Sec Form 4 Filing - Allman Keith J. @ MASCO CORP /DE/ - 2015-03-13

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Allman Keith J.
2. Issuer Name and Ticker or Trading Symbol
MASCO CORP /DE/ [ MAS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
21001 VAN BORN ROAD
3. Date of Earliest Transaction (MM/DD/YY)
03/13/2015
(Street)
TAYLOR, MI48180
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/13/2015 M 44,200 A $ 18.58 239,675 D
Common Stock 03/13/2015 M 43,500 A $ 11.67 283,175 D
Common Stock 03/13/2015 M 29,000 A $ 20.36 312,175 D
Common Stock 03/13/2015 M 17,680 A $ 13.81 329,855 D
Common Stock 03/13/2015 M 16,000 A $ 9.41 345,855 D
Common Stock 03/13/2015 M 8,840 A $ 8.03 354,695 D
Common Stock 03/13/2015 S 3,308 D $ 26.4368 351,387 D
Common Stock 03/13/2015 S 3,545 D $ 26.4385 347,842 D
Common Stock 03/13/2015 S 4,532 D $ 26.435 343,310 D
Common Stock 03/13/2015 F 5,532 D $ 26.4368 337,778 D
Common Stock 03/13/2015 S 5,538 D $ 26.4353 332,240 D
Common Stock 03/13/2015 S 7,028 D $ 26.3485 325,212 D
Common Stock 03/13/2015 F 10,462 D $ 26.4353 314,750 D
Common Stock 03/13/2015 S 13,050 D $ 26.4359 301,700 D
Common Stock 03/13/2015 F 13,148 D $ 26.435 288,552 D
Common Stock 03/13/2015 F 25,455 D $ 26.4385 263,097 D
Common Stock 03/13/2015 F 30,450 D $ 26.4359 232,647 D
Common Stock 03/13/2015 F 37,172 D $ 26.3485 195,475 D
M
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option $ 8.03 03/13/2015 M 8,840 ( 1 ) 02/09/2019 Common Stock 8,840 ( 2 ) 0 D
Employee Stock Option $ 13.81 03/13/2015 M 17,680 ( 3 ) 02/12/2020 Common Stock 17,680 ( 2 ) 0 D
Employee Stock Option $ 20.36 03/13/2015 29,000 ( 4 ) 02/13/2023 Common Stock 29,000 ( 2 ) 43,500 D
Employee Stock Option $ 11.67 03/13/2015 M 43,500 ( 5 ) 02/15/2022 Common Stock 43,500 ( 2 ) 29,000 D
Employee Stock Option $ 18.58 03/13/2015 M 44,200 ( 6 ) 05/12/2018 Common Stock 44,200 ( 2 ) 0 D
Employee Stock Option $ 9.41 03/13/2015 M 16,000 ( 7 ) 12/05/2021 Common Stock 16,000 ( 2 ) 16,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Allman Keith J.
21001 VAN BORN ROAD
TAYLOR, MI48180
X President and CEO
Signatures
Yvette M. VanRiper by Power of Attorney 03/16/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This option vested in five equal annual installments commencing February 9, 2010, and is therefore currently exercisable.
( 2 )Grant of option under the Masco Corporation 2014 Long Term Stock Incentive Plan in transactions exempt under Rule 16b-3.
( 3 )This option vested in five equal annual installments commencing February 12, 2011, and is therefore currently exercisable.
( 4 )This option, representing a right to purchase a total of 72,500 shares, is exercisable in five equal annual installments of 14,500 shares commencing February 13, 2014.
( 5 )This option, representing a right to purchase a total of 72,500 shares, is exercisable in five equal annual installments of 14,500 shares commencing February 15, 2013.
( 6 )This option vested in five equal annual installments commencing May 12, 2009, and is therefore currently exercisable.
( 7 )This option, representing a right to purchase a total of 40,000 shares, is exercisable in five equal annual installments of 8,000 shares commencing December 5, 2012.

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 4(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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.