Financial Analysis

BUSINESS ACQUIRED On April 1, 2026, the Company completed the acquisition of GOJO Industries, Inc. (GOJO), makers of Purell and a leader of skin health and hygiene solutions. The Company acquired all of the issued and outstanding membership interests of GOJO, which is based in northeast Ohio. The acquisition reflects the Company's strategy to expand its position in health and hygiene and accelerate profitable growth. The acquired business now operates as Clorox Purell and is included within the Professional Products operating segment. The acquisition was completed for cash consideration of approximately $2,147, which includes post-closing working capital and other adjustments, and was funded through commercial paper borrowings and new debt. See Note 11 for additional details. The GOJO acquisition was accounted for as a business combination under the acquisition method of accounting. The purchase consideration was allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their fair values at the acquisition date, with the excess allocated to goodwill. This allocation was performed based on information available at the acquisition date and is subject to change during the measurement period not to exceed one year. Clorox Purell's operating results and all of the goodwill derived from the acquisition are included within the Health and Wellness reportable segment. The goodwill derived from this acquisition is expected to be deductible f …

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DEBT Short-term borrowings Notes and loans payable are borrowings that mature in less than one year, primarily consisting of U.S. commercial paper issued by the Company and borrowings under the Company's revolving credit agreements. Notes and loans payable were $1,086 and $4 as of June 30, 2026 and 2025, respectively. The weighted average interest rates incurred on average outstanding notes and loans payable during each of the fiscal years ended June 30, 2026, 2025 and 2024, including fees associated with the Companys revolving credit agreements, were 4.47%, 4.50% and 4.77% respectively. Long-term borrowings Long-term debt, carried at face value net of unamortized discounts, premiums and debt issuance costs, included the following as of June 30: 2026 2025 Senior unsecured notes and debentures: 3.10%, $400 due October 2027 $ 400 $ 399 3.90%, $500 due May 2028 499 499 4.40%, $500 due May 2029 497 496 1.80%, $500 due May 2030 497 496 4.70%, $550 due May 2031 546 4.60%, $600 due May 2032 595 594 4.95%, $400 due May 2033 396 5.25%, $550 due May 2036 545 Subtotal 3,975 2,484 Other long-term debt Amortizing loans and other borrowings 7 Total 3,982 2,484 Less: Current maturities of long-term debt (1) 1 Long-term debt $ 3,981 $ 2,484 (1) Current maturities of long-term debt includes principal payments of the amortizing fixed interest rate loan due within the next twelve months. In April 2026, the Company completed the GOJO acquisition, which included assuming a total of $8 in existing …

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STOCK-BASED COMPENSATION PLANS In November 2021, the Companys stockholders voted to approve the amended and restated 2005 Stock Incentive Plan (the Plan). The Plan permits the Company to grant various nonqualified stock-based compensation awards, including stock options, restricted stock, performance shares, deferred stock units, stock appreciation rights and other stock-based awards. The Plan as amended and restated provides that the maximum number of shares which may be issued under the Plan will be 5 million common shares that may be issued for stock-based compensation purposes. As of June 30, 2026, the Company was authorized to grant up to approximately 5 million common shares, plus additional shares equal to shares that are potentially deliverable under an award that expires or are canceled, forfeited or settled without the delivery of shares, under the Plan. As of June 30, 2026, approximately 4 million common shares remained available for grant. Compensation cost and the related income tax benefit recognized for stock-based compensation plans were classified as indicated below for the fiscal years ended June 30: 2026 2025 2024 Cost of products sold $ 6 $ 7 $ 7 Selling and administrative expenses 40 70 63 Research and development costs 2 4 4 Total compensation cost $ 48 $ 81 $ 74 Related income tax benefit $ 12 $ 19 $ 18 Cash received during fiscal years 2026, 2025 and 2024 from stock options exercised under all stock-based payment arrangements was $13, $61 and $23, resp …

