risk is presented to the full ERM Committee annually or more frequently as needed.

We have a dedicated information security organization, led by our CISO and overseen by our Chief Information Officer, which is responsible for assessing and managing material risks from cybersecurity threats.

Our Chief Information Officer reports to our Group President, Growth and Strategy, a member of our senior leadership team who reports to our Chairman of the Board, President and Chief Executive Officer.

Our CISO has over 25 years of information technology experience, including leading data analytics, customer relationship management, architecture and application development teams.

He has been leading our global information security program for almost five years.

He is a Certified Information Systems Professional, a member of Google Cloud CISO Customer Advisory Board and New Jersey Infragard and completed the FBI CISO Academy.

He joined the Company over 25 years ago and has extensive knowledge regarding our business processes and the associated information technology platforms utilized worldwide, enabling him to guide his organization to protect the Company’s systems and information.

Our Chief Information Officer joined the Company over 25 years ago and has expertise across a wide array of information technology and systems, with experience leading a large array of different functions within the global information technology organization.

He has led our information technology Operational Performance and Reliability Committee for the last eight years, which reviews and provides continuous improvement processes and technology across infrastructure, information security, architecture, application and end user performance.

He has application development leadership experience across all functions, including the policies and controls that govern both application development and implementation of packaged software.

The Company’s information security organization seeks to employ cybersecurity best practices, including implementing new technologies to proactively identify and monitor new vulnerabilities and reduce risk, conducting due diligence of third-party vendors’ information security programs, maintaining security policies and standards and regularly updating and testing our response planning and protocols.

The information security organization also works in partnership with our Internal Audit function to identify cybersecurity risks and review cybersecurity-related internal controls with third parties as part of the overall internal controls process.

The information security organization also gains valuable information to improve our threat and risk awareness capabilities as a member of an industry information sharing and analysis organization, which provides strategic and tactical information sharing channels.

Additionally, employees are provided mandatory cybersecurity awareness training on an annual basis, which includes information about how to identify and report cybersecurity concerns and incidents.

The information security organization also conducts phishing simulations and testing scenarios through tabletop exercises and assessment activities, to help ensure compliance with our cyber policies and procedures.

We maintain a cybersecurity insurance policy and have retained relevant incident response services.

Additionally, we maintain an offensive security team that works both independently and with third party cybersecurity professionals to conduct security assessments of our

enterprise-wide cybersecurity practices, including penetration testing, and identify areas for continuous improvement within the information security program.

We maintain a Data Security Incident Response Plan (the “Plan”), which outlines the processes and procedures that we should follow to respond to, remediate and resolve a security incident involving a potential or actual compromise of our proprietary information and/or personal information.

It also describes the structure, roles and responsibilities of personnel involved in responding to such incidents and provides a process for alerting senior management of such incidents.

The Plan is reviewed on an annual basis and revised as necessary.

Our dedicated information security organization leverages various frameworks for managing cybersecurity risks, including the National Institute of Standards and Technology (“NIST”) framework.

The key pillars of the NIST framework are to (i) develop an organizational understanding to manage cybersecurity risk to systems, people, assets, data and capabilities; (ii) develop and implement appropriate safeguards to ensure delivery of critical services; (iii) develop and implement appropriate activities to identify the occurrence of a cybersecurity event; (iv) develop and implement appropriate activities to maintain plans for resilience and to restore any capabilities or services that were impaired due to a cybersecurity incident; and (v) develop appropriate activities to action an incident.

We have a comprehensive third party cybersecurity risk review process, which prioritizes, monitors and assesses the risks associated with our third party service provider interactions.

The third party service provider assessment framework follows industry standard practices and allows us to properly understand the risk associated with the services provided which are key to our company’s daily operations.

For additional information regarding risks faced by the Company from cybersecurity threats, see Item 1A, “Risk Factors - A cybersecurity incident, data breach or a failure of key technology systems could adversely impact our business.”

Board’s Oversight of Cybersecurity Risks

Our Board of Directors is focused on cybersecurity.

Specific responsibility for cybersecurity oversight is delegated to the Audit Committee.

