Fortune Brands Innovations, Inc.

FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and the notes thereto, which are included in this report, as well as our audited consolidated financial statements for the year ended December 27, 2025, which are included in our Annual Report on Form 10-K for the year ended December 27, 2025.

This discussion contains forward-looking statements that are made pursuant to the safe harbor provisions 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”). Forward-looking statements include all statements that are not historical statements of fact and those regarding our intent, belief or expectations for our business, operations, financial performance or financial condition, in addition to statements regarding our strategies and investments to enhance execution and realign our business, our expectations for the markets in which we operate, expected impacts from recently-announced organizational and leadership changes, the market potential of our brands, trends in the housing market, the potential impact of costs, including material and labor costs, the potential impact of inflation, expected capital spending, expected pension contributions, the expected effects of acquisitions, dispositions and other strategic transactions including the expected benefits and costs of the spin-off of MasterBrand, Inc. and the tax-free nature of the spin-off transaction, the anticipated effects of recently issued accounting standards on our financial statements, the anticipated impact of future tariffs and tariff refunds and other matters that are not historical in nature. Statements that include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans,” “outlook,” “positioned”, “confident,” “opportunity”, “focus” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may”, and “could” are generally forward-looking in nature and not historical facts. Where, in any forward-looking statement, we express an expectation or belief as to future results or events, such expectation or belief is based on current expectations, plans, estimates, assumptions and projections of our management about our industry, business and future financial results available at the time this report is filed with the SEC. Although we believe that these statements are based on reasonable assumptions, they are subject to numerous factors, risks and uncertainties that could cause actual outcomes and results to be materially different from those indicated in such statements, including but not limited to: (i) our reliance on the North American and Chinese home improvement, repair and remodel and new home construction activity levels, (ii) the housing market, downward changes in the general economy, unfavorable interest rates or other business conditions, (iii) the competitive nature of consumer and trade brand businesses, (iv) our ability to execute on our strategic plans and the effectiveness of our strategies in the face of business competition, (v) our reliance on key customers and suppliers, including wholesale distributors and dealers and retailers, (vi) risks associated with our recent leadership changes, (vii) risks relating to rapidly evolving technological change, (viii) risks associated with our ability to improve organizational productivity and global supply chain efficiency and flexibility, (ix) risks associated with global commodity and energy availability and price volatility, as well as the possibility of sustained inflation, (x) delays or outages in our information technology systems or computer networks or breaches of our information technology systems or other cybersecurity incidents, (xi) risks associated with doing business globally, including changes in trade-related tariffs (including recent U.S. tariffs announced or imposed on China, Canada, Mexico and other countries and any reciprocal actions taken by such countries) and risks with uncertain trade environments, (xii) risks associated with the disruption of operations, including as a result of severe weather events, (xiii) our inability to obtain raw materials and finished goods in a timely and cost-effective manner, (xiv) risks associated with strategic acquisitions, divestitures and joint ventures, including difficulties integrating acquired companies and the inability to achieve the expected financial results and benefits of transactions, (xv) impairments in the carrying value of goodwill or other acquired intangible assets, (xvi) risks of increases in our defined benefit-related costs and funding requirements, (xvii) our ability to attract and retain qualified personnel and other labor constraints, (xviii) the effect of climate change and the impact of related changes in government regulations and consumer preferences, (xix) risks associated with environmental, social and governance matters, (xx) potential liabilities and costs from claims and litigation, (xxi) changes in government and industry regulatory standards, (xxii) future tax law changes or the interpretation of existing tax laws, and (xxiii) our ability to secure and protect our intellectual property rights, as well as those described in the section of our Annual Report on Form 10-K for the year ended December 27, 2025 entitled Item 1A. “Risk Factors”. We undertake no obligation to, and expressly disclaim any such obligation to, update, amend, clarify or revise any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events, new information or changes to future results over time or otherwise, except as required by law.

OVERVIEW

References to “Fortune Brands,” “the Company,” “we,” “our” and “us” refer to Fortune Brands Innovations, Inc. and its consolidated subsidiaries as a whole, unless the context otherwise requires. The Company is a leading home, security and digital products company whose purpose is to elevate every life by transforming spaces into havens. We sell our products through a wide array of sales channels, including kitchen and bath dealers, wholesalers oriented toward builders or professional remodelers, industrial and locksmith distributors, “do-it-yourself” remodeling-oriented home centers, showrooms, direct to consumer, e-commerce and other retail outlets.