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GOODWILL, TRADEMARKS AND OTHER INTANGIBLE ASSETS The changes in the carrying amount of goodwill by reportable segment and Corporate and Other for the fiscal years ended June 30, 2026 and 2025 were as follows: Goodwill Health and Wellness Household Lifestyle International Corporate and Other Total Balance as of June 30, 2024 $ 323 $ 85 $ 244 $ 576 $ $ 1,228 Effect of foreign currency translation 1 1 Balance as of June 30, 2025 323 85 244 577 1,229 Acquisitions 717 717 Effect of foreign currency translation (1) (1) Balance as of June 30, 2026 $ 1,040 $ 85 $ 244 $ 576 $ $ 1,945 The changes in the carrying amount of trademarks and other intangible assets for the fiscal years ended June 30, 2026 and 2025 were as follows: As of June 30, 2026 As of June 30, 2025 Gross carrying amount Accumulated amortization / Impairments Net carrying amount Gross carrying amount Accumulated amortization / Impairments Net carrying amount Trademarks, net: Trademarks with indefinite lives (1) $ 959 $ $ 959 $ 493 $ $ 493 Trademarks with finite lives (1) 58 28 30 33 24 9 $ 1,017 $ 28 $ 989 $ 526 $ 24 $ 502 Other intangibles, net: Customer-related assets with finite lives (1) $ 619 $ 72 $ 547 $ 71 $ 63 $ 8 Other intangible assets with finite lives (1) 421 362 59 397 341 56 $ 1,040 $ 434 $ 606 $ 468 $ 404 $ 64 (1) Increase of Trademarks with indefinite lives, Trademarks with finite lives, Customer-related assets with finite lives and Other intangible assets with finite lives is primarily related to the ac …

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INCOME TAXES The provision for income taxes, by tax jurisdiction, consisted of the following for the fiscal years ended June 30: 2026 2025 2024 Current: Federal $ 40 $ 165 $ 132 State 11 39 18 Foreign 58 68 56 Total current $ 109 $ 272 $ 206 Deferred: Federal 71 (17) (99) State 11 (2) (5) Foreign (1) 1 4 Total deferred 81 (18) (100) Total $ 190 $ 254 $ 106 The summary of income taxes paid, net of refunds, by tax jurisdiction, is as follows for the fiscal year ended June 30: 2026 U.S. Federal $ 13 U.S. state and local: California 7 Other 11 Foreign: Canada 37 Ireland 11 Saudi Arabia 10 Other 15 Total income taxes paid, net of refunds $ 104 Income taxes paid, net of refunds, were $264 and $347 for the fiscal years ended June 30, 2025 and 2024, respectively. The higher tax payments in fiscal year 2024 were primarily driven by payments of fiscal year 2023 income taxes in fiscal year 2024 that were previously deferred as a result of the relief provided by the IRS announced in January 2023 due to winter storms in California. The lower tax payments in fiscal year 2026 were driven by accelerated tax deductions under The One Big Beautiful Bill Act (OBBBA). The components of Earnings before income taxes, by tax jurisdiction, consisted of the following for the fiscal years ended June 30: 2026 2025 2024 United States $ 629 $ 886 $ 311 Foreign 162 192 87 Total $ 791 $ 1,078 $ 398 A reconciliation of the statutory federal income tax rate to the Companys effective tax rate on operations fol …