The Board oversees our risk management process to ensure it is properly designed, well-functioning and consistent with our overall corporate strategy.

Our Audit Committee oversees the ERM process and the implementation of appropriate risk monitoring and management systems, though all Board members attend Audit Committee meetings and participate in risk management discussions.

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

In the U.S., we operate in approximately [removed: 80] [added: 85] properties, of which [removed: 16] [added: 17] are owned.

[removed: Overseas,] [added: Outside the U.S.,] we operate in approximately [removed: 240] [added: 235] properties, of which 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: Turkiye, Venezuela] [added: Turkiye] and Vietnam.

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

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

As of December 31, [removed: 2022,] [added: 2023,] the number of common shareholders of record was [removed: 17,468.][added: 16,595.]

The following table shows the share repurchase activity for the three months in the quarter ended December 31, [removed: 2022:][added: 2023:]

(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: 13,870] [added: 45,888] 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: 2022.][added: 2023.]

| October 1 through 31, 2023 | | | | | | 791,784 | | | | | | $ | 71.01 | | | | | 761,912 | | | | | | $ | 3,041 | |

| November 1 through 30, 2023 | | | | | | 385,842 | | | | | | $ | 75.82 | | | | | 380,200 | | | | | | $ | 3,012 | |

| December 1 through 31, 2023 | | | | | | 1,707,326 | | | | | | $ | 78.16 | | | | | 1,696,952 | | | | | | $ | 2,879 | |

| Total | | | | | | 2,884,952 | | | | | | $ | 75.89 | | | | | 2,839,064 | | | | | | | | |

| 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 | | | | | | | | |

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: 2022] [added: 2023] (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: 2022.][added: 2023.]

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: 2022,] [added: 2023,] and has expressed an unqualified opinion in their report, which appears under “Index to Financial Statements – Report of Independent Registered Public Accounting Firm.”

During the three months ended December 31, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

None.

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: 2023] [added: 2024] Annual Meeting of Stockholders (the [removed: “2023] [added: “2024] Proxy Statement”).

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

The information regarding executive compensation set forth in the [removed: 2023] [added: 2024] Proxy Statement is incorporated herein by reference.

(a)The information regarding security ownership of certain beneficial owners and management set forth in the [removed: 2023] [added: 2024] Proxy Statement is incorporated herein by reference.

(c)Equity compensation plan information as of December 31, [removed: 2022:][added: 2023:]

| Equity compensation plans approved by security holders | | | | | | [removed: 26,291] [added: 22,916] | | | (1) | | | $ | [removed: 75.14] [added: 75.09] | | (2) | | | [removed: 32,318] [added: 28,522] | | | (3) | | |

(1)Consists of [removed: 24,431] [added: 20,742] options outstanding [added: under the Company’s 2013 Incentive Compensation Plan] and [removed: 1,860] [added: the Company’s 2019 Incentive Compensation Plan and 2,174] restricted stock units awarded but not yet vested under the Company’s [removed: 2013 Incentive Compensation Plan and the Company’s] 2019 Incentive Compensation Plan, [removed: 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 $75 and restricted stock units of [removed: $77.][added: $76.]

(3)Amount includes [removed: 22,004] [added: 19,951] options available for issuance and [removed: 10,314] [added: 8,571] restricted stock units available for issuance under the Company’s 2019 Incentive Compensation Plan.

| Total | | | | | | 22,916 | | | | | | $ | 75.09 | | | | | 28,522 | | | | | |

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

The information regarding certain relationships and related transactions and director independence set forth in the [removed: 2023] [added: 2024] Proxy Statement is incorporated herein by reference.

