Clorox (CLX) 10-K risk factor changes: FY2024 vs FY2023

Unfavorable and uncertain general economic and geopolitical conditions beyond [removed: our] [added: the Company's] control could negatively impact [removed: our] [added: its] financial results.

Unfavorable general economic factors that are beyond [removed: our] [added: the Company's] control have materially adversely affected, and could continue to materially adversely affect, [removed: our] [added: its] business, results of operations, financial condition and liquidity.

These factors include, but are not limited to, supply chain disruptions, labor shortages, wage pressures, [removed: rising inflation] [added: ongoing elevated levels of inflation, recession] and economic [removed: slowdown or growing recession risk,] [added: slowdown,] as well as housing markets, consumer credit availability, consumer debt levels, fuel and energy costs (for example, the price of [removed: gasoline),] [added: gasoline or alternative energy sources), rising] interest rates, tax rates and policy, unemployment trends, the impact of natural disasters, [removed: pandemics,] [added: pandemics/epidemics,] civil disturbances and terrorist activities, foreign currency exchange rate fluctuations, conditions affecting the retail environment for [added: the Company's] products [removed: sold by us] and other matters that influence consumer demand, spending and preferences that could impact the demand for [removed: our] [added: the Company's] products and negatively impact [removed: our] [added: its] net sales and results of operations.

In addition, [removed: the COVID-19 pandemic,] geopolitical instability, including the [removed: conflict] [added: conflicts] in Ukraine and [added: the Middle East and] rising tensions between China and Taiwan, actual and potential shifts in U.S. and [removed: foreign,] [added: foreign] trade, economic and other policies, including as a result of escalating trade tensions between the U.S. and its trading partners, including China, as well as other global events, have significantly increased global macroeconomic uncertainty and volatility.

Sustained macroeconomic uncertainty and volatility and geopolitical [removed: instability] [added: instability, including relating to the results of elections,] could undermine global consumer confidence and could continue to reduce consumers’ purchasing power, thereby reducing demand for [removed: our] [added: the Company's] products, and continue to disrupt global supply chains, impacting the availability and [added: cost of transportation, logistics, raw materials, commodities, labor and packaging.]

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This uncertainty and volatility also make it difficult for the Company, as well as its customers, suppliers, distributors and business partners to anticipate the resulting impacts and to accurately forecast and plan future business activities, which may, in turn, cause customers to limit their purchase orders or affect their ability to pay amounts owed to [removed: us] [added: the Company] in a timely manner or at all, or adversely affect [removed: our] [added: its] business partners' ability to supply or provide [removed: services to us.][added: services.]

[removed: We have] [added: The Company has] experienced, and [removed: expect] [added: expects] to continue to experience, the indirect impacts of the [removed: conflict] [added: conflicts] in [removed: Ukraine,] [added: Ukraine and the Middle East,] including increases in the cost of raw and packaging materials and commodities (including the price of oil), supply chain and logistics [removed: challenges and foreign currency volatility,] [added: challenges,] and it is not possible to predict the broader or longer-term consequences of [removed: this conflict] [added: these conflicts] or the sanctions and export controls imposed in response to [removed: the] [added: each] conflict.

The situation continues to evolve and significant uncertainties regarding the full impact of [removed: the conflict in Ukraine] [added: these conflicts] or the related impacts on the global economy and geopolitical relations remain.

Increasing unfavorable macroeconomic and geopolitical [removed: conditions, including growing recession risk,] [added: conditions have caused, and] may also lead [removed: to] [added: to, recession risk,] increased credit and collectability risks, higher borrowing costs or reduced availability of capital and credit markets, reduced liquidity, asset impairments, declines in the value of [removed: our] [added: the Company's] financial instruments, and failures of counterparties including financial institutions and insurers.

If any financial institution party to [removed: our] [added: the Company's] credit or other financing arrangements were to declare bankruptcy or become insolvent, they may be unable to perform under their agreements with [removed: us,] [added: the Company,] which could [removed: leave us with] [added: result in] reduced borrowing capacity.

In addition, if any parties with which [removed: we conduct] [added: the Company conducts] business are unable to access funds pursuant to such instruments or lending arrangements with such a financial institution, such parties’ ability to continue to fund their business and perform their obligations to [removed: us] [added: the Company] could be adversely affected.

Any of these factors could negatively and materially impact [removed: our] [added: the Company's] business, financial condition, and results of operations.

In addition, a growing number of alternative sales channels and business models, such as niche brands, native online brands, private label and store brands, direct-to-consumer brands and channels and discounter channels, have [removed: emerged in the markets we serve.][added: emerged.]

Further, consumer preferences continue to evolve due to a number of factors, including inflation which could cause consumers to purchase a smaller pack or quantity of a product or a lower priced alternative to the Company's products; fragmentation of the consumer market and changes in consumer demographics, which includes the aging of the general population and the emergence of millennial and younger generations who have different spending, consumption and purchasing habits; evolving consumer concerns or perceptions regarding ESG practices of manufacturers, including the [added: environmental impacts of products and the] sourcing and sustainability of packaging materials, such as single-use plastics; a growing demand for natural or organic products and ingredients; evolving consumer concerns or perceptions (whether accurate or inaccurate) regarding the effects of ingredients or substances present in certain consumer products; changing consumer sentiment toward non-local products or sources; and changing perceptions of environmental impacts (including packaging, energy and water use and waste management).

Any significant changes in consumer preferences or behavior, such as [removed: less] time spent at [removed: home,] [added: home or in shared public spaces,] could materially [removed: and] [added: and/or] negatively impact demand for the Company's products and, in turn, the Company's net sales and results of operations.

[removed: Consumer preferences are also influenced by perception of the Company’s brand image or the brand images of its] products, the success of advertising and marketing campaigns, the Company’s ability to engage with consumers in the manner they prefer, including through the use of digital media or assets, and the perception of the Company’s advertising, use of social media and engagement in political and social [removed: issues.][added: issues, and geopolitical events.]

If [removed: we are] [added: the Company is] not successful in continuing to adapt to [added: rapidly] changing consumer preferences and market dynamics or expanding sales through e-commerce retailers or alternative retail channels, [added: consumers may reduce] the [added: purchase of the] Company's [added: products, which could negatively impact its] business, financial condition and results of [removed: operations may be negatively impacted.][added: operations.]

Sales growth objectives may be difficult to achieve, [removed: the Company may not be able to successfully implement price increases,] and market and category declines and changes to the Company’s product and geographic mix may adversely impact the Company’s financial condition and results of operations.

During fiscal year [removed: 2023,] [added: 2024,] 84% of the Company’s net sales were attributable to U.S. markets, including U.S. territories.

If the Company is unable to increase market share in existing product lines, develop product innovations, undertake sales, marketing and advertising initiatives that grow its product categories, effectively adopt [removed: new] [added: and leverage existing and emerging] technologies, such as artificial intelligence or machine learning, and/or develop, acquire or successfully launch new products or brands, it may not achieve its sales growth objectives.

Increased purchases of “private label” products or other lower priced brands could negatively impact net sales of the Company’s higher-margin products or there could be a shift in product mix to lower-margin offerings, especially at a time of ongoing inflationary pressure, and this would negatively impact [removed: our] [added: its] net earnings and profits.

The Company’s products generally compete on the basis of product performance, brand reputation and recognition, image and [removed: price.][added: price, thereby requiring substantial expenditures for advertising, sales promotion and trade merchandising to gain and maintain market position.]

[removed: Advertising, promotion, merchandising and packaging also have significant impacts on consumer purchasing decisions, and the] [added: The] Company is [added: also] increasingly using digital media marketing and promotional programs to reach consumers.

If the Company’s advertising, marketing and promotional programs, including its use of digital and social [removed: media to reach consumers,] [added: media,] are not effective or adequate, the Company’s net sales may be negatively impacted.

These competitors, as well as new market entrants, may be able to spend more aggressively on advertising and promotional activities, introduce competing products more quickly, adopt new technology, such as artificial intelligence and machine learning, more [removed: quickly, successfully] [added: quickly] and [removed: effectively,] [added: successfully,] and respond more effectively to changing business and economic conditions [added: and consumer preferences] than the Company can.

Net sales to the Company’s largest customer, Walmart Stores, Inc. and its affiliates, were [removed: 26%,] 25%, [added: 26%] and 25% of consolidated net sales for the fiscal years ended June 30, [removed: 2023, 2022,] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] respectively, and occurred across all of the Company’s reportable segments.

The Company’s five largest customers accounted for nearly half of the Company’s consolidated net sales for each of the fiscal years [removed: 2023, 2022,] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] and a significant portion of the Company’s future revenues may continue to be derived from a small number of customers.

In addition, the use of the latest technology by [removed: our] [added: its] customers [added: regarding pricing may lead to category pricing pressures.]

Consistent with the ongoing variability in information technology [added: (IT)] systems industry-wide, [removed: our information technology] [added: the Company's IT] platforms may not be fully compatible at all times with those used by [removed: our customers.][added: its customers and may not be able to respond to customer data or technology demands.]

