Fortune Brands Innovations, Inc. (FBIN) – SEC staff letter
2026-03-27 · Re: Form 10-K for the year ended December 27, 2025 Form 8-K furnished February 12, 2026 · Accession 0000000000-26-003124 · 5 staff comment(s) issued
Company response(s): 2026-04-10
Non-GAAP: Reconciliation & UsefulnessSegment Reporting (ASC 280)MD&A: Results & Known TrendsGoodwill & Asset ImpairmentFair Value & InvestmentsEarnings per Share (ASC 260)KPIs, Metrics & Earnings CallsExhibits, Certifications & SignaturesConcentrations & Receivables
2026-03-27 · Form 10-K for the year ended December 27, 2025 Form 8-K furnished February 12, 2026 · Comment 1 · Total Fortune Brands, page 25 Agreed to revise
Staff comment: In the Results of Operations section, when you describe two or more factors that contributed to a material change in a financial statement line item between periods, please quantify in future filings, where possible, the extent to which each factor contributed to the overall change in that line item. This disclosure should be provided for each significant income statement line item as well as for the segment discussion. As an example, your discussion on page 26 of the $221.8 million decrease in Operating income only quantifies asset impairment charges of $53.6 million and higher restructuring and restructuring-related charges of $67.8 million, without similar quantification provided for the… letter →
Company response: We acknowledge the Staff’s comment, and confirm that, in future filings, the Company will quantify all factors that we believe materially impact changes in financial statement line items and are reasonably practicable to quantify. We also confirm that disclosures based on that standard will be provided for each significant income statement line item, as outlined in the example disclosure below, as well as for the segment discussion. In certain instances, the Company refers to factors that are not reasonably practicable to quantify. In some cases, but not all, multiple interrelated factors—such as pricing, volume, and mix—cannot be response letter →
2026-03-27 · Form 10-K for the year ended December 27, 2025 Form 8-K furnished February 12, 2026 · Comment 2 · Goodwill and Indefinite-lived Intangible Assets, page 36 Responded
Staff comment: We note your disclosure on page 36 that the significant assumptions that are used to determine the estimated fair value of reporting units for impairment testing are forecasted revenue growth rates, operating income margins, market-participant discount rates and EBITDA multiples. You also disclose the actual assumptions used to estimate the fair values of the goodwill related to continuing operations tested quantitatively during the year ended December 27, 2025. Please explain to us, and revise your disclosure to clarify, the reporting units that were tested quantitatively versus qualitatively and explain why a quantitative analysis was performed. If any reporting units have a fair value… letter →
Company response: We acknowledge the Staff’s comment. Consistent with our policy, we elected to bypass the qualitative assessment and performed a quantitative goodwill impairment analysis for each of the reporting units as of December 27, 2025. ASC 350-20-35-3B provides the unconditional option to bypass the qualitative assessment and proceed directly to the quantitative goodwill impairment test. We elected this approach for all reporting units due to the length of time that had elapsed since our previous quantitative assessment. response letter →
2026-03-27 · Form 10-K for the year ended December 27, 2025 Form 8-K furnished February 12, 2026 · Comment 3 · Note 18. Information on Business Segments, page 82 Agreed to revise
Staff comment: We note the tables included in Note 18 that present by segment: net sales, depreciation, amortization, other segment items and total operating income. We also note that the table presents an amount for unallocated expenses in the total column prior to the calculation of total operating income. Please note that this presentation is not consistent with the guidance in ASC 280-10-50-30(b) which requires a reconciliation of the total of the reportable segments’ amounts for each measure of profit or loss to your consolidated income before income taxes. See example reconciliation in ASC 280-10-55-48. Additionally, the amounts disclosed for each segment's "other segment items" should not be… letter →