The information regarding auditor fees and services set forth in the [removed: 2023] [added: 2024] 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/21665/000002166523000005/exhibit301by-laws.htm) [Ja](https://www.sec.gov/Archives/edgar/data/21665/000002166523000005/exhibit301by-laws.htm)[nuary] [added: of January] 12, [removed: 2023](https://www.sec.gov/Archives/edgar/data/21665/000002166523000005/exhibit301by-laws.htm)[.] [added: 2023.] (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/21665/000002166523000005/exhibit301by-laws.htm) [January] [added: on January] 12, [removed: 2023](https://www.sec.gov/Archives/edgar/data/21665/000002166523000005/exhibit301by-laws.htm)[,] [added: 2023,] File No. 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/21665/000002166523000007/exhibit4a12312022.htm)] [added: Registrant](https://www.sec.gov/Archives/edgar/data/21665/000002166524000003/exhibit4a12312023.htm)] | | |

| | | | b) | | | [Form of Nonqualified Option Award Agreement used in connection with grants under the Colgate-Palmolive Company 2019 Incentive Compensation Plan. (Registrant hereby incorporates by reference Exhibit [removed: 10-C to] [added: 10-](https://www.sec.gov/Archives/edgar/data/21665/000002166523000037/a2023stockoptionform2019pl.htm)[B](https://www.sec.gov/Archives/edgar/data/21665/000002166523000037/a2023stockoptionform2019pl.htm) [to] its Quarterly Report on Form 10-Q for the quarter ended September 30, [removed: 2019,] [added: 20](https://www.sec.gov/Archives/edgar/data/21665/000002166523000037/a2023stockoptionform2019pl.htm)[23](https://www.sec.gov/Archives/edgar/data/21665/000002166523000037/a2023stockoptionform2019pl.htm)[,] File No. [removed: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000002166519000022/exhibit10c093019q319.htm)] [added: 1-644.)*](https://www.sec.gov/Archives/edgar/data/21665/000002166523000037/a2023stockoptionform2019pl.htm)] | | |

| | | | c) | | | [Form of Restricted Stock Unit Award Agreement used in connection with grants under the Colgate-Palmolive Company 2019 Incentive Compensation Plan. (Registrant hereby incorporates by reference Exhibit [removed: 10-D to] [added: 10-](https://www.sec.gov/Archives/edgar/data/21665/000002166523000037/a2023rsuform2019plannoneea.htm)[C](https://www.sec.gov/Archives/edgar/data/21665/000002166523000037/a2023rsuform2019plannoneea.htm) [to] its Quarterly Report on Form 10-Q for the quarter ended September 30, [removed: 2019,] [added: 20](https://www.sec.gov/Archives/edgar/data/21665/000002166523000037/a2023rsuform2019plannoneea.htm)[2](https://www.sec.gov/Archives/edgar/data/21665/000002166523000037/a2023rsuform2019plannoneea.htm)[3](https://www.sec.gov/Archives/edgar/data/21665/000002166523000037/a2023rsuform2019plannoneea.htm)[,] File No. [removed: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000002166519000022/exhibit10d093019q319.htm)] [added: 1-644.)*](https://www.sec.gov/Archives/edgar/data/21665/000002166523000037/a2023rsuform2019plannoneea.htm)] | | |

| | | | [removed: d)] [added: e)] | | | [Form of Performance Stock Unit Award Agreement for the [removed: 2020-2022] [added: 2022-2024] Performance Cycle (Registrant hereby incorporates by reference Exhibit [removed: 10-A] [added: 10-B] to its Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2020,] [added: 2022,] File No. [removed: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000002166520000007/exhibit10a033120q12020.htm)] [added: 1-644.)*](https://www.sec.gov/Archives/edgar/data/21665/000002166522000010/exhibit10b_033122xq12022.htm)] | | |

| | | | [removed: e)] [added: d)] | | | [Form of Performance Stock Unit Award Agreement for the 2021-2023 Performance Cycle (Registrant hereby incorporates by reference Exhibit 10-A 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/exhibit10a_033122xq12022.htm) | | |

| | | | f) | | | [Form of Performance Stock Unit Award Agreement for the [removed: 2022-2024] [added: 2023-2025] Performance Cycle (Registrant hereby incorporates by reference Exhibit [removed: 10-B] [added: 10-A] to its Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2022,] [added: 2023,] File No. [removed: 1-644.)*](https://www.sec.gov/Archives/edgar/data/21665/000002166522000010/exhibit10b_033122xq12022.htm)] [added: 1-644.)*](https://www.sec.gov/Archives/edgar/data/21665/000002166523000016/exhibit10-a033123_q12023.htm)] | | |