[removed: Furthermore, any] [added: Any] loss of a key customer or a significant reduction in net sales to a key [removed: customer, even if such loss or reduction relates to a key] customer of [added: the Company or] a business unit [removed: of the Company,] could have a material adverse effect on the Company’s business, financial condition and results of operations.

Accordingly, customers could reduce their purchasing levels or cease buying products from the Company at any [removed: time and for any reason.][added: time.]

If the Company does not effectively respond to the demands of its customers, they could decrease their [removed: purchases from the Company,] [added: purchases,] causing the Company’s net sales and net earnings to decline.

Furthermore, unfavorable market conditions or competitive pressures may cause [removed: the Company’s] customers to reevaluate the number and mix of brands they sell, resulting in lower purchases of the Company’s products by these customers.

[removed: We regularly review the financial strength of our key customers and, where appropriate,] [added: The Company may also] modify [added: key] customer credit [removed: limits,] [added: limits due to customer financial strength,] which may have an adverse impact on future sales.

With the growing trend towards retailer consolidation, both in the U.S. and internationally, the continued growth of e-commerce and the integration of traditional and digital operations at key retailers, [removed: we are] [added: the Company is] increasingly dependent on certain retailers.

This trend has resulted in the increased size and influence of large consolidated retailers, who have in the past changed, and may in the future change, their business [removed: strategies,] [added: strategies;] demand lower [removed: pricing,] [added: pricing] or higher trade [removed: discounts or] [added: discounts;] impose other burdensome requirements on product [removed: suppliers] [added: suppliers;] or move away from branded products to [removed: “private label”.][added: "private label." These large consolidated companies could also exert additional competitive pressure on the Company’s other customers, which could in turn lead to such customers demanding lower pricing, higher trade discounts or special packaging or imposing other onerous requirements on the Company.]

If [removed: the Company] [added: a significant customer] ceases doing business with [removed: a significant customer] or [removed: if sales of its products to a significant customer] materially [removed: decrease due to customer inventory reductions or otherwise,] [added: decreases its purchase of] the [added: Company's products, the] Company’s business, financial condition and results of operations may be harmed.

The Company [removed: is also in the process of implementing its streamlined operating model and] [added: continues] executing organizational change, which may impact hiring and retention efforts.

The [removed: Company’s] [added: Company's] ability to attract [removed: or] [added: and] retain [removed: qualified personnel in the future] [added: talent] has been and may continue to be impacted by a number of factors, including [removed: the labor market,] employee morale, [removed: our] [added: its] reputation, competition from other employers and availability of qualified individuals in key geographic areas such as the San Francisco Bay [removed: Area.][added: Area, and challenges in the labor market, particularly in the U.S., which has increasing labor costs, sustained labor shortages, and changing worker and talent market expectations around flexible work models and relocation.]

These situations are evolving, and there is significant uncertainty as to their full or related impacts on the global economy and geopolitical relations, in general, and on the Company’s business, in particular.

These geopolitical conflicts and tensions may also heighten other risks

disclosed in this Report, any of which could have an adverse impact on the Company’s business, results of operations, cash flows and/or financial condition.

The Company has implemented price increases and may implement additional price increases in the future, including to account for increasing costs, which may adversely affect sales volumes.

Consumer preferences are also influenced by perception of the brand image of the Company and its

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Additionally, marketing initiatives

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In addition, the legal, regulatory and ethical landscape around the use of artificial intelligence and machine learning is rapidly evolving.

The Company’s ability to adopt this emerging technology in an effective and ethical manner may impact its reputation and ability to compete, and this technology could be, among other things, false, biased, or inconsistent with the Company’s values and strategies.

Further, the use of generative artificial intelligence tools may compromise confidential or sensitive information, put the Company’s intellectual property at risk, or subject the Company to claims of intellectual property infringement, all of which could damage the Company's reputation.

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anticipated levels of market acceptance.

The Company may not be able to fully recoup the cost of unsuccessful product introductions or may experience a decline in sales of existing products as a result of consumer adoption of its new products, both of which could materially adversely affect the Company’s business, net earnings, margins, financial condition and results of operations.

- manage other unanticipated problems or liabilities, including relating to a system shutdown, service disruption, or cyberattack on an acquired company’s IT/operational technology (OT) systems.

In addition, to the extent that the economic benefits associated with an acquisition

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or investment diminish in the future or the performance of an acquired company or business is less robust than expected, the Company may be required to record impairments of intangible assets.

If the Company is unable to complete a divestiture or successfully transition a divested business, including the effective management of the related separation and overhead costs, transition services, and the maintenance of relationships with customers, suppliers, and other business partners, its business and financial results could be negatively impacted.

For example, in March 2024, the Company completed the sale of its Argentina business, which consisted of two production plants in Argentina as well as the rights to the Company’s brands in Argentina, Uruguay and Paraguay, and in July 2024, the Company entered into a definitive agreement to sell its Better Health VMS business.

The Better Health VMS transaction is expected to close in the first quarter of fiscal year 2025.

As a result of these transactions, the Company recorded a loss for the sale of its Argentina business in the third quarter of fiscal year 2024 and expects to record a loss for the sale of its Better Health VMS business during the first quarter of fiscal year 2025.

- Sustained labor shortages or increased turnover rates.

On Monday, August 14, 2023, the Company disclosed it had identified unauthorized activity on some of its IT systems.

That activity began on Friday, August 11, 2023 and after becoming aware of it that evening, the Company immediately began taking steps to stop and remediate the activity.

The Company also took certain systems offline and engaged third-party cybersecurity experts to support its investigation and recovery efforts.

The Company implemented its business continuity plans, including

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manual ordering and processing procedures at a reduced rate of operations in order to continue servicing its customers.

However, the incident resulted in wide-scale disruptions to the Company’s business operations throughout the remainder of the quarter ended September 30, 2023 and negatively impacted fiscal year 2024 results, though some of the anticipated net sales not recognized in the first quarter of fiscal year 2024 as a result of the disruptions were recognized in the later quarters of fiscal year 2024.

The impacts of these system disruptions included order processing delays and significant product outages, resulting in a negative impact on net sales and earnings.

The Company has since transitioned back to automated order processing.

The Company experienced lessening operational impacts starting in the second quarter of fiscal year 2024 and has since returned to substantially normalized operations.

The cyberattack may also lead to additional regulatory scrutiny or litigation exposure.

These activities may result in unauthorized access, disclosure and misuse of customer, employee, vendor, Company, or consumer information, including personal consumer information obtained through online and e-commerce sales, and online activities, including promotions, rebates and customer loyalty programs, as well as increased costs related to the Company’s involvement in investigations or notifications conducted by the Company’s business partners.

The rapid evolution and increased adoption of emerging technologies, such as artificial intelligence, may also increase the frequency and magnitude of cyberattacks on the Company and amplify its cybersecurity risks.

The need to coordinate with various third-party service providers, including with respect to timely notification and access to personnel and information concerning an incident, may complicate the Company’s efforts to address issues that arise.

As a result, the Company is subject to the risk that the activities associated with its third-party service providers can adversely affect its business, financial condition and results of operations, even if the attack or breach does not directly impact its systems or information.

Continued geopolitical instability has also heightened the risk of cyberattacks.

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cost of transportation, logistics, raw materials, commodities, labor and packaging.

The Company has implemented price increases and may implement additional price increases in the future, which may slow sales growth or create volume declines in the short term as customers and consumers adjust to these price increases.

A newly introduced consumer product (whether improved or newly developed) usually encounters intense competition requiring substantial expenditures for advertising, sales promotion and trade merchandising.

If a product gains consumer acceptance, it typically requires continued advertising, promotional support and product innovations to maintain its relative market position.

regarding pricing may lead to category pricing pressures.

Therefore, it may or may not have an impact on our ability to respond to customer demands specific to data or technology.

These large consolidated companies could also exert additional competitive pressure on the Company’s other customers, which could in turn lead to such customers demanding lower pricing, higher trade discounts or special packaging or imposing other onerous requirements on the Company.

The labor market for these employees is very competitive, and wages and compensation costs continue to increase.

Our ability to attract and retain talent has been and may continue to be impacted by challenges in the labor market, particularly in the U.S., which has experienced wage inflation, sustained labor shortages, a shift toward remote work and the effects of COVID-19.

In addition, labor costs in the U.S. continue to rise, and our industry has experienced a shortage of workers.

Labor is one of the primary components in the cost of operating our business.

Labor shortages, higher employee turnover rates and labor union organizing efforts could also lead to disruptions in our business.

We may be unable to increase prices of our products in order to pass future increased labor costs onto our customers, in which case our margins would be negatively affected.

Additionally, if we increase product prices to cover increased labor costs, the higher prices could adversely affect sales volumes.

Despite these efforts or if the Company is not successful in achieving its goals or provides materially inaccurate information,

If product introductions are not successful, costs associated with these efforts may not be fully recouped and the Company’s net earnings or margins could be adversely affected.

In addition, if sales generated by new products cause a decline in sales of the Company’s existing products, the Company’s business, financial condition and results of operations could be materially adversely affected.

