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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported) February 6, 2008
 
Masco Corporation
(Exact name of Registrant as Specified in Charter)
         
Delaware   1-5794   38-1794485
         
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
         
21001 Van Born Road, Taylor, Michigan
  48180
     
(Address of Principal Executive Offices)
  (Zip Code)
(313) 274-7400
Registrant’s telephone number, including area code
 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
  o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
  o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
  o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
  o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
     On February 6, 2008, the Organization and Compensation Committee of the Board of Directors of Masco Corporation authorized the Company to amend the unfunded supplemental executive retirement and disability plans with Timothy Wadhams, the Company’s President and Chief Executive Officer, and with Donald J. DeMarie, Jr., the Company’s Executive Vice President and Chief Operating Officer, to provide that the amount of the regular year-end cash bonus to be taken into account for purposes of the plan formula be limited to 60% of the maximum bonus opportunity for that year. The amendment to Mr. DeMarie’s plan also provides for the vesting of benefits prior to the attainment of age 50, which is consistent with similar plans extended to a number of other senior executives of the Company.
     These amendments are attached hereto as Exhibit 99 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
     (d) Exhibits
     99 Supplemental Executive Retirement Plan Amendment for Timothy Wadhams and Supplemental Executive Retirement Plan Form and Amendment for Donald J. DeMarie, Jr.
SIGNATURE
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
         
  MASCO CORPORATION
 
 
  By:   /s/ John R. Leekley    
    Name:   John R. Leekley   
    Title:   Senior Vice President and General Counsel   
 
February 11, 2008

 


 

EXHIBIT INDEX
     99 Supplemental Executive Retirement Plan Amendment for Timothy Wadhams and Supplemental Executive Retirement Plan Form and Amendment for Donald J. DeMarie, Jr.