| [added: 10-K] | | | [removed: c)] | | | [Form of [removed: Restricted Stock Unit Award] [added: Indemnification] Agreement [removed: used in connection with grants under the 2013 Incentive Compensation Plan.] [added: between Colgate-Palmolive Company and its directors, executive officers and certain key employees.] (Registrant hereby incorporates by reference Exhibit [removed: 10-A (c)] [added: 10-K] to its Annual Report on Form 10-K for the year ended December 31, 2017, File No. [removed: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-ac12312017.htm)] [added: 1-644.)](https://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-k12312017.htm)] | | |

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

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

| 10-E | | | a) | | | [Colgate-Palmolive Company Executive Severance Plan, as amended and restated through September [removed: 13, 2018.] [added: 13 , 2023.] (Registrant hereby incorporates by reference Exhibit 10-A to its Current Report on Form 8-K filed on September [removed: 18, 2018,] [added: 15, 2023,] File No. [removed: 1-644.)*](http://www.sec.gov/Archives/edgar/data/21665/000093041318002885/c92027_ex10-a.htm)] [added: 1-644.)*](https://www.sec.gov/Archives/edgar/data/21665/000002166523000034/executiveseveranceplan2023.htm)] | | |

| | | | c) | | | [Colgate-Palmolive Company Executive Officer Cash Severance Policy. [removed: (registrant] [added: (](https://www.sec.gov/Archives/edgar/data/21665/000002166522000006/exhibit101colgate-palmoliv.htm)[R](https://www.sec.gov/Archives/edgar/data/21665/000002166522000006/exhibit101colgate-palmoliv.htm)[egistrant] 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-I | | | | | | [removed: [Amen](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[ded] [added: [Amended] and [removed: 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] [added: Restated Five] Year Credit Agreement, dated as [removed: of](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm) [November] [added: of November] 4, [removed: 2022](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[,] [added: 2022,] by and among Colgate-Palmolive Company, as Borrower, Citibank, N.A., as Administrative Agent and Arranger, and the Lenders party [removed: thereto](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/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)] [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)[R](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[egistrant hereby](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm) [incorporates by reference E](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[xhibit 10](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)[I to its Ann](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[ual Report on Form 10-K f](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[o](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[r the year ended Dec](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/colgate-palmolive_credit.htm)[ember 31, 2022, File No. 1-644)](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)] | | |

| 10-J | | | | | | [Colgate-Palmolive Company Supplemental Savings and Investment Plan, amended and restated, effective as of January 1, [removed: 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)] [added: 2022.](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm) [(](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm)[Registrant her](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm)[e](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm)[by inco](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm)[rporates by reference E](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm)[xhibit 10-J to i](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm)[ts](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm) [Annual Report on](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm) [Form 10-K for the year ended Decembe](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm)[r 31, 2022, File No. 1-644](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)[*](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit10-j12312022.htm)] | | |

| 21 | | | | | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit2112312022.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/21665/000002166524000003/exhibit2112312023.htm)] | | |

| 23 | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit2312312022.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/21665/000002166524000003/exhibit2312312023.htm)] | | |

| 24 | | | | | | [Powers of [removed: Attorney.](https://www.sec.gov/Archives/edgar/data/21665/000002166523000007/exhibit2412312022.htm)] [added: Attorney.](https://www.sec.gov/Archives/edgar/data/21665/000002166524000003/exhibit2412312023.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/21665/000002166523000007/exhibit31a12312022.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/21665/000002166524000003/exhibit31a12312023.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/21665/000002166523000007/exhibit31b12312022.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/21665/000002166524000003/exhibit31b12312023.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/21665/000002166523000007/exhibit3212312022.htm)] [added: 1350.*](https://www.sec.gov/Archives/edgar/data/21665/000002166524000003/exhibit3212312023.htm)] | | |

| 101 | | | | | | The following materials from Colgate-Palmolive Company’s Annual Report on Form 10-K for the year ended December 31, [removed: 2022,] [added: 2023,] 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. | | |

