Item 15. Exhibits and Financial Statement Schedules.

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Item 15. Exhibits and Financial Statement Schedules.

a. Listing of Documents.

(1)Financial Statements. Our consolidated financial statements included in Item 8 hereof, as required at December 31, 2021 and 2020, and for the years ended December 31, 2021, 2020 and 2019, consist of the following:


Consolidated Balance Sheets			40
Consolidated Statements of Operations			41
Consolidated Statements of Comprehensive Income (Loss)			42
Consolidated Statements of Cash Flows			43
Consolidated Statements of Shareholders' Equity			44
Notes to Consolidated Financial Statements			45

(2)Financial Statement Schedule.

a. Our Financial Statement Schedule appended hereto, as required for the years ended December 31, 2021, 2020 and 2019, consists of the following:


II. Valuation and Qualifying Accounts			91

(3)Exhibits.


Exhibit No.					Incorporated By Reference					Filed Herewith
	Exhibit Description			Form		Exhibit		Filing Date
2.a		Stock Purchase Agreement, dated September 29, 2019, by and between Masco Corporation and MIWD Holding Company LLC.			8-K		2.1		10/03/2019
2.b		Securities Purchase Agreement, dated November 14, 2019, by and between Masco Corporation and ACP Products, Inc.			8-K		2.1		11/18/2019
Note 1:		Disclosure schedules and certain exhibits have been omitted from Exhibit No. 2.a and 2.b pursuant to Item 601(b)(2) of Regulation S-K. Each Agreement as filed identifies such schedules and exhibits, including the general nature of their contents. Masco agrees to furnish a copy of any omitted attachment to the Securities Exchange Commission on a confidential basis upon request.
3.a		Restated Certificate of Incorporation of Masco Corporation.			2015 10-K		3.i		02/12/2016
3.b		Bylaws of Masco Corporation, as Amended and Restated on February 5, 2021.			2020 10-K		3.b		02/09/2021
4.a		Indenture dated as of December 1, 1982 between Masco Corporation and The Bank of New York Mellon Trust Company, N.A., as successor trustee under agreement originally with Morgan Guaranty Trust Company of New York, as Trustee, and Supplemental Indenture thereto dated as of July 26, 1994; and Directors' resolutions establishing Masco Corporation's:			2016 10-K		4.a		02/09/2017
4.a.i			7-3/4% Debentures Due August 1, 2029.		2014 10-K		4.a.i(ii)		02/13/2015


Exhibit No.					Incorporated By Reference					Filed Herewith
	Exhibit Description			Form		Exhibit		Filing Date
4.b		Indenture dated as of February 12, 2001 between Masco Corporation and The Bank of New York Mellon Trust Company, N.A., as successor trustee under agreement originally with Bank One Trust Company, National Association, as Trustee, and Supplemental Indenture thereto dated as of November 30, 2006; and Directors' Resolutions establishing Masco Corporation's:			2016 10-K		4.b		02/09/2017
4.b.i			6-1/2% Notes Due August 15, 2032;		2017 10-K		4.b.i		02/08/2018
4.b.i i			3.500% Notes Due November 15, 2027; and		8-K		4.1		06/15/2017
4.b.iii			4.500% Notes Due May 15, 2047.		8-K		4.2		06/15/2017
4.b.i v		Second Supplemental Indenture, dated as of September 18, 2020, between Masco Corporation and The Bank of New York Mellon Trust Company, N.A., as successor trustee.			8-K		4.3		09/18/2020
4.b.v			4.500% Notes Due May 15, 2047		8-K		4.2		09/18/2020
4.b.vi			2.000% Notes Due October 1, 2030		8-K		4.1		09/18/2020
4.b.vii			1.500% Notes Due February 15, 2028		8-K		4.1		03/04/2021
4.b.viii			2.000% Notes Due February 15, 2031		8-K		4.2		03/04/2021
4.b.ix			3.125% Notes Due February 15, 2051		8-K		4.3		03/04/2021
Note 2:		Other instruments, notes or extracts from agreements defining the rights of holders of long-term debt of Masco Corporation or its subsidiaries have not been filed since (i) in each case the total amount of long-term debt permitted thereunder does not exceed 10 percent of Masco Corporation's consolidated assets, and (ii) such instruments, notes and extracts will be furnished by Masco Corporation to the Securities and Exchange Commission upon request.
4.c		Description of securities.			2019 10-K		4.c		02/11/2020
10.a		Credit Agreement dated as of March 13, 2019 by and among Masco Corporation and Masco Europe S.à r.l. as borrowers, the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Citibank, N.A. and PNC Bank, National Association, as Co-Syndication Agents, and Deutsche Bank Securities, Inc., Royal Bank of Canada, SunTrust Bank, Bank of America, N.A., Fifth Third Bank and Wells Fargo Bank, National Association, as Co-Documentation Agents, as amended by Amendment No. 1 dated as of December 22, 2021.			8-K		10		12/22/2021
Note 3:		Exhibits 10.b through 10.i constitute the management contracts and executive compensatory plans or arrangements in which certain of the directors and executive officers of the Company participate.
10.b		Masco Corporation 2005 Long Term Stock Incentive Plan (Amended and Restated May 11, 2010):			2015 10-K		10.b.i		02/12/2016
		Form of Stock Option Grant Agreements:
10.b.i			for grants on or after January 1, 2013		2017 10-K		10.b.iii		02/08/2018
10.b.ii			for grants during 2012		2017 10-K		10.b.iv		02/08/2018
10.b.iii			for grants prior to 2012		2015 10-K		10.b.i(ii)(C)		02/12/2016


