Item 1.01. Entry into a Material Definitive Agreement.

On May 7, 2020, Mohawk Industries, Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with BofA Securities, Inc., J.P. Morgan Securities LLC, and U.S. Bancorp Investments, Inc., pursuant to which the Company agreed to sell $500,000,000 aggregate principal amount of its 3.625% Senior Notes due 2030 (the "Notes") in a registered public offering. The offering of the Notes is being made pursuant to the Company's shelf registration statement on Form S-3 (File No. 333-238010) filed with the Securities and Exchange Commission on May 5, 2020, a preliminary prospectus supplement, dated May 7, 2020, and a prospectus supplement, to be dated May 7, 2020, related to the offering of the Notes, each as filed with the Securities and Exchange Commission.

The Underwriting Agreement contains customary representations and warranties of the parties and indemnification and contribution provisions whereby the Company, on the one hand, and the Underwriters, on the other hand, have agreed to indemnify each other against certain liabilities and will contribute to payments the other party may be required to make in respect thereof.

The closing of the sale of the Notes is expected to occur on May 14, 2020, subject to customary closing conditions.

The foregoing summary of the Underwriting Agreement is qualified in its entirety by reference to the full text of the Underwriting Agreement, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The document included as an exhibit to this report is filed solely to provide information about its terms, is not intended to provide any factual or other information about the Company or the other parties to the agreements, and should not be relied upon by investors for any other purpose.




  1.1         Underwriting Agreement, dated as of May 7, 2020, by and among, Mohawk
            Industries, Inc. BofA Securities, Inc., J.P. Morgan Securities LLC, and
            U.S. Bancorp Investments, Inc.

  104       Cover Page Interactive Data File (embedded within the Inline XBRL
            document)


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