| 97 | | | | | | [Colgate-Palmolive Company Dodd-Frank Clawback Policy for the Recovery of Erroneously Awarded Compensation.](https://www.sec.gov/Archives/edgar/data/21665/000002166524000003/exhibit9712312023.htm) | | |

| 10-K | | | | | | [Form of Indemnification Agreement between Colgate-Palmolive Company and 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 10-K to its Annual Report on Form 10-K for the year ended 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. 1-644.)](https://www.sec.gov/Archives/edgar/data/21665/000002166518000006/exhibit10-k12312017.htm) | | |

| Date: February [removed: 16, 2023] [added: 15, 2024] | | | 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: 16, 2023,] [added: 15, 2024,] by the following persons on behalf of the registrant and in the capacities indicated.

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

| Gregory O. Malcolm [added: Executive] Vice President and Controller | | | | | | | | |

| Report of Independent Registered Public Accounting Firm (PCAOB ID 238) | | | [removed: [69](#ie2c8a1fe145a4d9e84716e302679ac62_118)] [added: [70](#iab936f8af82e46cea0670a9840c8518b_118)] | | |

| Consolidated Statements of Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] | | | [removed: [72](#ie2c8a1fe145a4d9e84716e302679ac62_121)] [added: [72](#iab936f8af82e46cea0670a9840c8518b_121)] | | |

| Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] | | | [removed: [73](#ie2c8a1fe145a4d9e84716e302679ac62_124)] [added: [73](#iab936f8af82e46cea0670a9840c8518b_124)] | | |

| Consolidated Balance Sheets as of December 31, [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] | | | [removed: [74](#ie2c8a1fe145a4d9e84716e302679ac62_127)] [added: [74](#iab936f8af82e46cea0670a9840c8518b_127)] | | |

| Consolidated Statements of Changes in Shareholders’ Equity for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] | | | [removed: [75](#ie2c8a1fe145a4d9e84716e302679ac62_130)] [added: [75](#iab936f8af82e46cea0670a9840c8518b_130)] | | |

| Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] | | | [removed: [76](#ie2c8a1fe145a4d9e84716e302679ac62_133)] [added: [76](#iab936f8af82e46cea0670a9840c8518b_133)] | | |

| Notes to Consolidated Financial Statements | | | [removed: [77](#ie2c8a1fe145a4d9e84716e302679ac62_139)] [added: [77](#iab936f8af82e46cea0670a9840c8518b_139)] | | |

| Schedule II - Valuation and Qualifying Accounts for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] | | | [removed: [124](#ie2c8a1fe145a4d9e84716e302679ac62_217)] [added: [123](#iab936f8af82e46cea0670a9840c8518b_223)] | | |

We also have audited the Company's internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in [removed: *Internal] [added: Internal] Control - Integrated [removed: Framework*] [added: Framework] (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2022] [added: 2023] 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: 2022,] [added: 2023,] based on criteria established in [removed: *Internal] [added: Internal] Control - Integrated [removed: Framework*] [added: Framework] (2013) issued by the COSO.

*Goodwill and Indefinite-Lived Intangible Asset [added: Annual] Impairment Assessments [removed: - Filorga*][added: for the Filorga Reporting Unit and a Certain Trademark*]

As described in Notes 2 and 5 to the consolidated financial statements, the Company’s [removed: balance of] goodwill [removed: related to the Filorga reporting unit] and [removed: the associated indefinite-lived] [added: other] intangible [removed: asset was $214] [added: assets, net balance were $3,410] million and [removed: $257] [added: $1,887] million, respectively, as of December 31, [removed: 2022.][added: 2023, and the goodwill associated with the Filorga reporting unit and a certain trademark were $221 million and $260 million, respectively.]

[removed: This method incorporates] [added: The Company used the income approach to determine the fair value of the Filorga reporting unit, indefinite-lived trademark and customer relationships that required] significant judgments and estimates by management regarding several key inputs, including future cash [removed: flows,] [added: flows consistent with management’s plans,] sales growth rates, [removed: discount] [added: customer attrition] rate, and the selection of [added: a] royalty [removed: rates,] [added: rate and a discount rate,] among others.