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LEASES The Company leases various property, plant and equipment, including office, warehousing, manufacturing and research and development facilities and equipment. These leases have remaining lease terms of up to 31 years, inclusive of renewal or termination options that the Company is reasonably certain to exercise. The Companys lease agreements do not contain any material residual value guarantees or material restrictive covenants. Supplemental balance sheet information related to the Companys leases as of June 30 was as follows: Balance sheet classification 2026 2025 Operating leases Right-of-use assets Operating lease right-of-use assets $ 401 $ 333 Current lease liabilities Current operating lease liabilities $ 86 $ 87 Non-current lease liabilities Long-term operating lease liabilities 366 305 Total operating lease liabilities $ 452 $ 392 Finance leases Right-of-use assets Other assets $ 73 $ 35 Current lease liabilities Accounts payable and accrued liabilities $ 16 $ 15 Non-current lease liabilities Other liabilities 62 21 Total finance lease liabilities $ 78 $ 36 Components of lease cost were as follows for the fiscal years ended June 30: 2026 2025 2024 Operating lease cost $ 98 $ 99 $ 97 Finance lease cost: Amortization of right-of-use assets $ 17 $ 15 $ 11 Interest on lease liabilities 2 2 1 Total finance lease cost $ 19 $ 17 $ 12 Variable lease cost $ 29 $ 56 $ 94 Short term lease cost $ 6 $ 5 $ 3 Supplemental cash flow information and noncash activity related to t …

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Recently Issued Accounting Standards Recently Issued Accounting Standards Not Yet Adopted In September 2025, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software (ASU 2025-06), which modernizes the accounting for internal-use software to current development practices, clarifies when to begin capitalizing costs and enhances disclosure requirements. The ASU is effective for annual reporting periods beginning after December 15, 2027, and for interim periods within those annual reporting periods, with early adoption permitted as of the beginning of an annual reporting period. The Company is currently evaluating the impact that the adoption of this guidance will have on its consolidated financial statements. In November 2024, the FASB issued ASU No. 2024-03, Income Statement Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. These amendments primarily require enhanced quantitative and qualitative disclosures in the notes to the financial statements for specific expense categories underlying the expenses presented on the income statement. These amendments are to be applied prospectively to financial statements issued after the effective date or retrospectively to any or all periods presented in the financial statem …

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EMPLOYEE BENEFIT PLANS Retirement Income Plans The Company maintains various retirement income plans for eligible domestic and international employees. The remaining domestic retirement income plans are frozen. The Company contributed $12, $13 and $14 to its domestic retirement income plans during fiscal years 2026, 2025 and 2024, respectively. The Companys funding policy is to contribute amounts sufficient to meet benefit payments. In the second quarter of fiscal year 2024, the Company settled plan benefits of its domestic qualified pension plan (the Plan) and recorded a one-time noncash charge, net of curtailment gain, of $171 before taxes ($130 after tax) in the Companys consolidated statements of earnings and comprehensive income. Following settlement, remaining excess plan assets of $3 and $19 were contributed to the Companys domestic defined contribution plan during fiscal years 2025, and 2024, respectively. Retirement Health Care Plans The Company provides certain health care benefits for employees who meet age, participation and length of service requirements at retirement. The plans pay stated percentages of covered expenses after annual deductibles have been met or stated reimbursements up to a specified dollar subsidy amount. Benefits paid take into consideration payments by Medicare for the domestic plan. The plans are funded as claims are paid, and the Company has the right to modify or terminate certain plans. Benefit Obligation and Funded Status Summarized info …

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RELATED PARTY TRANSACTIONS The Company holds various equity investments with ownership percentages of up to 50% in a number of consumer products businesses, which operate both within and outside the United States. The equity investments, presented in Other assets and accounted for under the equity method, were $48 and $47 as of the fiscal years ended June 30, 2026 and 2025, respectively. The Company has no ongoing capital commitments, loan requirements, guarantees or any other types of arrangements under the terms of its agreements that would require material future cash contributions or disbursements arising out of an equity investment. Transactions with the Companys equity investees typically represent payments for contract manufacturing and purchases of raw materials. Payments to related parties, including equity investees, for such transactions during the fiscal years ended June 30, 2026, 2025 and 2024 were $63, $78 and $77, respectively. Receipts from and ending accounts receivable and payable balances related to the Companys related parties were not significant during or as of the end of each of the fiscal years presented. …