We believe that the Company has certain competitive advantages including market-leading brands, a diversified mix of channels, lean and flexible supply chains, a strong capital structure, as well as a tradition of strong innovation and customer service. We are focused on outperforming our markets in growth, profitability and returns in order to drive increased stockholder value. We believe the Company’s track record reflects the long-term attractiveness and potential of the categories we serve and our leading brands. We believe the long-term outlook for our products remains favorable, and our strategic advantages, including the set of capabilities we refer to as the Fortune Brands Advantage, will help us to achieve profitable organic growth over time.

We continue to believe our most attractive opportunities are to invest in profitable organic growth initiatives, pursue accretive strategic acquisitions, non-controlling equity investments, and joint ventures, and return cash to stockholders through a combination of dividends and repurchases of shares of our common stock under our share repurchase program as explained in further detail under “Liquidity and Capital Resources” below.

The U.S. market for our products primarily consists of spending on both new home construction and repair and remodel activities within existing homes, with a substantial majority of the markets we serve consisting of repair and remodel spending. Growth in the U.S. market for our home products will largely depend on consumer confidence, employment, wage growth, home prices, equity levels and rates of extraction, stable mortgage rates and credit availability. Increases in inflation and mortgage rates during the preceding years have slowed the pace of single-family and existing home sales activity and new home construction and repair and remodel activities. However, we believe we are well positioned to manage the continued slow-down in the housing market as we believe the fundamental drivers of the housing market remain intact.

We have been and may continue to be impacted by near-term supply, labor and freight constraints, a volatile geopolitical environment, as well as increased rates of inflation, increased interest rates and unfavorable fluctuations in foreign exchange rates. In addition, we have been adversely impacted and may in the future be impacted by tariff-related costs.

On February 20, 2026, the U.S. Supreme Court ruled that the U.S. tariffs imposed under the International Emergency Economic Powers Act (“IEEPA”) on goods imported into the U.S. were unauthorized. In March 2026, the Court of International Trade (“CIT”) issued refund orders and the administrative system the government created to process refunds began accepting refund claims on April 20, 2026. During the thirty-nine weeks ended September 26, 2026, management determined that recoveries of IEEPA tariff refund claims of $146.6 million were probable and estimable and recorded a reduction to Cost of products sold in the Condensed Consolidated Statements of Comprehensive Income of $145.5 million, less $11.5 million of tariff refunds no longer deemed probable of recovery. In addition, $1.1 million remains as a reduction in Inventory on the Condensed Consolidated Balance Sheet as of September 26, 2026. As of September 26, 2026, the Company had received $121.5 million of the submitted refund claims and $4.3 million of interest income related to those claims and had a refund receivable of $13.6 million in the Condensed Consolidated Balance Sheet. The Company does not anticipate any additional IEEPA tariff refund recoveries other than the recoveries that have been recorded through the end of the third quarter of 2026.

The Company continues to actively work to mitigate the anticipated impacts of tariffs through a combination of supply chain actions, cost-out activities and strategic pricing actions across all of our channels and brands. However, this remains a rapidly evolving landscape, and the Company's ability to mitigate the anticipated impacts of tariffs could be affected by a number of factors, including additional tariffs or trade-related sanctions imposed by the U.S. or other countries, and if the Company is ultimately not able to substantially mitigate the impacts of tariffs, there would be negative impacts to the Company's results of operations. We are also unable, at this time, to determine any future negative impacts from reduced consumer spending as a result of inflationary or other macroeconomic pressures or uncertainty that may result from the imposition of current or future tariffs.

On September 25, 2026, the Board of Directors approved a plan to rationalize the EMEA operating footprint of a business within the Water segment, which resulted in asset impairment charges of $24.3 million. In addition, as of September 26, 2026, the Company recognized asset impairment charges of $45.2 million related to a second asset group within the Water segment, driven by lower expected future cash flows related to the use of such asset group’s facility. See Note 3 for additional information.