Company response: The Company acknowledges the Staff’s comment regarding the requirements in ASC 280-10-50-30(b) as well as regarding the appearance of creating a non-GAAP measure of consolidated “other segment items”. In future filings, we will revise the presentation to remove such amount. Additionally, the disclosure of reportable segment operating income will be revised in future filings to include a reconciliation of the subtotal of segment operating income to consolidated income before income taxes. Please see the below as an example of how the Company would revise future filings based on the disclosure in Note 18 of the 2025 Form 10-K. Form 8-K furnished February 12, 2026 Exhibit 99.1, Earnings… response letter →
2026-03-27 · Form 10-K for the year ended December 27, 2025 Form 8-K furnished February 12, 2026 · Comment 4 · Exhibit 99.1 Earnings Release, page 6 Responded
Staff comment: We note that your non-GAAP performance measures such as Diluted EPS from continuing operations before charges/gains, and operating income and margin before charges/gains shown on a consolidated basis, and by segment, include an adjustment for “other charges/gains.” We further note from your disclosure on page 13 that “other charges/(gains)” represent costs that are directly related to restructuring initiatives but cannot be reported as restructuring costs under GAAP. These costs can include losses from disposing of inventories, trade receivables allowances from discontinued product lines, accelerated depreciation due to the closure of facilities, gains or losses from selling previously… letter →
Company response: The Company acknowledges the Staff’s comment and confirms that the Company has considered the guidance in Question 100.01 of the Corporation Finance Interpretations on Non-GAAP Financial Measures. The Company confirms that the adjustment for these costs are not part of normal operations, as discussed below, and that the Company believes that the Company’s presentation of diluted earnings per share from continuing operations before charges/gains and operating income and margin before charges/gains shown is appropriate under the circumstances to give investors a representation of normal operating performance and period-to-period comparability. The items included as adjustments within “other… response letter →
2026-03-27 · Form 10-K for the year ended December 27, 2025 Form 8-K furnished February 12, 2026 · Comment 5 · Measures. Agreed to revise
Staff comment: We note that included in your disclosure of reconcilations of segment and consolidated operating income to operating income before charges/gains, you have disclosed a reconciliation of Corporate Expense (GAAP) to General and Administrative expenses before charges/gains. Please note that this reconciliation does not appear appropriate as the Corporate Expense amount is not a measure calculated in accordance with GAAP and represents a reconciling item for purposes of your ASC 280 required disclosures only in the notes to your financial statements. Please revise to remove this reconciliation. The adjusted Corporate expenses amounts should also be removed from the disclosure at the bottom of… letter →
Company response: The Company acknowledges the Staff’s comment. In future earnings releases, we will remove the reconciliation of Corporate Expense (GAAP) to General and Administrative expenses before charges/gains from our Operating Income reconciliation. ******** Should you or any member of the Staff have any additional questions or comments regarding our response or the applicable filing, please feel free to contact me at 440-962-2566, or, in my absence, Hiranda Donoghue, Executive Vice President, Chief Legal Officer and Corporate Secretary. response letter →
Full letter on EDGAR → · Filing index · All Fortune Brands Innovations, Inc. (FBIN) correspondence
Non-GAAP: Reconciliation & Usefulness – what to check: Reconcile every non-GAAP measure (including segment-level measures presented outside the ASC 280 note) to the most directly comparable GAAP measure, and explain why it is useful.
Segment Reporting (ASC 280) – what to check: Check ASU 2023-07 significant segment expense disclosure, CODM identification, and that MD&A segment discussion matches the ASC 280 note.
MD&A: Results & Known Trends – what to check: Quantify drivers of changes (price vs. volume), discuss known trends and uncertainties, and avoid repeating the financial statements.
Goodwill & Asset Impairment – what to check: Disclose reporting units at risk, headroom, key assumptions and triggering-event analysis, especially if market cap is below book value.
Fair Value & Investments – what to check: Disclose Level 3 valuation techniques and significant unobservable inputs, and support equity-method vs. fair value elections.
Earnings per Share (ASC 260) – what to check:
KPIs, Metrics & Earnings Calls – what to check:
Exhibits, Certifications & Signatures – what to check:
Concentrations & Receivables – what to check:
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