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RESTRUCTURING AND RELATED COSTS Beginning in the first quarter of fiscal year 2023, the Company recognized costs related to a plan that involves streamlining its operating model to meet its objectives of driving growth and productivity. The implementation of this new model was completed in fiscal year 2024 and is expected to enhance the Companys ability to respond more quickly to changing consumer behaviors and innovate faster. There were no restructuring and related implementation costs associated with the streamlined operating model incurred in fiscal year 2025. The total restructuring and related implementation costs, net associated with the Companys streamlined operating model plan as reflected in the consolidated statements of earnings and comprehensive income for the fiscal year ended June 30 were: 2024 Selling and administrative expenses $ 16 Other (income) expense, net: Employee-related costs 10 Asset impairments 6 Total Other (income) expense, net: $ 16 Total, net $ 32 Employee-related costs primarily include severance and other termination benefits calculated based on salary levels, prior service and statutory requirements. Other costs primarily include consulting fees incurred for the organizational design and implementation of the streamlined operating model, related processes and other professional fees incurred. The Company may, from time to time, decide to pursue additional restructuring-related initiatives that involve costs in future periods. The following ta …

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SEGMENT REPORTING The Company operates through strategic business units (SBUs) that are organized into the Companys operating segments. Operating segments with shared economic and qualitative characteristics are aggregated into four reportable segments: Health and Wellness, Household, Lifestyle and International. Operating segments not aggregated into a reportable segment are reflected in Corporate and Other. The four reportable segments consist of the following: Health and Wellness consists of cleaning, disinfecting, sanitizing and professional products marketed and sold in the United States. Household consists of bags and wraps, cat litter and grilling products marketed and sold in the United States. Lifestyle consists of food, water-filtration and natural personal care products marketed and sold in the United States. International consists of products sold outside the United States. Products within this segment include laundry additives and home care products primarily marketed under the Clorox, Poett, Pine-Sol, Clorinda and Chux brands; bags and wraps under the Glad brand; cat litter primarily marketed under the Ever Clean and Fresh Step brands and water-filtration products marketed under the Brita brand. Corporate and Other includes certain non-allocated administrative and other costs, various other non-operating income and expenses, as well as the results of the Better Health VMS business, through the date of divestiture. Assets in Corporate and Other include cash and c …

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STOCKHOLDERS' EQUITY Dividends per share paid to Clorox stockholders during the fiscal years ended June 30 were as follows: 2026 2025 2024 Dividends per share paid $ 4.96 $ 4.88 $ 4.80 On July 31, 2026, a cash dividend was declared in the amount of $1.25 per share payable on August 28, 2026 to common stockholders of record as of the close of business on August 12, 2026. Accumulated Other Comprehensive Net (Loss) Income Changes in Accumulated other comprehensive net (loss) income attributable to Clorox by component were as follows for the fiscal years ended June 30: Foreign currency translation adjustments Net unrealized gains (losses) on derivatives Pension and postretirement benefit adjustments Accumulated other comprehensive net (loss) income Balance as of June 30, 2023 $ (445) $ 99 $ (147) $ (493) Other comprehensive (loss) income before reclassifications (16) (8) 17 (7) Amounts reclassified from Accumulated other comprehensive net (loss) income (1) (2) 223 (7) 174 390 Income tax benefit (expense) (1) 1 (45) (45) Net current period other comprehensive (loss) income 206 (14) 146 338 Balance as of June 30, 2024 (239) 85 (1) (155) Other comprehensive (loss) income before reclassifications 5 2 7 Amounts reclassified from Accumulated other comprehensive net (loss) income (6) (2) (8) Income tax benefit (expense) 1 (2) (1) Net current period other comprehensive (loss) income 6 (8) (2) Balance as of June 30, 2025 (233) 77 (1) (157) Other comprehensive (loss) income before reclassi …