On September 25, 2026, the Board approved a plan to exit its commercial business within the Water segment serving domestic markets primarily in China, as well as other jurisdictions in Asia. The transition is expected to be substantially complete by the third quarter of 2027. For the thirteen weeks and thirty-nine weeks ended September 26, 2026, we incurred total charges of $10.3 million related to employee severance, which are included in Restructuring charges in the Condensed Consolidated Statements of Comprehensive Income. The Company also recognized $7.2 million of exit-related costs recorded within Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income. The Company expects to incur additional charges, primarily related to employee severance and retention, lease exit costs, accelerated depreciation and other exit costs, as the exit activities progress through the third quarter of 2027. These remaining charges are not expected to be material to the Company's consolidated financial statements.

On October 15, 2026, the Company announced it has executed a definitive agreement to sell its Fiberon business to a subsidiary of Inteplast Group Corporation for $160 million in cash, subject to the terms and conditions of the definitive agreement. The closing of the transaction is subject to regulatory approval and is expected to occur in the fourth quarter of 2026. As a result of entering into the agreement, the Company determined that Fiberon met the criteria to be classified as held-for-sale. During the thirty-nine weeks ended September 26, 2026, the Company recognized asset impairment charges of $233.0 million with respect to the Fiberon asset group. Management expects to record a loss on the sale of approximately $175 million to $205 million related to the Fiberon business in the fourth quarter of 2026, subject to the finalization of closing costs and working capital adjustments.

RESULTS OF OPERATIONS

Thirty-Nine Weeks Ended September 26, 2026 Compared To Thirty-Nine Weeks Ended September 27, 2025

Fortune Brands delivered net income of $51.6 million, or $0.43 per diluted common share for the thirty-nine weeks ended September 26, 2026 compared to net income of $222.4 million, or $1.83 per diluted common share in the prior year. Net income for the thirty-nine weeks ended September 26, 2026 was negatively impacted by asset impairment charges of $303.1 million and lower sales unit volume, partially offset by tariff refunds of $146.6 million. We delivered cash provided by operating activities of $430.6 million for the thirty-nine weeks ended September 26, 2026, compared to $270.4 million in the same prior year period.

The following discussion of consolidated results of operations and segment results refers to the thirty-nine weeks ended September 26, 2026 compared to the thirty-nine weeks ended September 27, 2025. Consolidated results of operations should be read in conjunction with segment results of operations.

Net sales

Net sales decreased by $106.8 million, or 3.2%, primarily due to lower sales volume across all operating segments, primarily driven by market softness, service level challenges and discrete share losses in certain product categories. Volume declines were partially offset by year over year price increases, including those intended to mitigate cost increases, and by the favorable impact of foreign exchange of $17.2 million.

Cost of products sold

Cost of products sold decreased by $122.0 million, or 6.5%, primarily due to the recognition of IEEPA tariff refunds of $145.5 million in the current year and lower sales volumes, partially offset by higher landed product cost due to direct material cost inflation.

Selling, general and administrative expenses

Selling, general and administrative expenses increased by $68.9 million, or 7.1%, primarily due to costs associated with governance advisory services and leadership changes of $44.2 million and increased variable incentive compensation costs of $40.6 million, partially offset by lower restructuring-related charges of $15.7 million.

Asset impairment charges

Asset impairment charges increased by $253.0 million primarily due to the impairment of property, plant and equipment, net, customer and contractual relationships, and tradenames during the thirty-nine weeks ended September 26, 2026 within our Water and Outdoors segments of $70.1 million and $233.0 million, respectively, compared to the impairment of property, plant and equipment, net within our Outdoors segment of $50.1 million during the thirty-nine weeks ended September 27, 2025.

Restructuring charges

Restructuring charges of $28.9 million were primarily attributable to costs related to organizational and personnel changes, the decision to exit our Moen commercial business in Asia, and the decision to consolidate our U.S. regional offices into one campus headquarters.

Interest expense

Interest expense decreased by $10.1 million, or 11.4%, to $78.3 million primarily due to average lower commercial paper borrowings net of repayments and lower interest rates on commercial paper during the thirty-nine weeks ended September 26, 2026, as compared to the thirty-nine weeks ended September 27, 2025.

