Fortune Brands Home & Security : Form of prospectus disclosing information, facts, events covered in both forms 424B2, 424B3

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Filed Pursuant to Rule 424(b)(5)

Registration No. 333-224612

CALCULATION OF REGISTRATION FEE

	Proposed
	Maximum
Title of each class of	Aggregate	Amount of
securities to be registered	Offering Price	Registration Fee(1)
3.250% Senior Notes Due 2029	$700,000,000	$84,840
(1) Calculated in accordance with Rule 457(r) of the Securities Act of 1933, as amended.

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PROSPECTUS SUPPLEMENT

(To prospectus dated May 2, 2018)

$700,000,000

3.250% Senior Notes due 2029

We are offering $700,000,000 aggregate principal amount of our 3.250% senior notes due 2029 (the "notes"). The notes will mature on September 15, 2029. We will pay interest on the notes semi-annually on each March 15 and September 15, commencing on March 15, 2020. We may redeem some or all of the notes, at any time and from time to time for cash, at the applicable redemption price described under the heading "Description of Notes-Optional Redemption." If we experience a Change of Control Repurchase Event (as defined herein), unless we have exercised our right to redeem the notes, we will be required to offer to repurchase the notes from holders for cash as described under the heading "Description of Notes-Offer to Repurchase Upon a Change of Control Repurchase Event."

The notes will be our senior unsecured obligations, and will rank equally in right of payment with all of our other senior unsecured indebtedness from time to time outstanding. The notes will be issued only in registered form in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof.

Investing in the notes involves risks. See "Risk Factors" beginning on page S-9 of this prospectus supplement and page 3 of the accompanying prospectus before investing in the notes.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense.

	Per Note			Total
Public offering price(1)	99.830%		$	698,810,000
Underwriting discount	0.650%	$	4,550,000
Proceeds, before expenses, to us(1)	99.180%	$	694,260,000

1. Plus accrued interest from September 13, 2019 if settlement occurs after that date.

The notes are a new issue of securities with no established trading market. We do not intend to list the notes on any securities exchange or arrange for the quotation of the notes on any automated dealer quotation system.

We expect to deliver the notes to investors in registered book-entry form through the facilities of The Depository Trust Company for the accounts of its participants, including Clearstream Banking S.A. and Euroclear Bank SA/NV, as operator of the Euroclear System, on or about September 13, 2019.

Joint Book-Running Managers

BofA Merrill Lynch	Citigroup		J.P. Morgan
Barclays	Credit Suisse	Wells Fargo Securities
	Co-Managers
Citizens Capital Markets	Mizuho Securities	PNC Capital Markets LLC	Scotiabank
TD Securities	US Bancorp	The Williams Capital Group, L.P.

September 9, 2019

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Neither we nor the underwriters have authorized anyone to provide any information other than that contained or incorporated by reference in this prospectus supplement, the accompanying prospectus or in any free writing prospectus prepared by or on behalf of us or to which we have referred you. Neither we nor the underwriters take responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. We and the underwriters are not making an offer to sell the notes in any jurisdiction where the offer or sale is not permitted. You should not assume that the information contained in this prospectus supplement, the accompanying prospectus, any such free writing prospectus or any document incorporated by reference herein is accurate as of any date other than their respective dates. Unless the context otherwise requires, the terms "Fortune Brands," "Company," "we," "our" or "us" refer to Fortune Brands Home & Security, Inc., and its consolidated subsidiaries.

	TABLE OF CONTENTS
	PROSPECTUS SUPPLEMENT
	Page
WHERE YOU CAN FIND MORE INFORMATION	S-1
FORWARD-LOOKING STATEMENTS	S-2
SUMMARY	S-4
RISK FACTORS	S-9
USE OF PROCEEDS	S-12
CAPITALIZATION	S-13
DESCRIPTION OF NOTES	S-14
MATERIAL U.S. FEDERAL TAX CONSIDERATIONS	S-30
UNDERWRITING (CONFLICTS OF INTEREST)	S-35
LEGAL MATTERS	S-42
EXPERTS	S-42
ANNEX A	S-43
	PROSPECTUS
	Page
FORWARD-LOOKING STATEMENTS	1
ABOUT THIS PROSPECTUS	1
FORTUNE BRANDS HOME & SECURITY, INC.	2
RISK FACTORS	3
RATIO OF EARNINGS TO FIXED CHARGES	3
USE OF PROCEEDS	3
DESCRIPTION OF DEBT SECURITIES	4
PLAN OF DISTRIBUTION	13
LEGAL OPINION	13
EXPERTS	13
WHERE YOU CAN FIND MORE INFORMATION	13

S-i

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WHERE YOU CAN FIND MORE INFORMATION

We file annual, quarterly and current reports, proxy statements and other information with the Securities and Exchange Commission (the "SEC"). Our SEC filings are available to the public at the SEC's web site at http://www.sec.gov.

The SEC allows us to "incorporate by reference" into this prospectus supplement and the accompanying prospectus the information we file with it. This means that we can disclose important information to you by referring you to those documents. The information incorporated by reference is considered to be a part of this prospectus supplement and the accompanying prospectus, and later information filed with the SEC will update and supersede this information. We incorporate by reference the documents listed below and any future filings made with the SEC under Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act") (excluding any information deemed to be furnished and not filed in accordance with SEC rules) until our offering is completed:

• Annual Report on Form 10-Kfor the fiscal year ended December 31, 2018;
• Quarterly Reports on Form 10-Q for the fiscal quarters ended March 31, 2019and June 30, 2019;
• Definitive Proxy Statement on Schedule 14Afiled on March 20, 2019; and
• Current Reports on Form 8-K filed on February 25, 2019, March 8, 2019and May 9, 2019.

You may request a copy of these filings, at no cost other than for exhibits of such filings, by writing to or telephoning us at the following address:

Fortune Brands Home & Security, Inc. Office of the Secretary

520 Lake Cook Road, Suite 300 Deerfield, Illinois 60015 Telephone number [phone]

or by visiting our web site at http://www.fbhs.com. The contents of our website are not incorporated by reference into this prospectus supplement or the accompanying prospectus for any purpose.

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FORWARD-LOOKING STATEMENTS

This prospectus supplement and the documents incorporated by reference herein contain certain "forward-looking statements" 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 Exchange Act. These include statements regarding expected capital spending, expected pension contributions, the anticipated effects of recently issued accounting standards on our financial statements, planned business strategies, market potential, future financial performance, impact of acquisitions and other matters. Statements preceded by, followed by or that otherwise include the words "believes," "expects," "anticipates," "intends," "projects," "estimates," "plans" 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 our current plans and expectations, estimates, assumptions and projections about our industry, business and future financial results, available at the time this prospectus supplement is filed with the SEC or, with respect to any documents incorporated by reference, available at the time such document was prepared or 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. Except as required by law, we undertake no obligation to update 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. The risks, uncertainties and other factors that prospective investors should consider include, but are not limited to, the following:

• our reliance on the North American home improvement, repair and remodel and new home construction activity levels;
• the North American and global economies;
• risk associated with the disruption of operations;
• our ability to remain competitive, innovative and protect our intellectual property;
• our ability to improve organizational productivity and global supply chain efficiency and flexibility;
• global commodity and energy availability and price volatility;
• the risk of doing business internationally;
• our reliance on key customers and suppliers;
• the cost and availability associated with our supply chains and the availability of raw materials;
• risks associated with entering into potential strategic acquisitions and joint ventures, and integrating acquired businesses;
• our ability to attract and retain qualified personnel and other labor constraints;
• risk of increases in our defined benefit-related costs and funding requirements;

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