- Significant decrease or volatility in sales of or demand for the Company's primary products due to the transition from a pandemic to endemic state;

- Sustained labor shortages or increased turnover rates (see "Loss of or inability to attract key personnel could adversely impact the Company's business" in this section).

- manage other unanticipated problems or liabilities.

In addition, to the extent that the economic benefits associated with an acquisition or investment diminish in the future or the performance of an acquired company or business is less robust than expected, we may be required to record impairments of intangible assets, such as the $362 million post-tax noncash impairment charge that the Company recorded during the third quarter of fiscal year 2023, as a result of an adjustment to the carrying values of goodwill and certain indefinite-lived trademarks in the VMS business.

These relationships may not generate the level of sales we anticipate when entering into the relationship or may otherwise adversely impact our business, reputation, financial condition and results of operations.

In addition, even if the Company increases the prices of its products in response to increases in the cost of commodities or other cost increases, it may not be able to sustain its price increases.

For further information regarding the Company’s use of derivative instruments, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Exhibit 99.1.

See "Volatility and increases in the costs of raw materials, energy, transportation, labor and other necessary supplies or services have negatively impacted, and may continue to negatively impact, the Company’s net earnings and cash flow" in this section.

This could result in out-of-stock conditions, and its results of operations and relationships with customers could be adversely affected if new or existing suppliers are unable to meet any standards set by the

The Company also requires new and existing suppliers to meet its ethical and business partner standards, and if our existing or new suppliers fail to meet such standards or if we are unable to contract with suppliers on favorable terms, our business, results of operations, cash flows and financial condition could be adversely affected.

Suppliers may also have to meet governmental and industry standards and any relevant standards required by the Company’s customers, which may require additional investment and time on behalf of suppliers and the Company.

Furthermore, the Company sells certain of its natural personal care products, vitamins, minerals, supplements and other products directly to consumers online and through websites, mobile apps and connected devices, and the Company also engages in online activities, including promotions, rebates and customer loyalty and other programs, through which it may receive personal information.

Through the use of any of these information and operational technology systems or processes, the Company or its vendors have in the past and could in the future again experience cyber-attacks, privacy breaches, data breaches or other incidents that may result in unauthorized access, disclosure and misuse of consumer, customer, employee, vendor or Company information, especially as the Company continues operating under a hybrid working model under which employees can work and access the Company’s technology infrastructure remotely.

The Company’s information and operational technology systems and its third-party providers’ systems, have been, and will likely continue to be, subject to cyber-threats such as computer viruses or other malicious codes, ransomware, unauthorized access attempts, business email compromise, cyber extortion, denial of service attacks, phishing, social engineering, hacking and other cyberattacks attempting to exploit vulnerabilities.

To date, the Company is not aware that its business or operations have been materially impacted by these cyberattacks.

fines, penalties, regulatory proceedings, and litigation and remediation expenses.

In addition, such incidents could result in unauthorized disclosure and misuse of material confidential information, including personal information.

A breach or other breakdown in the Company’s technology, including a cyber-attack, privacy breach, data breach or other incident involving the Company or any of the Company's third-party service providers or vendors, that results in unauthorized disclosure or significant unavailability of business, financial, personal or stakeholder information could adversely affect the Company’s financial condition and results of operations.

In addition, if the Company’s service providers, suppliers or customers experience a breach or unauthorized disclosure or system failure, their businesses could be disrupted or otherwise negatively affected, which may result in a disruption in the Company’s supply chain or reduced customer orders or other business operations disruption, which would adversely affect the Company.

These risks also may be present to the extent any of our partners, distributors, joint venture partners or suppliers using separate information or operational technology systems, not integrated with the systems of the Company, suffers a cybersecurity incident and could result in increased costs related to our involvement in investigations or notifications conducted by these third parties.

These risks may also be present to the extent a business we have acquired, that does not use our information or operational technology systems, experiences a system shutdown, service disruption, or cybersecurity incident.

In addition, there is a possibility that the continuing conflict in Ukraine could result in cyberattacks that could either directly or indirectly affect our operations.

The upgrade poses several challenges, including training of personnel, migration of data and the potential instability of the new system.

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| | | | for the fiscal year ended | | | June 30, [removed: 2023] [added: 2024] | | |

][added: logo.jpg](https://www.sec.gov/Archives/edgar/data/21076/000002107624000030/clx-20240630_g1.jpg)]

The aggregate market value of the registrant’s common stock held by non-affiliates as of December [removed: 30, 2022] [added: 29, 2023] (the last business day of the registrant’s most recently completed second fiscal quarter) was approximately [removed: $17.3] [added: $17.7] billion.

As of July [removed: 25, 2023,] [added: 23, 2024,] there were [removed: 123,825,993] [added: 123,861,545] shares of the registrant’s common stock outstanding.

Portions of the registrant’s definitive proxy statement for the [removed: 2023] [added: 2024] Annual Meeting of Stockholders (the “Proxy Statement”), to be filed within 120 days after June 30, [removed: 2023,] [added: 2024,] are incorporated by reference into Part III, Items 10 through 14 of this Annual Report on Form 10-K.

FOR THE FISCAL YEAR ENDED JUNE 30, [removed: 2023][added: 2024]

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This Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2023] [added: 2024] (this Report), including the exhibits hereto and the information incorporated by reference herein, contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act), [added: including, among others, statements regarding the expected or potential impact of the Company’s operational disruption stemming from a cyberattack,] and any such forward-looking statements involve risks, assumptions and uncertainties.

Words such as “could,” “may,” “expects,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “will,” “predicts” and variations on such words, and similar expressions that reflect our current views with respect to future events and operational, economic and financial [removed: performance,] [added: performance] are intended to identify such forward-looking statements.

The Clorox Company is a leading multinational manufacturer and marketer of consumer and professional products with fiscal year [removed: 2023] [added: 2024] net sales of [removed: $7.4] [added: $7.1] billion and about [removed: 8,700] [added: 8,000] employees worldwide as of June 30, [removed: 2023.][added: 2024.]

Clorox markets some of the most trusted and recognized consumer brand names, including its namesake bleach, cleaning and disinfecting products; Pine-Sol® and Tilex® cleaners; Liquid-Plumr® clog removers; Poett® home care products; Glad® bags and wraps; Fresh Step® cat litter; Kingsford® grilling products; Hidden Valley® dressings, dips, seasonings and sauces; [added: Brita® water-filtration products;] Burt’s Bees® natural personal care products; [removed: Brita® water-filtration products;] and Natural Vitality®, RenewLife®, NeoCell® and Rainbow Light® vitamins, minerals and supplements.

The Company's IGNITE strategy accelerates innovation in key areas of the business to drive growth and deliver value for all [removed: Company's] [added: Company] stakeholders.

[removed: Since launching in 2019,] IGNITE focuses on four strategic choices aimed at fueling long-term, profitable growth; innovating consumer experiences; reimagining how the company and its people work; and continuously evolving the product portfolio.

Guided by its IGNITE strategy and underpinned by its enduring values, the Company remained focused on making significant investments in its strong brands, strategic digital capabilities and streamlined operating model to drive long-term value [removed: creation while supporting category growth and market share improvements.][added: creation.]

Together [removed: these] [added: with] factors [added: such as continued inflation, a consumer who remains under pressure and economic volatility in certain geographic markets, this] created a dynamic operating environment as the Company continued its efforts to drive growth, rebuild margin and deliver transformation.

[removed: Despite macroeconomic headwinds and trends in fiscal year 2023,] [added: While net sales decreased mainly due to] the [added: disruptions caused by the cyberattack, the] Company rebuilt gross margin [removed: and grew net sales by 4%] primarily due to [removed: cost-justified] [added: the benefit of] pricing actions and continued positive returns from its trademark cost savings program.

[added: Diluted] net earnings per share (EPS) [removed: decreased 68%] [added: increased 88%] compared to the year-ago period, largely driven by a [added: lapping] noncash impairment charge [removed: of $445 million ($362 million after tax)] in the [added: Better Health] Vitamins, Minerals and Supplements [added: (VMS) business from the year-ago period, partially offset by the loss relating to the divestiture of the Argentina] business, continued [removed: investment] [added: investments] in the Company's long-term strategic digital capabilities and productivity enhancements [removed: as well as the] [added: and charges relating to] implementation of the Company's streamlined operating model.

The Company's transformation efforts continued throughout fiscal year [removed: 2023.][added: 2024.]

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

| | | | | | | [I](#icab3393e30bd45ca9ac4dccb176e827d_911)[tem 1.C.](#icab3393e30bd45ca9ac4dccb176e827d_911) | | | | | | [C](#icab3393e30bd45ca9ac4dccb176e827d_911)[ybersecurity](#icab3393e30bd45ca9ac4dccb176e827d_911) | | | [21](#icab3393e30bd45ca9ac4dccb176e827d_911) | | |

| | | | | | | | | | | | | [I](#icab3393e30bd45ca9ac4dccb176e827d_941)[nformation](#icab3393e30bd45ca9ac4dccb176e827d_941) [About](#icab3393e30bd45ca9ac4dccb176e827d_941) [O](#icab3393e30bd45ca9ac4dccb176e827d_941)[ur Executive Officers](#icab3393e30bd45ca9ac4dccb176e827d_941) | | | [24](#icab3393e30bd45ca9ac4dccb176e827d_941) | | |

| [Signatures](#icab3393e30bd45ca9ac4dccb176e827d_106) | | | | | | | | | | | | | | | [35](#icab3393e30bd45ca9ac4dccb176e827d_106) | | |

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

In addition, integrated environmental, social and governance (ESG) goals help drive long-term value for the Company and its stakeholders.

