Imran Ahmad Form 3 MASCO / Imran Ahmad ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Ahmad Imran

(Last) (First) (Middle)

17450 COLLEGE PARKWAY

(Street)

LIVONIA MI 48152

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/13/2023

3. Issuer Name and Ticker or Trading Symbol
MASCO CORP /DE/ [ MAS ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Group President

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	30	I	By Registered Retirement Savings Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Restricted Stock Unit	01/14/2020(1)	(1)	Common Stock	1,668	(2)	D
Phantom Restricted Stock Unit	02/25/2021(3)	(3)	Common Stock	1,737	(2)	D
Phantom Restricted Stock Unit	02/25/2022(3)	(3)	Common Stock	7,014	(2)	D
Phantom Restricted Stock Unit	02/25/2023(3)	(3)	Common Stock	9,430	(2)	D
Phantom Restricted Stock Unit	07/14/2019(1)	(1)	Common Stock	2,400	(2)	D

Explanation of Responses:

1. Each unit of a Phantom Restricted Stock Unit became convertible into the cash equivalent of the fair market value of one share of Common Stock in five equal annual installments commencing on the annual vesting date of the year following the year of grant. The date exercisable represents the first vesting date for this Phantom Restricted Stock Unit.

2. Each unit of a Phantom Restricted Stock Unit is the cash equivalent of the fair market value of one share of Common Stock. The unit of Phantom Restricted Stock will be settled in cash upon each applicable annual vesting date.

3. Each unit of a Phantom Restricted Stock Unit became convertible into the cash equivalent of the fair market value of one share of Common Stock in three equal annual installments commencing on the annual vesting date of the year following the year of grant. The date exercisable represents the first vesting date for this Phantom Restricted Stock Unit.

Remarks:

ex24iahmadpoa2023.txt

	Yvette M. VanRiper by Power of Attorney	02/14/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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