Other (income) expense, net

Other (income) expense, net, was $(3.9) million in the thirty-nine weeks ended September 26, 2026, compared to $(5.8) million in the thirty-nine weeks ended September 27, 2025. The decrease in other income, net was primarily due to increases in foreign currency transaction expense of $3.9 million, partially offset by an increase in interest income related to IEEPA tariff refund payments of $4.3 million.

Income taxes

The effective income tax rates for the thirty-nine weeks ended September 26, 2026 and thirty-nine weeks ended September 27, 2025 were (38.3%) and 28.7%, respectively.

The difference between the Company's effective income tax rate for the thirty-nine weeks ended September 26, 2026 and the U.S. statutory income tax rate of 21% primarily relates to tax benefits from an internal legal entity restructuring, decreases in uncertain tax positions and the effects of cross-border tax laws, partially offset by state income taxes, foreign interest deductibility, certain foreign losses for which no tax benefit was recognized and changes in plans regarding the future distribution of certain foreign earnings.

The difference between the Company’s effective income tax rate for the thirty-nine weeks ended September 27, 2025, and the U.S. statutory income tax rate of 21% primarily relates to state income taxes, including the state income tax impacts of legal entity restructuring, foreign income taxed at higher rates, and dividend withholding tax, partially offset by decreases in uncertain tax positions.

Results By Segment

Water

Net sales decreased by $77.7 million, or 4.2%, primarily due to lower sales unit volume from the carryover of discrete share losses from the first half of 2025, service level challenges, softer customer demand in retail and slow down in wholesale new construction demand. Volume declines were partially offset by price actions, growth in the eCommerce channel, and the favorable impact of foreign exchange of $14.5 million.

Operating income decreased by $113.1 million, or 27.9%, primarily due to asset impairment charges of $70.1 million, as well as the impact of lower net sales, higher landed product cost, and higher costs to serve our customers, partially offset by tariff refunds recognized of $97.3 million.

Outdoors

Net sales decreased by $21.7 million, or 2.1%, primarily due to lower sales unit volume from softer new construction related demand in the wholesale channel, partially offset by price actions and favorable year-over-year channel inventory levels.

Operating income decreased by $167.4 million, or 280.4%, primarily due to higher asset impairment charges of $182.9 million, lower net sales, higher material costs, primarily aluminum, and higher freight costs, partially offset by lower restructuring and restructuring-related charges of $17.4 million, and tariff refunds recognized of $10.8 million.

Security

Net sales decreased by $7.4 million, or 1.4%, primarily due to declines in retail and eCommerce, partially offset by growth in commercial, pricing actions to mitigate cost inflation and the favorable impact of foreign exchange of $2.8 million.

Operating income increased by $42.7 million, or 64.3%, primarily due to tariff refunds recognized of $37.4 million and lower restructuring and restructuring-related charges of $15.5 million, partially offset by $10.2 million of an inventory adjustment associated with SKU rationalization, higher costs to serve customers and lower net sales.

Corporate

Corporate expenses increased by $44.9 million, or 32.8%, primarily due to costs associated with governance advisory services and leadership changes of $44.2 million, and increased compensation costs of $26.3 million, partially offset by lower restructuring and restructuring-related charges of $15.9 million.

Thirteen Weeks Ended September 26, 2026 Compared To Thirteen Weeks Ended September 27, 2025

The following discussion of consolidated results of operations and segment results refers to the thirteen weeks ended September 26, 2026 compared to the thirteen weeks ended September 27, 2025. Consolidated results of operations should be read in conjunction with segment results of operations.

Net sales

Net sales decreased by $35.5 million, or 3.1%, primarily due to lower sales at our Water and Security segments. The decline was partially offset by year over year price increases, including those intended to mitigate cost increases, higher sales in the Outdoors segment, and a favorable foreign exchange impact of $2.0 million.

Cost of products sold

Cost of products sold decreased by $22.1 million, or 3.5%, primarily due to recognition of net tariff refunds of $29.8 million in the current year and lower sales volume, partially offset by higher landed product cost.