The Company entered fiscal year 2024 having delivered strong execution against its IGNITE goals during the prior fiscal year.

In August 2023, a cyberattack created significant disruption to the Company's operations.

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

Despite these headwinds, in fiscal year 2024 the Company has recovered from the cyberattack while advancing its goals to build a stronger, more resilient company.

The Company also launched numerous innovations and new products in fiscal year 2024, including seven new Hidden Valley Ranch flavors, a new lineup of Pine-Sol concentrated multi-surface cleaners, new Scentiva Disinfecting Mist and Toilet Bowl Cleaning Gel, Clorox Toilet Bomb Foaming Toilet Bowl Cleaner, Kingsford High Heat and Low and Slow charcoal briquettes and the Brita Refillable Water Filtration System.

In March of 2024, the Company completed the divestiture of its Argentina business, which consisted of its production plants in Argentina as well as the rights to the Company's brands in Argentina, Uruguay and Paraguay.

The transaction is in support of the Company's IGNITE strategy and the commitment to evolve its portfolio to increase focus on its core business to drive more consistent, profitable growth.

As announced in August 2021, the Company plans to invest in transformative technologies and processes over a five-year period.

The total incremental transformational investment is expected to be $560 to $580 million, compared to the previous estimate of approximately $500 million.

The increased estimate includes impacts from delays as a result of the cyberattack.

The implementation timeline is unchanged.

In fiscal year 2024, the Company completed the implementation of its streamlined operating model to help meet its objectives of driving growth and productivity.

Clorox continued to work toward its environmental, social and governance (ESG) goals, which are embedded into the IGNITE strategy and throughout the business.

The Company prioritizes greenhouse gas emission reductions and reducing plastic and other waste.

Clorox continues to invest in talent development initiatives across all levels and functions.

Through both funding and employee volunteering, The Clorox Company Foundation extends Clorox’s people-centered impact by promoting well-being and inclusivity within communities.

The Foundation works to support communities on important matters including health and safety, education and racial justice.

For the second consecutive year, Clorox earned the top ranking on Barron’s 100 Most Sustainable U.S. Companies list, which considers a number of metrics, including activities in support of sustainability, employee experience, inclusive representation and corporate governance structure.

The Company was also recognized by Fortune as One of America's Most Innovative Companies and listed as One of The Most Trustworthy Companies in America by Newsweek.

Clorox was also named to Wall Street Journal's 250 Best Managed Companies and Newsweek's America's Most Responsible Companies and America's Greenest Companies lists.

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

Raw materials were generally available during fiscal year 2024 with minimal constraints.

While the Company does not expect supply constraints in fiscal year 2025, supply risk may result from external factors outside of the Company's control.

For further information regarding the impact of changes in commodity prices, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Exhibit 99.1, “Risk Factors – Volatility and increases in the costs of raw materials,

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

The number of employees during fiscal year 2024 was impacted by the divestiture of the Company's Argentina business and the implementation of the streamlined operating model.

One of the ways the Company puts people at the center is through its continued commitment to inclusion, diversity, equity and allyship.

In fiscal year 2024, Clorox continued to make strides on its IDEA journey by prioritizing three focus areas - building teams comprised of diverse backgrounds and perspectives, fostering inclusion and allyship to establish a culture where people can be their best selves, and engaging with the Company's multicultural consumer base through purposeful brands.

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

Since its inception in 1980, the Foundation has awarded cash grants to nonprofit organizations, schools and colleges across the globe.

The Company also provides product donations while implementing cause marketing programs to nonprofit organizations in support of causes that are consistent with the Company's brands' purposes.

The Company continues to embrace and support employee volunteerism, recognizing the value it brings to the communities it serves and in fostering a culture of giving back.

For every hour employees spend volunteering outside of work, they receive $10, allowing them to contribute up to $300 annually to the nonprofit organization of their choice.

| [Signatures](#i9c8d573679fe4d66a64e2d79e182532d_88) | | | | | | | | | | | | | | | [33](#i9c8d573679fe4d66a64e2d79e182532d_88) | | |

Integrated goals for environmental, social and governance (ESG) performance promote healthy lives, a clean world, thriving communities and strong corporate governance.

In fiscal year 2023, inflationary pressures and a recovering supply chain continued to impact global economies, the consumer package goods industry and overall consumer confidence and behaviors.

Diluted

Other conditions factoring into the dynamic operating environment included persistently unfavorable commodity costs, higher manufacturing and logistics costs, as well as unfavorable foreign currency exchange rates in key international markets.

The Company delivered net sales growth in fiscal year 2023 behind ongoing consumer demand for cleaning and disinfecting products, as well as other household essentials including cat litter, bags and wraps and water-filtration products.

The Company also launched innovations and new products across all major brands in fiscal year 2023, including Clorox® Free & Clear compostable wipes, disinfecting mist and multi-surface cleaner; Glad ForceFlex® MaxStrength trash bags; Fresh Step® Crystals health monitoring cat litter, additional flavors of Hidden Valley® dressing, including Pickle Ranch and Buffalo Ranch; and a new 90%+ recycled paper tube for Burt's Bees lip balm.

As announced in August 2021, the Company is investing approximately $500 million over five years to accelerate its digital transformation and drive related productivity enhancements.

The Company began implementing a streamlined operating model in the first quarter of fiscal year 2023.

Once fully implemented, the Company expects cost savings of approximately $75 million to $100 million annually, with benefits of about $35 million realized in fiscal year 2023.

Supporting its Climate Action Plan, the Company joined a consortium of other leading consumer package goods companies that are working together toward science-based targets and informing innovative approaches for the reduction of greenhouse gas emissions across the global supply chain.

Also, with a focus on supporting healthy lives, the Company this year strengthened its sick leave policy, now called Health and Mental Well-Being Time Off, to be more inclusive of mental health needs for employees and their families.

Finally, the Company and The Clorox Company Foundation expanded its Healthy Parks Project, an environmental justice initiative launched in April 2022 to provide better access to green spaces for underserved communities.

With grants totaling $400,000 to date, this initiative has invested both funding and employee volunteer hours to restore community parks in Oakland, California; Atlanta, Georgia; and Durham, North Carolina.

Notable recognitions include being named for the fifth time as a U.S. Environmental Protection Agency Safer Choice Partner of the Year for manufacturing products with ingredients deemed safer for families, pets, workplaces, communities and the environment; No. 2 on Forbes 2022 list of The World's Top Female-Friendly Companies; and, for the first time, No. 1 on Barron’s 100 Most Sustainable U.S. Companies list.

As of the fourth quarter of fiscal year 2023, the Health and Wellness reportable segment is composed of the Cleaning and Professional Products operating segments.

The Vitamins, Minerals and Supplements (VMS) operating segment, previously included in the Health and Wellness reportable segment, is presented within Corporate and Other.

All periods presented have been recast to reflect this change.

While sufficient raw materials were generally available during fiscal year 2023, supply constraints and commodity cost increases for certain raw materials and finished goods were experienced.

This is due to supply chain disruptions as well as unfavorable geopolitical and weather events experienced.

The Company expects volatility in both commodities and transportation to continue in fiscal year 2024.

Since launching in 2019, IGNITE focuses on four

In fiscal year 2023, the Company began implementing a streamlined operating model aimed at enhancing the Company's ability to respond more quickly to changing consumer behaviors, innovate faster, and increase future cash flow as a result of cost savings that will be generated primarily in the areas of selling and administration, supply chain, marketing, and research and development.

In fiscal year 2023, Clorox continued to make strides on its journey to become a more inclusive and diverse company where employees can be their authentic selves and do their best work.

This includes strengthening its inclusion and diversity strategy by adding equity and allyship.

This new focus, called IDEA, is intended to help ensure the Company’s processes and programs are fair and equitable, while encouraging all employees to take an active role in practicing allyship.

In fiscal year 2023, the Company built on its longstanding commitment to internal pay transparency, opting to also post full salary ranges for all U.S. job applicants, exceeding existing legislative requirements.

In fiscal year 2023, Clorox placed first on Barron’s 100 Most Sustainable U.S. Companies list, which considers 230 ESG metrics for the 1,000 largest publicly traded companies by market cap, including the diversity of senior leadership.

Finally, Clorox was again included in the 2023 Bloomberg Gender-Equality Index, which tracks the performance of public companies committed to transparency in gender-data reporting.

Additionally, 50% of our board is female and 25%

Prior to fiscal year 2023, management defined "manager" as an employee at Grade 27 through 31 for U.S. employees and Grade 26 through 31 for employees outside of the United States.

