FORTUNE BRANDS INNOVATIONS, INC.
DIRECTORS’ DEFERRED COMPENSATION PLAN
Fortune Brands Innovations, Inc. (the “Company”) established this Directors’ Deferred Compensation Plan (the “Plan”) to assist the Company in attracting and retaining persons of competence and stature to serve as directors of the Company (“Directors”) by giving those Directors the option of deferring the receipt of the cash fees and shares of Company common stock (“Common Stock”) payable to them by the Company for their services as Directors.
No member of the Board or Administrator, and no employee of the Company to whom the Administrator delegates any of its power and authority hereunder, shall be liable for any act, omission, interpretation, construction or determination made in connection with this Plan in good faith, and the members of the Board and the Administrator and such employees shall be entitled to indemnification and reimbursement by the Company in respect of any claim, loss, damage or expense (including attorneys’ fees) arising therefrom to the full extent permitted by law (except as otherwise may be provided in the Company’s Certificate of Incorporation and/or Bylaws) and under any directors’ and officers’ liability insurance that may be in effect from time to time.
The Plan is unfunded and no funds will be segregated into the Deferral Account of Participants.
IN WITNESS WHEREOF, the Company has caused this Plan to be executed by its
Executive Vice President, Chief Legal Officer and Secretary, this 18th day of September 2023.
FORTUNE BRANDS INNOVATIONS, INC.
By:/s/ Hiranda S. Donoghue a
FORTUNE BRANDS INNOVATIONS, INC.
DIRECTORS’ DEFERRED COMPENSATION PLAN
DEFERRAL ELECTION
Complete only if you have not previously filed a Deferral Election, or you now wish to change your previous Deferral Election(s) or Conversion Election for the upcoming year.
I, _____________________________________, make the following election under the Fortune Brands Innovations, Inc. Directors’ Deferred Compensation Plan (the “Plan”) with respect to fees earned beginning January 1, 202__ for services as a Director of Fortune Brands Innovations, Inc. (the “Company”). Any capitalized term that is not defined will have the meaning set forth in the Plan.
A. Deferral Election. I elect to defer receipt of my Directors’ Fees as follows:
DIRECTOR CASH FEES |
| DIRECTOR SHARES |
□ all of my Director Cash Fees or |
AND/OR | □ all of my Director Shares or |
□ $___________ per calendar quarter of my Director Cash Fees (may not be less than $5,000 per calendar quarter) |
| □ ___________ of my annual grant of Director Shares |
B. Conversion Election. I elect to convert ___% of the deferred Director Cash Fees described in Part A. into share equivalents under the Plan.
This Deferral Election (and, if applicable, Conversion Election) supersedes any prior deferral or conversion elections under the Plan and will remain in effect for future years unless changed through a future election or operation of the Plan. The Plan is unfunded. All deferrals and interest are maintained as general assets of the Company. You should carefully review the enclosed Plan before you elect to defer.
If you have any questions regarding the Plan, please call Angela Pla at (847) 484-4455. Please remember that if you would like to participate, this Deferral Election must be returned by December 31st preceding the year in which the fees are earned (or, in the case of the first year in which you are eligible to participate in the Plan, you may make this Deferral Election with respect to services to be performed subsequent to the date of the Deferral Election if you return such election no later than thirty (30) days after the date on which you became eligible to participate in the Plan).
____________________________________ ________________________
Director’s Signature Date
____________________________________
Director’s Name (please print)
FORTUNE BRANDS INNOVATIONS, INC.
DIRECTORS’ DEFERRED COMPENSATION PLAN
BENEFICIARY DESIGNATION
In accordance with the terms of the Fortune Brands Innovations, Inc. Directors’ Deferred Compensation Plan (the “Plan”), the individual whose name appears below, who serves as a Director of Fortune Brands Innovations, Inc. (the “Company”), hereby designates the individual(s) named below as his or her beneficiary or beneficiaries with respect to his or her Deferral Account (and any other amounts due to him or her) under the Plan. This designation shall supersede any and all previous beneficiary designations made by the Director with respect to his or her Deferral Account under the Plan. Any capitalized term that is not defined will have the meaning set forth in the Plan.
1. Primary Beneficiary. The following person, or persons, are designated as primary beneficiary with respect to the percentage of the Director’s unpaid Deferral Account (and any other amounts due to him or her) indicated for each person:
Name: _____________________________________
Relationship: _____________________________________
Address: _____________________________________
_____________________________________
_____________________________________
Percent: _____________________________________
Name: _____________________________________
Relationship: _____________________________________
Address: _____________________________________
_____________________________________
_____________________________________
Percent: _____________________________________
Name: _____________________________________
Relationship: _____________________________________
Address: _____________________________________
_____________________________________
_____________________________________
Percent: _____________________________________
2. Secondary Beneficiary. The following person, or persons, are designated as secondary Beneficiary with respect to the percentage of the Director’s unpaid Deferral Account (and any other amounts due to him or her) indicated for each person:
Name: _____________________________________
Relationship: _____________________________________
Address: _____________________________________
_____________________________________
_____________________________________
Percent: _____________________________________
Name: _____________________________________
Relationship: _____________________________________
Address: _____________________________________
_____________________________________
_____________________________________
Percent: _____________________________________
Name: _____________________________________
Relationship: _____________________________________
Address: _____________________________________
_____________________________________
_____________________________________
Percent: _____________________________________
____________________________________ ________________________
Director’s Signature Date
____________________________________
Director’s Name (please print)