Selling, general and administrative expenses

Selling, general and administrative expenses increased by $26.3 million, or 8.4%, primarily due to increased variable incentive compensation costs of $23.1 million, partially offset by lower restructuring-related charges of $3.7 million.

Asset impairment charges

Asset impairment charges were $73.8 million for the thirteen weeks ended September 26, 2026 due to the impairment of property, plant and equipment, net, customer and contractual relationships, and tradenames within our Water and Outdoors segments of $69.5 million and $4.3 million, respectively, compared to the impairment of property, plant and equipment, net within our Outdoors segment of $50.1 million during the thirteen weeks ended September 27, 2025.

Restructuring charges

Restructuring charges of $16.4 million were primarily attributable to costs related to organizational and personnel changes, the decision to exit our commercial business within the Water segment in Asia, and the decision to consolidate our U.S. regional offices into one campus headquarters.

Interest expense

Interest expense decreased by $4.2 million, or 14.7%, primarily due to average lower commercial paper borrowings net of repayments during the thirteen weeks ended September 26, 2026 and lower interest rates on commercial paper, as compared to the thirteen weeks ended September 27, 2025.

Other (income) expense, net

Other (income) expense, net, was $(4.5) million in the thirteen weeks ended September 26, 2026, compared to $2.6 million in the thirteen weeks ended September 27, 2025. The increase in other income, net was primarily due to an increase in interest income related to IEEPA tariff refund payments of $4.3 million, and decreases in foreign currency transaction expense of $2.0 million.

Income taxes

The effective income tax rates for the thirteen weeks ended September 26, 2026 and thirteen weeks ended September 27, 2025 were (23.2%) and 25.3%, respectively.

The difference between the Company's effective income tax rate for the thirteen weeks ended September 26, 2026 and the U.S. statutory income tax rate of 21% primarily relates to tax benefits from an internal legal entity restructuring, decreases in uncertain tax positions and the effects of cross-border tax laws, partially offset by state income taxes, foreign interest deductibility, certain foreign losses for which no tax benefit was recognized and changes in plans regarding the future distribution of certain foreign earnings.

The difference between the Company’s effective income tax rate for the thirteen weeks ended September 27, 2025, and the U.S. statutory tax rate of 21% primarily relates to state income taxes and foreign income taxed at higher rates, partially offset by provision to return adjustments.

Results By Segment

Water

Net sales decreased by $34.0 million, or 5.5%, primarily due to lower sales unit volume from service level challenges, softer customer demand in retail and a slow down in wholesale new construction demand. Volume declines were partially offset by price actions and growth in the eCommerce channel and the favorable impact of foreign exchange of $2.5 million.

Operating income decreased by $132.6 million, or 90.9%, primarily due to asset impairment charges of $69.5 million, as well as the impact of lower sales, higher landed product cost, higher costs to serve our customers and higher restructuring and restructuring-related charges of $15.1 million, partially offset by net tariff refunds recognized of $12.0 million.

Outdoors

Net sales increased by $2.9 million, or 0.8%, primarily due to favorable year-over-year channel inventory levels and price actions, partially offset by lower sales unit volume from softer new construction demand in the wholesale channel.

Operating income increased by $57.3 million, or 1,146.0%, primarily due to lower asset impairment charges of $45.8 million, a favorable change of $7.7 million related to the September 2025 fire at one of our manufacturing facilities, reflecting a $4.7 million gain from an insurance settlement in the thirteen weeks ended September 26, 2026 compared to $3.0 million expense in the prior year, lower restructuring and restructuring-related charges of $3.9 million, and tariff refunds recognized of $2.9 million. The increase in operating income was partially offset by higher material costs, primarily aluminum, and higher freight costs.

Security

Net sales decreased by $4.4 million, or 2.4%, primarily due to declines in retail and eCommerce driven by service levels, partially offset by growth in commercial, increased penetration with multi-family customers in Yale and pricing actions.

Operating income increased by $10.7 million, or 38.6%, primarily due to tariff refunds recognized of $14.9 million, and lower restructuring and restructuring-related charges of $5.1 million, partially offset by $10.2 million of an inventory adjustment associated with SKU rationalization efforts, higher costs to serve customers and lower net sales.