This change was made to expand the Company's focus on building diverse talent pipelines for management roles.

Finally, in support of the foundation’s community wellness focus, the Company continued to support its Healthy Parks Project in fiscal year 2023 to address environmental justice and provide better access to green spaces in underserved communities.

In the project's second year, the Company built upon its initial efforts in Oakland, California, supporting parks organizations in Atlanta, Georgia, and Durham, North Carolina, to benefit the health of local communities where it has a large presence of employees.

[Table of [removed: Contents](#i9c8d573679fe4d66a64e2d79e182532d_7)[](#i9c8d573679fe4d66a64e2d79e182532d_7)[](#i9c8d573679fe4d66a64e2d79e182532d_7)][added: Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)]

The names, ages, year first elected and current titles of each of the executive officers of the Company as of August [removed: 10, 2023,] [added: 8, 2024,] are set forth below:

| Linda Rendle | | | [removed: 45] [added: 46] | | | 2016 | | | [added: Chair and] Chief Executive Officer | | |

| Stacey Grier | | | [removed: 60] [added: 61] | | | 2019 | | | Executive Vice President – [added: Executive] Chief [removed: Growth and Strategy Officer] [added: of Staff] | | |

| Angela Hilt | | | [removed: 51] [added: 52] | | | 2020 | | | Executive Vice President – Chief Legal Officer | | |

| Kevin B. Jacobsen | | | [removed: 57] [added: 58] | | | 2018 | | | Executive Vice President – Chief Financial Officer | | |

| Kirsten Marriner | | | [removed: 50] [added: 51] | | | 2016 | | | Executive Vice President – Chief People and Corporate Affairs Officer | | |

| Eric Reynolds | | | [removed: 53] [added: 54] | | | 2015 | | | Executive Vice President – Chief Operating [added: and Strategy] Officer | | |

| Chau Banks | | | [removed: 54] [added: 55] | | | 2020 | | | Senior Vice President – Chief Information and Data Officer | | |

| Shanique Bonelli-Moore | | | [removed: 43] [added: 44] | | | 2022 | | | Vice President – Chief Diversity and Social Impact Officer | | |

| [removed: Matt Gregory] [added: Gina Kelly] | | | [removed: 50] [added: 61] | | | [removed: 2021] [added: 2024] | | | Senior Vice President [removed: –] [added: -] Chief Customer Officer | | |

| Chris Hyder | | | [removed: 48] [added: 49] | | | 2021 | | | [added: Executive Vice President -] Group President [removed: –] [added: -] Health and Hygiene | | |

| Michael Ott | | | [removed: 54] [added: 55] | | | 2022 | | | Senior Vice President – Chief Research and Development Officer | | |

| Eric Schwartz | | | [removed: 51] [added: 52] | | | 2022 | | | Senior Vice President – Chief Marketing Officer | | |

Linda Rendle is the [added: chair and] chief executive officer of the Company, a position she has held since September [removed: 2020.][added: 2020, having taken on the role of chair in January 2024.]

Stacey Grier is the executive vice president – [added: executive] chief [removed: growth and strategy officer] of [added: staff for] the Company, a position she has held since [removed: March 2022.][added: January 2024.]

Eric Reynolds is the executive vice president - chief operating [added: and strategy] officer of the Company, a position he has held since September [removed: 2020.][added: 2020, having taken on additional responsibility for enterprise strategy in January 2024.]

[removed: Rebecca Dunphey] [added: Nina Barton] is the [added: executive vice president and] group president [removed: –] [added: -] care [removed: and] [added: &] connection [removed: of] [added: for] the Company, a position she has held since [removed: October 2022.][added: July 2024.]

[removed: Matt Gregory] [added: Gina Kelly] is the senior vice president [removed: –] [added: -] chief customer officer of the Company, a position [removed: he] [added: she] has held since [removed: September 2021.][added: June 2024.]

Chris Hyder is the [added: executive vice president and] group president – health and hygiene of the Company, a position he has held since October [removed: 2022.][added: 2022, having taken on the role as executive vice president in May 2024.]

[removed: He was appointed] [added: Prior] to [added: this role he served as] senior vice president - general manager, cleaning and professional products [removed: in] [added: since] September 2021.

| Nina Barton | | | 50 | | | 2024 | | | Executive Vice President - Group President - Care and Connection | | |

Prior to joining Clorox, she was the chief executive officer of Vytalogy Wellness LLC (including its predecessor companies Jarrow Formulas Inc. and Natrol LLC) from July 2021 to November 2023, and senior advisor from November 2023 to July 2024.

Previously, she was strategic advisor at The Kraft Heinz Company from November 2020 through May 2021; global chief growth officer from September 2019 through November 2020; zone president of Canada and president of digital growth from January 2019 to September 2019; and president, global digital and online growth from October 2017 to September 2019.

From July 2015 to October 2017, she served as senior vice president of marketing, innovation and research & development for the U.S. business at The Kraft Heinz Company.

From July 2013 through July 2015, she served as vice president, marketing at Kraft Foods Group, Inc., and senior marketing director from February 2011 through July 2013.

Earlier in her career, she held a variety of marketing and leadership positions in the consumer products industry, including at Johnson & Johnson, L’Oréal and Procter & Gamble.

Prior to this role, she served as executive vice president - chief growth and strategy officer from March 2022 to January 2024.

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

Prior to this role, she served as vice president - general manager, Walmart and leading-edge retailers from January 2022 to June 2024.

She served as vice president - ecommerce and strategic accounts from July 2019 to January 2022.

Ms. Kelly joined the Company in 1988 and subsequently held positions of increasing responsibility over the years, including vice president of sales - business development, acting vice president - grocery, natural and pet, senior director - Kroger and the natural channel.

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

| Rebecca Dunphey 1 | | | 45 | | | 2022 | | | Group President – Care and Connection | | |

| Rick McDonald | | | 63 | | | 2020 | | | Senior Vice President – Chief Supply Chain Officer | | |

| 1 Ms. Dunphey will be resigning from the Company on August 11, 2023. | | | | | | | | | | | |

She was appointed to senior vice president – general manager, specialty in March 2022.

Prior to joining Clorox, she was president – personal care for Kimberly-Clark North America from October 2020 to March 2022.

Previously, she served as Kimberly-Clark’s president – baby & child care from April 2018 to October 2020 and president – adult and feminine care from September 2016 to March 2018.

Ms. Dunphey has extensive general management and brand marketing experience across multiple businesses in the consumer packaged goods industry.

Ms. Dunphey will be resigning from the Company on August 11, 2023.

Previously, he was senior vice president, health & beauty from September 2021 to October 2022 (a role he held concurrently with his role as chief customer officer), vice president – general manager, health & beauty from October 2020 to September 2021, and vice president – general manager, Burt’s Bees from December 2017 to September 2020.

From February 2015 through December 2017, he was vice president – general manager, charcoal.

Mr. Gregory joined Clorox in 2004.

Rick McDonald is the senior vice president – chief supply chain officer of the Company, a position he has held since December 2020.

Prior to this role, he served as vice president – global operations from December 2017 to December 2020.

He served as vice president – integration, international division from May 2013 to November 2017.

Mr. McDonald has held other leadership roles in the Company’s product supply organization, including vice president – global logistics, and vice president – integrator, cleaning division.

Mr. McDonald joined the Company in 1992.

The number of record holders of the Company’s common stock as of July [removed: 25, 2023,] [added: 23, 2024,] was [removed: 8,914] [added: 8,435] based on information provided by the Company’s transfer agent.

The following table sets forth the purchases of the Company’s securities by the Company and any affiliated purchasers within the meaning of Rule 10b-18(a)(3) (17 CFR 240.10b-18(a)(3)) during the fourth quarter of fiscal year [removed: 2023.][added: 2024.]

| April 1 to 30, [removed: 2023] [added: 2024] | | | — | | | | | | $ | — | | | | | — | | | | | | $993 million | | |

| May 1 to 31, [removed: 2023] [added: 2024] | | | — | | | | | | — | | | | | | — | | | | | | $993 million | | |

| June 1 to 30, [removed: 2023] [added: 2024] | | | — | | | | | | — | | | | | | — | | | | | | $993 million | | |

[Table of [removed: Contents](#i9c8d573679fe4d66a64e2d79e182532d_7)[](#i9c8d573679fe4d66a64e2d79e182532d_7)[](#i9c8d573679fe4d66a64e2d79e182532d_7)][added: Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)]

The Company’s independent registered public accounting firm, Ernst & Young, LLP, has audited the effectiveness of the Company’s internal control over financial reporting as of June 30, [removed: 2023.][added: 2024.]

No change in the Company’s internal control over financial reporting occurred during the fourth fiscal quarter of the fiscal year ended June 30, [removed: 2023,] [added: 2024,] that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

On [removed: May 4, 2023, Kevin Jacobsen, executive vice president] [added: June 7, 2024, Angela Hilt, EVP] – [removed: chief financial officer,] [added: Chief Legal Officer,] entered into a trading plan designed to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.