The principal considerations for our determination that performing procedures relating to the goodwill and indefinite-lived intangible asset [added: annual] impairment assessments [removed: of] [added: for the] Filorga [added: reporting unit and a certain trademark] is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the [added: Filorga] reporting unit and [removed: indefinite-lived intangible asset;] [added: a certain trademark;] (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 [removed: rate for the goodwill and indefinite-lived intangible asset, and the royalty rate for the indefinite-lived intangible asset;] [added: rate;] 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 [added: annual] impairment assessments, including controls over the valuation [removed: estimate] of the Filorga reporting unit and [removed: indefinite-lived intangible asset.][added: a certain trademark.]

These procedures also included, among others (i) testing management’s process for developing the fair value [added: estimate] of the [added: Filorga] reporting unit and [removed: indefinite-lived intangible asset;] [added: a certain trademark;] (ii) evaluating the appropriateness of the income [removed: approach;] [added: approaches used by management;] (iii) testing the completeness and accuracy of underlying data used in the income [removed: approach;] [added: approaches;] and (iv) evaluating the reasonableness of significant assumptions used by management related to the sales growth rates and discount [removed: rate for the goodwill and indefinite-lived intangible asset, and the royalty rate for the indefinite-lived intangible asset.][added: rate.]

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

Professionals with specialized skill and knowledge were used to assist in evaluating [added: (i)] the appropriateness of the income [removed: approach] [added: approaches] and [added: (ii)] the reasonableness of the discount rate [removed: and royalty rate significant assumptions.][added: assumption.]

| New York, New York February [removed: 16, 2023] [added: 15, 2024] | | | | | |

| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| Net sales | | | $ | [removed: 17,967] [added: 19,457] | | | | | $ | [removed: 17,421] [added: 17,967] | | | | | $ | [removed: 16,471] [added: 17,421] | |

| Cost of sales | | | [removed: 7,719] [added: 8,131] | | | | | | [removed: 7,046] [added: 7,719] | | | | | | [removed: 6,454] [added: 7,046] | | |

| Gross profit | | | [removed: 10,248] [added: 11,326] | | | | | | [removed: 10,375] [added: 10,248] | | | | | | [removed: 10,017] [added: 10,375] | | |

| Selling, general and administrative expenses | | | [removed: 6,565] [added: 7,151] | | | | | | [removed: 6,407] [added: 6,565] | | | | | | [removed: 6,019] [added: 6,407] | | |

| Other (income) expense, net | | | [removed: 69 | | |] [added: 24] | | | [removed: 65] | | | [added: 90] | | | [removed: 113] | | |

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

| Operating profit | | | [removed: 2,893] [added: 3,984] | | | | | | [removed: 3,332] [added: 2,893] | | | | | | [removed: 3,885] [added: 3,332] | | |

| Non-service related postretirement costs | | | [removed: 80 | | |] [added: 5] | | | [removed: 70] | | | [added: 15] | | | [removed: 74] | | |

| Interest (income) expense, net | | | [removed: 153] [added: 232] | | | | | | [removed: 175] [added: 153] | | | | | | [removed: 164] [added: 175] | | |

| Income before income taxes | | | [removed: 2,660] [added: 3,392] | | | | | | [removed: 3,087] [added: 2,660] | | | | | | [removed: 3,647] [added: 3,087] | | |

| Provision for income taxes | | | [removed: 693] [added: 937] | | | | | | [removed: 749] [added: 693] | | | | | | [removed: 787] [added: 749] | | |

| Net income including noncontrolling interests | | | [removed: 1,967] [added: 2,455] | | | | | | [removed: 2,338] [added: 1,967] | | | | | | [removed: 2,860] [added: 2,338] | | |

| Less: Net income attributable to noncontrolling interests | | | [removed: 182] [added: 155] | | | | | | [removed: 172] [added: 182] | | | | | | [removed: 165] [added: 172] | | |

| Net income attributable to Colgate-Palmolive Company | | | $ | [removed: 1,785] [added: 2,300] | | | | | $ | [removed: 2,166] [added: 1,785] | | | | | $ | [removed: 2,695] [added: 2,166] | |

| Earnings per common share, basic | | | $ | [removed: 2.13] [added: 2.78] | | | | | $ | [removed: 2.56] [added: 2.13] | | | | | $ | [removed: 3.15] [added: 2.56] | |

| Market Information | | | [124](#iab936f8af82e46cea0670a9840c8518b_226) | | |

As disclosed by management, determining the fair value of the Company’s reporting units for goodwill and the fair value of its intangible assets requires significant estimates and judgments by management.