Corporate

Corporate expenses increased by $0.9 million, or 2.1%, primarily due to increased compensation costs of $16.8 million, partially offset by lower restructuring and restructuring-related charges of $7.1 million, and lower professional fees and other discretionary costs.

LIQUIDITY AND CAPITAL RESOURCES

Our principal sources of liquidity are cash on hand, cash flows from operating activities, cash borrowed under our credit facility and cash from debt issuances in the capital markets. Our operating income is generated by our subsidiaries. We believe our operating cash flows, including funds available under the credit facility and access to capital markets, provide sufficient liquidity to support the Company’s working capital requirements, capital expenditures and service of indebtedness, as well as to finance acquisitions, repurchase shares of our common stock and pay dividends to stockholders, as the Board of Directors deems appropriate, both for the 12-month period following September 26, 2026, and in the long-term.

Our cash flows from operations, borrowing availability and overall liquidity are subject to certain risks and uncertainties, including those described in the section of our Annual Report on Form 10-K for the year ended December 27, 2025 entitled “Item 1A. Risk Factors”. In addition, we cannot predict whether or when we may enter into acquisitions, joint ventures or dispositions, repurchase shares of our common stock under our share repurchase program or pay dividends, or what impact any such transactions could have on our results of operations, cash flows or financial condition, whether as a result of the issuance of debt or equity securities, or otherwise.

Long-Term Debt

As of September 26, 2026, the Company had aggregate outstanding notes in the principal amount of $2.2 billion, with varying maturities (the “Notes”). The Notes are unsecured senior obligations of the Company. In addition, we believe that we have the ability to obtain alternative sources of financing if required. The following table provides a summary of the Company’s outstanding Notes, including the net carrying value of the Notes, net of underwriting commissions, price discounts and debt issuance costs as of September 26, 2026 and December 27, 2025:

Credit Facilities

In January 2026, the Company entered into a fourth amended and restated $1.25 billion revolving credit facility (the “Revolving Credit Agreement”), and borrowings thereunder will be used for general corporate purposes. The maturity date of the facility is January 2031. Borrowings under the Revolving Credit Agreement will bear interest at variable rates equal to, at the Company’s election, the term Secured Overnight Financing Rate ("SOFR") plus an applicable term SOFR margin for an interest period selected by the Company. The applicable term SOFR rate margin will be determined based on the ratings of the Company’s senior unsecured long-term debt securities. The daily simple SOFR rate margins range from 0.80% to 1.30%. Under the Revolving Credit Agreement, the Company is required to maintain a minimum ratio of consolidated EBITDA to consolidated interest expense of 3.0 to 1.0. Consolidated EBITDA is defined as consolidated net income before interest expense, income taxes, depreciation, amortization of intangible assets, losses from asset impairments, and certain other one-time adjustments. In addition, the Company's ratio of consolidated debt minus certain cash and cash equivalents to consolidated EBITDA generally may not exceed 3.5 to 1.0. There were no outstanding borrowings under this facility as of September 26, 2026 and December 27, 2025. As of September 26, 2026, we were in compliance with all covenants under this facility.

We currently have uncommitted bank lines of credit in China, which provide for unsecured borrowings for working capital of up to $30.5 million in aggregate as of September 26, 2026 and December 27, 2025. There were no outstanding balances as of September 26, 2026 and December 27, 2025.

Commercial Paper

The Company operates a commercial paper program (the “Commercial Paper Program”) pursuant to which the Company may issue unsecured commercial paper notes. The Company's Revolving Credit Agreement is the liquidity backstop for the repayment of any notes issued under the Commercial Paper Program, and as such borrowings under the Commercial Paper Program are included in Long-term debt in the Condensed Consolidated Balance Sheets. Amounts available under the Commercial Paper Program may be borrowed, repaid and re-borrowed, with the aggregate principal amount outstanding at any time, including borrowings under the Revolving Credit Agreement, not to exceed $1.25 billion. The Company expects to use any issuances under the Commercial Paper Program for general corporate purposes. Outstanding borrowings under the Commercial Paper Program as of September 26, 2026 and December 27, 2025 were $118.7 million and $368.8 million, respectively.