Each trading plan is in accordance with [removed: our] [added: the Company's] insider trading policy.

[Table of [removed: Contents](#i9c8d573679fe4d66a64e2d79e182532d_7)[](#i9c8d573679fe4d66a64e2d79e182532d_7)[](#i9c8d573679fe4d66a64e2d79e182532d_7)][added: Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)]

On Monday, August 14, 2023, the Company disclosed it had identified unauthorized activity on some of its Information Technology (IT) systems; see Note 3 in the consolidated financial statements in Exhibit 99.1.

That activity began on Friday, August 11, 2023 and after becoming aware of it that evening, the Company immediately began taking steps to stop and remediate the activity.

The Company also took certain systems offline and engaged third-party cybersecurity experts to support its investigation and recovery efforts.

The Company implemented its business continuity plans, including manual ordering and processing procedures at a reduced rate of operations in order to continue servicing its customers.

However, the incident resulted in wide-scale disruptions to the Company’s business operations throughout the remainder of the first fiscal quarter of the fiscal year ended June 30, 2024.

During the disruptions caused by the cyberattack, we deployed additional interim controls in response to taking certain systems offline during the period to maintain our internal control over financial reporting.

The Company is in the process of implementing a new enterprise resource planning (ERP) system along with a suite of other digital technologies.

In the first quarter of fiscal year 2025, we will begin implementing the new ERP system.

As this implementation occurs during fiscal years 2025 and 2026, the Company will change its processes and procedures which, in turn, could result in changes to its internal control over financial reporting.

As such changes occur, the Company will evaluate quarterly whether such changes materially affect our internal control over financial reporting.

The plan provides for sales of up to 1,733 shares of the Company's common stock.

The plan also provides for the sale of up to 25% of shares of restricted stock units and performance units vesting during the duration of the plan, excluding any shares withheld by the Company to satisfy income tax withholding remittance obligations.

Ms. Hilt’s plan begins on September 6, 2024 and ends June 6, 2025 or when all of the shares have been sold.

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

The plan provides for sales of up to 3,346 shares of the Company's common stock beginning on August 14, 2023 and ending August 14, 2024 or when all of the shares have been sold.

On June 2, 2023, Kirsten Marriner, executive vice president – chief people and corporate affairs officer, entered into a trading plan designed to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.

The plan provides for the potential exercise and sale of up to 48,911 options between August 31, 2023 and August 31, 2024.

The Company has adopted an insider trading policy governing the purchase, sale, and/or other dispositions of its securities by its directors, officers, employees and independent contractors that the Company believes is reasonably designed to promote compliance with insider trading laws, rules and regulations, and the exchange listing standards applicable to the Company.

It is the Company’s policy to comply with all applicable securities and state laws (including appropriate approvals by the Company’s board of directors or appropriate committee, if required) when engaging in transactions in the Company’s securities.

[Table of [removed: Contents](#i9c8d573679fe4d66a64e2d79e182532d_7)[](#i9c8d573679fe4d66a64e2d79e182532d_7)[](#i9c8d573679fe4d66a64e2d79e182532d_7)][added: Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)]

Consolidated Statements of Earnings for the fiscal years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021.][added: 2022.]

Consolidated Statements of Comprehensive Income for the fiscal years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021.][added: 2022.]

Consolidated Balance Sheets as of June 30, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

Consolidated Statements of Stockholders’ Equity for the fiscal years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021.][added: 2022.]

Consolidated Statements of Cash Flows for the fiscal years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021.][added: 2022.]

| 3.1 | | | | | | [Restated Certificate of [removed: Incorporation.](http://www.sec.gov/Archives/edgar/data/21076/000002107618000011/fy18clxex31.htm)] [added: Incorporation.](https://www.sec.gov/Archives/edgar/data/21076/000002107618000011/fy18clxex31.htm)] | | | | | | 10-K | | | | | | 001-07151 | | | | | | 3.1 | | | | | | August 14, 2018 | | |

| 3.3 | | | | | | [Certificate of Designations for The Clorox Company Series A Junior Participating Preferred [removed: Stock.](http://www.sec.gov/Archives/edgar/data/21076/000120677411001563/exhibit3-1.htm)] [added: Stock.](https://www.sec.gov/Archives/edgar/data/21076/000120677411001563/exhibit3-1.htm)] | | | | | | 8-K | | | | | | 001-07151 | | | | | | 3.1 | | | | | | July 19, 2011 | | |

| 4.1 | | | | | | [Indenture, dated as of October 9, 2007, between the Company and The Bank of New York Trust Company N.A., as [removed: trustee.](http://www.sec.gov/Archives/edgar/data/21076/000119312514432856/d829578dex41.htm)] [added: trustee.](https://www.sec.gov/Archives/edgar/data/21076/000119312514432856/d829578dex41.htm)] | | | | | | S-3ASR | | | | | | 333-200722 | | | | | | 4.1 | | | | | | December 4, 2014 | | |

| 4.2 | | | | | | [Fourth Supplemental Indenture, dated as of September 13, 2012, between the Company and Wells Fargo Bank, National Association, as [removed: trustee.](http://www.sec.gov/Archives/edgar/data/21076/000119312514432856/d829578dex45.htm)] [added: trustee.](https://www.sec.gov/Archives/edgar/data/21076/000119312514432856/d829578dex45.htm)] | | | | | | S-3ASR | | | | | | 333-200722 | | | | | | 4.5 | | | | | | December 4, 2014 | | |

| 4.3 | | | | | | [Fifth Supplemental Indenture, dated as of December 9, 2014, between the Company and Wells Fargo Bank, National Association, as [removed: trustee.](http://www.sec.gov/Archives/edgar/data/21076/000119312514437768/d834952dex41.htm)] [added: trustee.](https://www.sec.gov/Archives/edgar/data/21076/000119312514437768/d834952dex41.htm)] | | | | | | 8-K | | | | | | 001-07151 | | | | | | 4.1 | | | | | | December 9, 2014 | | |

| 4.4 | | | | | | [Sixth Supplemental Indenture, dated as of September 28, 2017, between the Company and Wells Fargo Bank, National Association, as [removed: trustee.](http://www.sec.gov/Archives/edgar/data/21076/000119312517297805/d460865dex41.htm)] [added: trustee.](https://www.sec.gov/Archives/edgar/data/21076/000119312517297805/d460865dex41.htm)] | | | | | | 8-K | | | | | | 001-07151 | | | | | | 4.1 | | | | | | September 28, 2017 | | |

| 4.5 | | | | | | [Seventh Supplemental Indenture, dated as of May 9, 2018, between the Company and Wells Fargo Bank, National Association, as [removed: trustee.](http://www.sec.gov/Archives/edgar/data/21076/000119312518157530/d579971dex41.htm)] [added: trustee.](https://www.sec.gov/Archives/edgar/data/21076/000119312518157530/d579971dex41.htm)] | | | | | | 8-K | | | | | | 001-07151 | | | | | | 4.1 | | | | | | May 9, 2018 | | |

| [removed: 4.8] [added: 4.10] | | | | | | [Description of Capital Stock of The Clorox Company](https://www.sec.gov/Archives/edgar/data/21076/000002107619000012/fy19clxex410.htm) | | | | | | 10-K | | | | | | 001-07151 | | | | | | 4.10 | | | | | | August 14, 2019 | | |

| 10.1* | | | | | | [The Clorox Company Amended and Restated Independent Directors’ Deferred Compensation Plan, effective as of November 16, 2005, and amended and restated as of February 7, [removed: 2008.](http://www.sec.gov/Archives/edgar/data/21076/000119312508100867/dex1055.htm)] [added: 2008.](https://www.sec.gov/Archives/edgar/data/21076/000119312508100867/dex1055.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.55 | | | | | | May 2, 2008 | | |

| 10.2* | | | | | | [The Clorox Company Non-Qualified Deferred Compensation Plan, adopted as of January 1, 1996, and amended and restated as of July 20, [removed: 2004.](http://www.sec.gov/Archives/edgar/data/21076/000002107604000063/ex10x.htm)] [added: 2004.](https://www.sec.gov/Archives/edgar/data/21076/000002107604000063/ex10x.htm)] | | | | | | 10-K | | | | | | 001-07151 | | | | | | 10(x) | | | | | | August 27, 2004 | | |