When a quantitative analysis is performed, management uses the income approach, which requires several estimates, including future cash flows consistent with management’s strategic plans, sales growth rates and the selection of royalty rates and discount rates.

| Less: Net income attributable to noncontrolling interests | | | 155 | | | | | | 182 | | | | | | 172 | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 2,300 | | | | | | — | | | | | | 155 | | |

| Other comprehensive income (loss), net of tax | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 117 | | | | | | (42) | | |

| Dividends ($1.91)/per share* | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (1,584) | | | | | | — | | | | | | (170) | | |

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

| Balance, December 31, 2023 | | | $ | 1,466 | | | | | $ | 3,808 | | | | | $ | — | | | | | $ | (26,017) | | | | | $ | 25,289 | | | | | $ | (3,937) | | | | | $ | 348 | |

| Net income including noncontrolling interests | | | $ | 2,455 | | | | | $ | 1,967 | | | | | $ | 2,338 | |

| ERISA litigation matter | | | 267 | | | | | | — | | | | | | — | | |

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

In December 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” This ASU improves the transparency of income tax disclosure by requiring consistent categories and greater disaggregation of information in the rate reconciliation, and income taxes paid disaggregated by jurisdiction.

This guidance is effective for the Company for fiscal years beginning after December 15, 2024.

We are currently assessing the impact of this guidance on our disclosures.

In December 2023, the FASB issued ASU No. 2023-08, “Intangibles—Goodwill and Other—Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets.” This ASU improves the accounting for certain crypto assets by requiring companies to measure them at fair value for each reporting period with changes in fair value recognized in net income.

This guidance is effective for the Company for fiscal years beginning after December 15, 2024 and is not expected to have an impact on the Company’s Consolidated Financial Statements.

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” This ASU modified the disclosure and presentation requirements primarily through enhanced disclosures of significant segment expenses and other segment items.

This guidance is effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

We are currently assessing the impact of this guidance on our disclosures.

In October 2023, the FASB issued ASU No. 2023-06, “Disclosure Improvements-Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative.” This ASU modified the disclosure and presentation requirements of a variety of codification topics by aligning them with the SEC’s regulations.

In August 2023, the FASB issued ASU No. 2023-05, “Business Combinations-Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement.” This ASU requires a joint venture to initially measure all contributions received upon its formation at fair value.

In March 2023, the FASB issued ASU No. 2023-01, “Leases (Topic 842): Common Control Arrangements.” This ASU clarified the accounting for leasehold improvements for leases under common control.

The Company adopted the guidance beginning on January 1, 2023, except for the roll-forward information, which is effective for the Company beginning on January 1, 2024.

See Note 16, Supplier Finance Programs to the Consolidated Financial Statements for additional information.

| Goodwill | | | 413 | | |

| Gross Profit | | | $ | 1 | | | | | $ | — | | | | |

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

| | | | Twelve Months Ended December 31, | | | | | | | | | | | | Program-to-date Accumulated Charges | | |

| | | | 2023 | | | | | | 2022 | | | | | | | | |

Since the inception of the 2022 Global Productivity Initiative, the Company has incurred cumulative pretax charges of $142 ($112 aftertax) in connection with the implementation of various projects as follows:

| | | | Cumulative Charges | | |

| Employee-Related Costs | | | $ | 126 | |

| Incremental Depreciation | | | — | | |

| Asset Impairments | | | 1 | | |

| Total | | | $ | 142 | |

| Charges | | | | | | 24 | | | | | | — | | | | | | — | | | | | | 8 | | | | | | 32 | | |

| Cash Payments | | | | | | (45) | | | | | | — | | | | | | — | | | | | | (10) | | | | | | (55) | | |

| Charges against assets | | | | | | (5) | | | | | | — | | | | | | (1) | | | | | | — | | | | | | (6) | | |

| Foreign exchange | | | | | | 6 | | | | | | — | | | | | | — | | | | | | — | | | | | | 6 | | |

COLGATE-PALMOLIVE COMPANY

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

During the fourth quarter of 2022, management concluded that the changes in circumstances in the Filorga reporting unit triggered the need for an interim impairment review of its indefinite-lived trademark and goodwill.