Cash and Seasonality

On September 26, 2026, we had non-restricted cash and cash equivalents of $230.9 million, of which $211.6 million was held at non-U.S. subsidiaries. We manage our global cash requirements considering (i) available funds among the subsidiaries through which we conduct business, (ii) the geographic location of our liquidity needs, and (iii) the cost to access international cash balances.

Our operating cash flows are significantly impacted by the seasonality of our business. We typically generate most of our operating cash flow in the third and fourth fiscal quarters of each year.

We believe that our current cash position, cash flow generated from operations, amounts available under our revolving credit facility and access to the capital markets should be sufficient for our operating requirements and enable us to fund our capital expenditures, share repurchases, dividend payments, and required long-term debt payments.

Share Repurchases and Dividends

In the thirty-nine weeks ended September 26, 2026, we repurchased 1.9 million shares of our outstanding common stock under the Company’s share repurchase program for $85.2 million. As of September 26, 2026, the Company’s total remaining share repurchase authorization under its share repurchase program was approximately $742.1 million. The share repurchase program does not obligate the Company to repurchase any specific dollar amount or number of shares and may be suspended or discontinued at any time.

In the thirty-nine weeks ended September 26, 2026, we paid dividends in the amount of $93.2 million to the Company’s stockholders. Our Board of Directors will continue to evaluate dividend payment opportunities on a quarterly basis. There can be no assurance as to when and if future dividends will be paid, and at what level, because the payment of dividends is dependent on our financial condition, results of operations, cash flows, capital requirements and other factors deemed relevant by our Board of Directors. Our subsidiaries are not limited by long-term debt or other agreements in their abilities to pay cash dividends or to make other distributions with respect to their capital stock or other payments to the Company.

On September 29, 2026, the Company's Board declared a cash dividend of $0.26 per common share payable on December 9, 2026 to stockholders of record at the close of business on November 20, 2026.

Acquisitions

We periodically review our portfolio of brands and evaluate potential strategic transactions and other capital initiatives to increase stockholder value.

Cash Flows

Below is a summary of cash flows for the thirty-nine weeks ended September 26, 2026 and September 27, 2025.

Net cash provided by operating activities was $430.6 million in the thirty-nine weeks ended September 26, 2026, compared to $270.4 million in the thirty-nine weeks ended September 27, 2025. The increase in cash provided of $160.2 million was primarily due to favorable changes in working capital, including inventories, accrued expenses and other liabilities, which contributed $83.9 million and $77.0 million, respectively. Net cash provided by operating activities in the thirty-nine weeks ended September 26, 2026 also included $121.5 million of IEEPA tariff refunds received.

Net cash used in investing activities was $36.4 million in the thirty-nine weeks ended September 26, 2026, compared to net cash used in investing activities of $84.4 million in the thirty-nine weeks ended September 27, 2025. The decrease in cash used of $48.0 million was primarily due to a decrease in capital expenditures, as well as proceeds generated from the disposition of assets.

Net cash used in financing activities was $427.3 million in the thirty-nine weeks ended September 26, 2026, compared to net cash used in financing activities of $352.6 million in the thirty-nine weeks ended September 27, 2025. The increase in cash used of $74.7 million was primarily due to lower net debt proceeds offset by lower treasury stock purchases.

Pension Plans

Subsidiaries of Fortune Brands sponsor their respective defined benefit pension plans that are funded by a portfolio of investments maintained within our benefit plan trust. As of December 27, 2025, the fair value of our total pension plan assets was $188.3 million, representing funding of approximately 95% of the accumulated qualified benefit obligation liability. During the thirty-nine weeks ended September 26, 2026, we made no pension contributions. For the foreseeable future, we believe that we have sufficient liquidity to meet the minimum funding that may be required by the Pension Protection Act of 2006.

Foreign Exchange

We have operations in various foreign countries, principally Canada, Mexico, the United Kingdom, China, South Africa, Vietnam and France. Therefore, changes in the value of the related currencies affect our financial statements when translated into U.S. dollars.

CRITICAL ACCOUNTING ESTIMATES

There have been no material changes in the information provided in the section entitled “Critical Accounting Estimates” in our Annual Report on Form 10-K for the year ended December 27, 2025.