[Table of [removed: Contents](#i9c8d573679fe4d66a64e2d79e182532d_7)[](#i9c8d573679fe4d66a64e2d79e182532d_7)[](#i9c8d573679fe4d66a64e2d79e182532d_7)][added: Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)]

| 10.3* | | | | | | [Amendment No.1 to The Clorox Company Non-Qualified Deferred Compensation [removed: Plan.](http://www.sec.gov/Archives/edgar/data/21076/000120677416006893/clorox3118951_1-ex103.htm)] [added: Plan.](https://www.sec.gov/Archives/edgar/data/21076/000120677416006893/clorox3118951_1-ex103.htm)] | | | | | | 10-K | | | | | | 001-07151 | | | | | | 10.3 | | | | | | August 16, 2016 | | |

| 10.4* | | | | | | [The Clorox Company Annual Incentive Plan, amended and restated as [removed: of](https://www.sec.gov/Archives/edgar/data/21076/000002107623000015/clxq3fy23ex101amendedannua.htm) [February 14, 20](https://www.sec.gov/Archives/edgar/data/21076/000002107623000015/clxq3fy23ex101amendedannua.htm)[2](https://www.sec.gov/Archives/edgar/data/21076/000002107623000015/clxq3fy23ex101amendedannua.htm)[3](https://www.sec.gov/Archives/edgar/data/21076/000002107623000015/clxq3fy23ex101amendedannua.htm)[.](https://www.sec.gov/Archives/edgar/data/21076/000002107623000015/clxq3fy23ex101amendedannua.htm)] [added: of](https://www.sec.gov/Archives/edgar/data/21076/000002107623000048/clxq1fy24ex101annualincent.htm) [September 20](https://www.sec.gov/Archives/edgar/data/21076/000002107623000048/clxq1fy24ex101annualincent.htm)[, 2023.](https://www.sec.gov/Archives/edgar/data/21076/000002107623000048/clxq1fy24ex101annualincent.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.1 | | | | | | [removed: May 2,] [added: November 1,] 2023 | | |

| [removed: 10.6*] [added: 10.7*] | | | | | | [Form of Performance Share Award Agreement under the Company's 2005 Stock Incentive Plan for awards made [removed: in](https://www.sec.gov/Archives/edgar/data/21076/000002107622000035/clxq1fy23exhibit102.htm) [2022](https://www.sec.gov/Archives/edgar/data/21076/000002107622000035/clxq1fy23exhibit102.htm)[.](https://www.sec.gov/Archives/edgar/data/21076/000002107622000035/clxq1fy23exhibit102.htm)] [added: in 2022.](https://www.sec.gov/Archives/edgar/data/21076/000002107622000035/clxq1fy23exhibit102.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.2 | | | | | | November 1, 2022 | | |

| [removed: 10.7*] [added: 10.8*] | | | | | | [Form of Performance Share Award Agreement under the Company’s 2005 Stock Incentive Plan for awards made in 2021.](https://www.sec.gov/Archives/edgar/data/21076/000002107621000020/clxq1fy22exhibit104.htm) | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.4 | | | | | | November 1, 2021 | | |

| [removed: 10.8*] [added: 10.12*] | | | | | | [Form of [removed: Performance Share] [added: Nonqualified Stock Option] Award Agreement under the Company’s 2005 Stock Incentive Plan for awards made in [removed: 2020](https://www.sec.gov/Archives/edgar/data/0000021076/000002107620000021/clxq1fy2110qexhibit1041.htm).] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21076/000002107620000021/clxq1fy2110qexhibit1051.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | [removed: 10.4] [added: 10.5] | | | | | | November 2, 2020 | | |

| [removed: 10.9*] [added: 10.10*] | | | | | | [Form of Nonqualified Stock Option Award Agreement under the Company’s 2005 Stock Incentive [removed: Plan](https://www.sec.gov/Archives/edgar/data/21076/000002107622000035/clxq1fy23exhibit101.htm) [for] [added: Plan for] awards made in [removed: 2022](https://www.sec.gov/Archives/edgar/data/21076/000002107622000035/clxq1fy23exhibit101.htm)[.](https://www.sec.gov/Archives/edgar/data/21076/000002107622000035/clxq1fy23exhibit101.htm)] [added: 2022.](https://www.sec.gov/Archives/edgar/data/21076/000002107622000035/clxq1fy23exhibit101.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.1 | | | | | | November 1, 2022 | | |

| [removed: 10.10*] [added: 10.11*] | | | | | | [Form of Nonqualified Stock Option Award Agreement under the Company’s 2005 Stock Incentive Plan for awards made in [removed: 202](https://www.sec.gov/Archives/edgar/data/21076/000002107621000020/clxq1fy22exhibit103.htm)[1](https://www.sec.gov/Archives/edgar/data/21076/000002107621000020/clxq1fy22exhibit103.htm)[.](https://www.sec.gov/Archives/edgar/data/21076/000002107621000020/clxq1fy22exhibit103.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/21076/000002107621000020/clxq1fy22exhibit103.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.3 | | | | | | November 1, 2021 | | |

| [removed: 10.11*] [added: 10.16*] | | | | | | [Form of [removed: Nonqualified] [added: Restricted] Stock [removed: Option] [added: Unit] Award Agreement under the [removed: Company’s] [added: Company's] 2005 Stock Incentive Plan [added: (Annual Grant)] for awards made in [removed: 202](https://www.sec.gov/Archives/edgar/data/21076/000002107620000021/clxq1fy2110qexhibit1051.htm)[0](https://www.sec.gov/Archives/edgar/data/21076/000002107620000021/clxq1fy2110qexhibit1051.htm)[.](https://www.sec.gov/Archives/edgar/data/21076/000002107620000021/clxq1fy2110qexhibit1051.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/21076/000002107620000021/clxq1fy2110qexhibit1021.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | [removed: 10.5] [added: 10.2] | | | | | | November 2, 2020 | | |

| [removed: 10.12*] [added: 10.14*] | | | | | | [Form of Restricted Stock Unit Award Agreement under the Company's 2005 Stock Incentive Plan (Annual [removed: Grant).](https://www.sec.gov/Archives/edgar/data/21076/000002107622000035/clxq1fy23exhibit103.htm) [for] [added: Grant). for] awards made in 2022.](https://www.sec.gov/Archives/edgar/data/21076/000002107622000035/clxq1fy23exhibit103.htm) | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.3 | | | | | | November 1, 2022 | | |

| [removed: 10.13*] [added: 10.15*] | | | | | | [Form of Restricted Stock Unit Award Agreement under the Company's 2005 Stock Incentive Plan [removed: (Off-Cycle Grant).](https://www.sec.gov/Archives/edgar/data/21076/000002107621000020/clxq1fy22exhibit105.htm) [for](https://www.sec.gov/Archives/edgar/data/21076/000002107621000020/clxq1fy22exhibit105.htm) [awards] [added: (](https://www.sec.gov/Archives/edgar/data/21076/000002107621000020/clxq1fy22exhibit105.htm)[Annual](https://www.sec.gov/Archives/edgar/data/21076/000002107621000020/clxq1fy22exhibit105.htm) [Grant). for awards] made in 2021](https://www.sec.gov/Archives/edgar/data/21076/000002107621000020/clxq1fy22exhibit105.htm) | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.5 | | | | | | November 1, 2021 | | |

| [removed: 10.14*] [added: 10.13*] | | | | | | [Form of Restricted Stock Unit Award Agreement under the [removed: Company's] [added: Company’s] 2005 Stock Incentive Plan (Annual Grant) for awards made in [removed: 2020.](https://www.sec.gov/Archives/edgar/data/21076/000002107620000021/clxq1fy2110qexhibit1021.htm)] [added: 2023](https://www.sec.gov/Archives/edgar/data/21076/000002107624000010/clxq2fy24exhibit104.htm)[.](https://www.sec.gov/Archives/edgar/data/21076/000002107624000010/clxq2fy24exhibit104.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | [removed: 10.2] [added: 10.4] | | | | | | [removed: November 2, 2020] [added: February 1, 2024] | | |

| [removed: 10.15*] [added: 10.17*] | | | | | | [Form of Restricted Stock Unit Award Agreement under the [removed: Company's] [added: Company’s] 2005 Stock Incentive Plan (Off-Cycle [removed: Grant).](https://www.sec.gov/Archives/edgar/data/21076/000002107622000035/clxq1fy23exhibit104.htm)] [added: Grant)](https://www.sec.gov/Archives/edgar/data/21076/000002107624000010/clxq2fy24exhibit105.htm)[.](https://www.sec.gov/Archives/edgar/data/21076/000002107624000010/clxq2fy24exhibit105.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | [removed: 10.4] [added: 10.5] | | | | | | [removed: November] [added: February] 1, [removed: 2022] [added: 2024] | | |

| [removed: 10.16*] [added: 10.18*] | | | | | | [The Clorox Company Amended and Restated 2005 Nonqualified Deferred Compensation Plan, effective January 1, [removed: 2008.](http://www.sec.gov/Archives/edgar/data/21076/000119312508180293/dex1018.htm)] [added: 2008.](https://www.sec.gov/Archives/edgar/data/21076/000119312508180293/dex1018.htm)] | | | | | | 10-K | | | | | | 001-07151 | | | | | | 10.18 | | | | | | August 19, 2008 | | |

| [removed: 10.17*] [added: 10.19*] | | | | | | [Amendment No. 1 to The Clorox Company Amended and Restated 2005 Nonqualified Deferred Compensation [removed: Plan.](http://www.sec.gov/Archives/edgar/data/21076/000120677411001954/exhibit10-18.htm)] [added: Plan.](https://www.sec.gov/Archives/edgar/data/21076/000120677411001954/exhibit10-18.htm)] | | | | | | 10-K | | | | | | 001-07151 | | | | | | 10.18 | | | | | | August 26, 2011 | | |