Exhibit No.					Incorporated By Reference					Filed Herewith
	Exhibit Description			Form		Exhibit		Filing Date
10.c		Masco Corporation 2014 Long Term Stock Incentive Plan (Amended and Restated May 9, 2016):			10-Q		10.a		07/26/2016
		Form of Restricted Stock Award Agreements:
10.c.i			for awards prior to July 1, 2018		8-K		10.b		05/06/2014
10.c.ii			for awards on or after July 1, 2018		2018 10-K		10.c.ii		02/07/2019
		Form of Restricted Stock Unit Award Agreements:
10.c.iii			for awards between December 17, 2019 and February 2, 2022		2019 10-K		10.c.iii		02/11/2020
10.c.iv			for awards on or after February 3, 2022							X
		Form of Stock Option Grant Agreements:
10.c.v			for grants prior to July 1, 2018		8-K		10.d		05/06/2014
10.c.vi			for grants between July 1, 2018 and December 17, 2019		2018 10-K		10.c.iv		02/07/2019
10.c.vii			for grants between December 17, 2019 and February 3, 2022		2019 10-K		10.c.vi		02/11/2020
10.c.viii			for grants on or after February 3, 2022							X
10.c.xi		Form of Long Term Incentive Program Award Agreement for awards prior to December 17, 2019.			2018 10-K		10.c.v		02/07/2019
10.c.x		Long-Term Incentive Program under Masco Corporation's 2014 Long Term Stock Incentive Plan (December 17, 2019) and form of Performance Restricted Stock Unit Award Agreement thereunder.			10-Q		10.a		04/29/2020
10.c.xi		Long-Term Incentive Program under Masco Corporation's 2014 Long Term Stock Incentive Plan (Amended and Restated February 3, 2022) and form of Performance Restricted Stock Unit Award Agreement thereunder.								X
10.c.xii		Non-Employee Directors Equity Program under Masco Corporation's 2014 Long Term Stock Incentive Plan (Amended and Restated May 9, 2016).			10-Q		10.b		07/26/2016
		Form of Restricted Stock Award Agreement for Non-Employee Directors:
10.c.xiii			for Non-Employee Directors for awards prior to July 1, 2018		8-K		10.c		05/06/2014
10.c.xiv			for Non-Employee Directors for awards after July 1, 2018		2018 10-K		10.c.viii		02/07/2019
10.c.xv		Non-Employee Directors Equity Program under Masco Corporation's 2014 Long Term Stock Incentive Plan (Amended and Restated February 7, 2020).			2019 10-K		10.c.xiii		02/11/2020
		Form of Restricted Stock Unit Award Agreement for Non-Employee Directors:
10.c.xvi			for awards between February 7, 2020 and February 3, 2022		2019 10-K		10.c.xiv		02/11/2020
10.c.xvii			for awards on or after February 3, 2022							X
10.d		Form of Masco Corporation Supplemental Executive Retirement and Disability Plan and amendments thereto (includes amendment freezing benefit accruals) for John G. Sznewajs.			2015 10-K		10.d.i(ii)		02/12/2016
10.e		Other compensatory arrangements for executive officers.			2016 10-K		10.f		02/09/2017
10.f		Compensation of Non-Employee Directors.								X


Exhibit No.				Incorporated By Reference					Filed Herewith
	Exhibit Description		Form		Exhibit		Filing Date
10.g		Masco Corporation Retirement Benefit Restoration Plan effective January 1, 1995 (as amended and restated December 22, 2010), and amendments thereto effective February 6, 2012 and January 1, 2014.		2016 10-K		10.i		02/09/2017
10.h		Employment Offer Letter dated May 3, 2021 between Richard Marshall and Masco Corporation		10-Q		10		07/29/2021
10.i		Employment Offer Letter dated January 6, 2022 between Robin Zondervan and Masco Corporation		8-K		10		02/07/2022
21		List of Subsidiaries.							X
23		Consent of Independent Registered Public Accounting Firm relating to Masco Corporation's Consolidated Financial Statements and Financial Statement Schedule.							X
31.a		Certification by Chief Executive Officer required by Rule 13a-14(a)/15d-14(a).							X
31.b		Certification by Chief Financial Officer required by Rule 13a-14(a)/15d-14(a).							X
32		Certifications required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code.							X
101		The following financial information from Masco Corporation's Annual Report on Form 10-K for the year ended December 31, 2021, formatted in Inline XBRL: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income (Loss), (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Shareholders' Equity, and (vi) Notes to Consolidated Financial Statements.							X
104		Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)							X

The Company will furnish to its stockholders a copy of any of the above exhibits not included herein upon the written request of such stockholder and the payment to the Company of the reasonable expenses incurred by the Company in furnishing such copy or copies.

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