As a result of the impairment test, management concluded that the carrying value of the trademark exceeded its estimated fair value, and recorded an impairment charge of $300 million, reducing its carrying value to $257 million as of December 31, 2022.

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.

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

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

(Dollars in Millions Except Share and Per Share Amounts)

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

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

| Balance, January 1, 2020 | | | $ | 1,466 | | | | | $ | 2,488 | | | | | $ | (2) | | | | | $ | (22,063) | | | | | $ | 22,501 | | | | | $ | (4,273) | | | | | $ | 441 | |

| Net income | | | | | | | | | | | | | | | | | | | | | | | | | | | 2,695 | | | | | | | | | | | | 165 | | |

| Dividends ($1.75)/per share* | | | | | | | | | | | | | | | | | | | | | | | | | | | (1,502) | | | | | | | | | | | | (152) | | |

| Noncontrolling interests acquired | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (99) | | |

| Purchases of non-controlling interests in subsidiaries | | | — | | | | | | — | | | | | | (99) | | |

Notes to Consolidated Financial Statements (continued)

In November 2021, the FASB issued ASU No. 2021-10, “Government Assistance (Topic 832).” This ASU requires increased disclosure on an annual basis about transactions with domestic, foreign, local, regional and national governments, including entities related to those governments and intergovernmental organizations, that are accounted for by applying a grant or contribution accounting model by analogy to other accounting guidance.

In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” which provides optional expedients and exceptions for applying generally accepted accounting principles (“GAAP”) to contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform.

In January 2021, the FASB issued ASU No. 2021-01, “Reference Rate Reform (Topic 848): Scope,” which clarified that certain optional expedients and exceptions in Topic 848 apply to derivatives that are affected by the discounting transition due to reference rate reform.

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).

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.

| Goodwill | | | 418 | | |

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

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

| | | | 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Europe | | | 2,415 | | | | | | — | | | | | | (367) | | | | | | (146) | | | | | | 1,902 | | |

| Total Goodwill | | | $ | 3,824 | | | | | $ | — | | | | | $ | (367) | | | | | $ | (173) | | | | | $ | 3,284 | |

In the fourth quarter of 2021, the Company made revisions to the internal forecasts relating to its Filorga reporting unit due primarily to the impact of the COVID-19 pandemic on the Filorga skin health business as a result of government restrictions and reduced consumer mobility, which negatively impacted consumption in the duty-free, travel retail and pharmacy channels.

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

After adjusting the carrying value of the trademark, the Company completed a quantitative impairment test for goodwill and recorded a goodwill impairment charge of $367 in the Filorga reporting unit, reducing the carrying value of goodwill to approximately $577.

The Company used the income approach to determine the fair value of the Filorga reporting unit, indefinite-lived trademark and customer relationships that required significant judgments and estimates by management regarding several key inputs, including future cash flows consistent with management’s plans, sales growth rates, customer attrition rate, and the selection of royalty rate and a discount rate, among others.

| Notes | | | | | | 2.6% | | | | | | 2023 | | | \- | | | 2078 | | | | | | $ | 6,933 | | | | | $ | 5,958 | |

| Commercial paper | | | | | | 2.1% | | | | | | 2023 | | | | | | | | | | | | 1,778 | | | | | | 1,204 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | 8,755 | | | | | | 7,206 | | |

| 2024 | | | 510 | | |

| Thereafter | | | 3,873 | | |

During the fourth quarter of 2021, the Company issued €500 of eight-year notes at a fixed coupon rate of 0.300%.

The debt issuance was under the Company’s shelf registration statement.