| [removed: 10.18*] [added: 10.20*] | | | | | | [Amendment No. 2 to The Clorox Company Amended and Restated 2005 Nonqualified Deferred Compensation [removed: Plan.](http://www.sec.gov/Archives/edgar/data/21076/000120677416006893/clorox3118951_1-ex1013.htm)] [added: Plan.](https://www.sec.gov/Archives/edgar/data/21076/000120677416006893/clorox3118951_1-ex1013.htm)] | | | | | | 10-K | | | | | | 001-07151 | | | | | | 10.13 | | | | | | August 16, 2016 | | |

| [removed: 10.19*] [added: 10.21*] | | | | | | [The Clorox Company Supplemental Executive Retirement Plan, as restated effective January 5, 2005, as revised August 13, [removed: 2009.](http://www.sec.gov/Archives/edgar/data/21076/000120677409002024/exhibit10-17.htm)] [added: 2009.](https://www.sec.gov/Archives/edgar/data/21076/000120677409002024/exhibit10-17.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.17 | | | | | | November 3, 2009 | | |

| [removed: 10.20*] [added: 10.22*] | | | | | | [Amendment No. 1 to The Clorox Company Supplemental Executive Retirement Plan, effective as of July 29, [removed: 2011.](http://www.sec.gov/Archives/edgar/data/21076/000120677411002394/exhibit10-21.htm)] [added: 2011.](https://www.sec.gov/Archives/edgar/data/21076/000120677411002394/exhibit10-21.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.21 | | | | | | November 3, 2011 | | |

| [removed: 10.21*] [added: 10.23*] | | | | | | [Amendment No. 2 to The Clorox Company Supplemental Executive Retirement Plan, effective as of September 11, [removed: 2012.](http://www.sec.gov/Archives/edgar/data/21076/000120677412004439/exhibit10-2.htm)] [added: 2012.](https://www.sec.gov/Archives/edgar/data/21076/000120677412004439/exhibit10-2.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.2 | | | | | | November 2, 2012 | | |

| [removed: 10.22*] [added: 10.24*] | | | | | | [Amendment No. 3 to The Clorox Company Supplemental Executive Retirement Plan, effective as of March 28, [removed: 2018.](http://www.sec.gov/Archives/edgar/data/21076/000002107618000007/clxq3fy18exhibit101.htm)] [added: 2018.](https://www.sec.gov/Archives/edgar/data/21076/000002107618000007/clxq3fy18exhibit101.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.1 | | | | | | May 2, 2018 | | |

| [removed: 10.23*] [added: 10.25*] | | | | | | [Form of Indemnification [removed: Agreement.](http://www.sec.gov/Archives/edgar/data/21076/000120677410001178/exhibit10-27.htm)] [added: Agreement.](https://www.sec.gov/Archives/edgar/data/21076/000120677410001178/exhibit10-27.htm)] | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.27 | | | | | | May 4, 2010 | | |

| [removed: 10.24*] [added: 10.26*] | | | | | | [Third Amended and Restated Executive Change in Control Severance Plan, effective November 17, 2021](https://www.sec.gov/Archives/edgar/data/21076/000120677421002755/clorox3984651-ex102.htm). | | | | | | 8-K | | | | | | 001-07151 | | | | | | 10.2 | | | | | | November 17, 2021 | | |

| [removed: 10.25*] [added: 10.27*] | | | | | | [Severance Plan for Clorox Executive Committee Members, fourth amended and restated effective November 17, 2021.](https://www.sec.gov/Archives/edgar/data/21076/000120677421002755/clorox3984651-ex103.htm) | | | | | | 8-K | | | | | | 001-07151 | | | | | | 10.3 | | | | | | November 17, 2021 | | |

| [removed: 10.26*] [added: 10.29*] | | | | | | [The Clorox Company [removed: Executive Retirement] [added: 2011 Nonqualified Deferred Compensation] Plan, effective as of July 1, [removed: 2011.](http://www.sec.gov/Archives/edgar/data/21076/000120677411001126/exhibit10-27.htm)] [added: 2011.](https://www.sec.gov/Archives/edgar/data/21076/000120677411001954/exhibit10-29.htm)] | | | | | | [removed: 10-Q] [added: 10-K] | | | | | | 001-07151 | | | | | | [removed: 10.27] [added: 10.29] | | | | | | [removed: May 4,] [added: August 26,] 2011 | | |

| [removed: 10.27*] [added: 10.30*] | | | | | | [Amendment No. 1 to The Clorox Company [removed: Executive Retirement Plan.](http://www.sec.gov/Archives/edgar/data/21076/000120677416006893/clorox3118951_1-ex1022.htm)] [added: 2011 Nonqualified Deferred Compensation Plan.](https://www.sec.gov/Archives/edgar/data/21076/000120677416006893/clorox3118951_1-ex1024.htm)] | | | | | | 10-K | | | | | | 001-07151 | | | | | | [removed: 10.22] [added: 10.24] | | | | | | August 16, 2016 | | |

| 4.8 | | | | | | [Form of 4.400% Senior Note due 2029](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000021076/000119312522147599/d306979d8k.htm) | | | | | | 8-K | | | | | | 001-07151 | | | | | | 4.3 | | | | | | May 11, 2022 | | |

| 4.9 | | | | | | [F](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000021076/000119312522147599/d306979d8k.htm)[orm of 4.600% Senior Note due 2032](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000021076/000119312522147599/d306979d8k.htm) | | | | | | 8-K | | | | | | 001-07151 | | | | | | 4.4 | | | | | | May 11, 2022 | | |

| 10.6* | | | | | | [Form of Performance Share Award Agreement under the Company’s 2005 Stock Incentive Plan for awards made in 2023.](https://www.sec.gov/Archives/edgar/data/21076/000002107624000010/clxq2fy24exhibit102.htm) | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.2 | | | | | | February 1, 2024 | | |

| 10.9* | | | | | | [Form of Nonqualified Stock Option Award Agreement under the Company’s 2005 Stock Incentive Plan for awards made in 2023.](https://www.sec.gov/Archives/edgar/data/21076/000002107624000010/clxq2fy24exhibit103.htm) | | | | | | 10-Q | | | | | | 001-07151 | | | | | | 10.3 | | | | | | February 1, 2024 | | |

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

| 10.28* | | | | | | [The Clorox Company Second Amended and Restated Executive Retirement Plan, effective May 20, 2024.](https://www.sec.gov/Archives/edgar/data/21076/000002107624000030/fy24ex1028thecloroxcompany.htm) | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 19 | | | | | | [The Clorox Company Insider Trading Policy, effective May 20, 2024.](https://www.sec.gov/Archives/edgar/data/21076/000002107624000030/fy24clxex19insidertradingp.htm) | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 97 | | | | | | [The Clorox Company Policy Regarding Clawback of Incentive Compensation, amended and restated, effective October 2, 2023.](https://www.sec.gov/Archives/edgar/data/21076/000002107624000030/fy24clxex97thecloroxcompan.htm) | | | | | | | | | | | | | | | | | | | | | | | | | | |

[Table of Contents](#icab3393e30bd45ca9ac4dccb176e827d_7)[](#icab3393e30bd45ca9ac4dccb176e827d_7)

| 10.28* | | | | | | [The Clorox Company 2011 Nonqualified Deferred Compensation Plan, effective as of July 1, 2011.](http://www.sec.gov/Archives/edgar/data/21076/000120677411001954/exhibit10-29.htm) | | | | | | 10-K | | | | | | 001-07151 | | | | | | 10.29 | | | | | | August 26, 2011 | | |

| 10.29* | | | | | | [Amendment No. 1 to The Clorox Company 2011 Nonqualified Deferred Compensation Plan.](http://www.sec.gov/Archives/edgar/data/21076/000120677416006893/clorox3118951_1-ex1024.htm) | | | | | | 10-K | | | | | | 001-07151 | | | | | | 10.24 | | | | | | August 16, 2016 | | |

| Date: August [removed: 10, 2023] [added: 8, 2024] | | | By: | | | /s/ Linda Rendle | | |

| | | | | | | [added: Chair and] Chief Executive Officer | | |

| /s/ A. Banse | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ J. Denman | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ S. C. Fleischer | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ E. Lee | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ A. D. D. Mackay | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ P. Parker | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ S. Plaines | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ K. Tesija | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ R. J. Weiner | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ C. J. Williams | | | | | | Director | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ L. Rendle | | | | | | [added: Chair and] Chief Executive Officer (Principal Executive Officer) | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ K. B. Jacobsen | | | | | | Executive Vice President – Chief Financial Officer (Principal Financial Officer) | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ L. Peck | | | | | | Vice President – Chief Accounting Officer and Corporate Controller (Principal Accounting Officer) | | | | | | August [removed: 10, 2023] [added: 8, 2024] | | |

| /s/ M. J. Shattock | | | | | | Director | | | | | | August 8, 2024 | | |

| /s/ M. J. Shattock | | | | | | Independent Chair | | | | | | August 10, 2023 | | |