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OTHER CONTINGENCIES AND GUARANTEES Contingencies The Company is involved in certain environmental matters, including response actions at various locations. The Company recorded liabilities totaling $28 and $27 as of March 31, 2026 and June 30, 2025, respectively, for its share of aggregate future remediation costs related to these matters. One matter, which accounted for $12 of the recorded liability as of both March 31, 2026 and June 30, 2025, relates to environmental costs associated with one of the Companys former operations at a site located in Alameda County, California. In November 2016, at the request of regulators and with the assistance of environmental consultants, the Company submitted a Feasibility Study that evaluated various options for managing groundwater at the site and included estimates of the related costs. Following further discussions with the regulators in 2017, the Company recorded an undiscounted liability for costs estimated to be incurred over a 30-year period, based on one of the options in the Feasibility Study related to groundwater. In September 2021, as a result of an additional study and further discussions with regulators, the Company submitted a Soil Vapor Intrusion Report to the regulators. In January 2023, the regulators issued a new order directing the Company and the current property owner to conduct a Remedial Investigation and then prepare a Feasibility Study to evaluate and remediate impacts to soil, groundwater, soil vapor and indoor …

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DEBT Short-term borrowings As of March 31, 2026, the Company had outstanding $1,591 of Notes and loans payable primarily comprised of U.S. commercial paper borrowings to finance the previously announced GOJO Industries, Inc. (GOJO) acquisition and fund the Venture Agreement termination payment. See Note 14 and Note 2 for additional details related to the acquisition and Venture Agreement payment, respectively. The weighted average effective interest rate of notes and loans payable as of March 31, 2026 and June 30, 2025 was 4.00% and 4.61%, respectively. Credit arrangements On March 6, 2026, in connection with the acquisition of GOJO, the Company entered into a $1,000 364-day revolving credit agreement (the 364-Day Revolving Credit Agreement) that matures on March 5, 2027, and a $1,250 Delayed Draw Term Credit Agreement (the Delayed Draw Term Credit Agreement). Any loans under the Delayed Draw Term Credit Agreement mature on March 5, 2027. Amounts available under the 364-Day Revolving Credit Agreement are for general corporate purposes. The Delayed Draw Term Credit Agreement provides the Company with the ability to borrow up to $1,250 at the closing of the GOJO acquisition, subject to satisfaction of customary closing conditions for similar facilities, for the purpose of financing a portion of the consideration under the membership interest purchase agreement (the Acquisition Agreement), paying related fees and expenses and repaying certain indebtedness of GOJO as contemplated …

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INCOME TAXES In determining its quarterly provision for income taxes, the Company uses an estimated annual effective tax rate, which is based on expected annual income, statutory tax rates and tax planning opportunities available in the various jurisdictions in which the Company operates. Certain significant or unusual items are separately recognized in the quarter in which they occur and can be a source of variability in the effective tax rates from quarter to quarter. The effective tax rate on earnings was 25.4% and 24.9% for the three and nine months ended March 31, 2026, respectively, and 24.8% and 26.9% for the three and nine months ended March 31, 2025, respectively. The higher tax rate in the prior nine month period as compared to the current period was primarily driven by the nondeductibility of the loss on the divestiture of the Better Health VMS business, partially offset by an international legal entity reorganization and favorable stock-based compensation deductions, all in the prior period. The One Big Beautiful Bill Act (OBBBA) was enacted in the United States on July 4, 2025. This legislation includes provisions that allow accelerated tax deductions for acquisitions of qualified property and for research expenses. It also modifies the U.S. taxation of certain earnings associated with international business. The Company assessed the provisions of the OBBBA and determined the corporate tax changes did not have a material impact on the effective tax rate in future …

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Recently Issued Accounting Standards Recently Issued Accounting Standards Not Yet Adopted In September 2025, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software (ASU 2025-06), which modernizes the accounting for internal-use software to current development practices, clarifies when to begin capitalizing costs and enhances disclosure requirements. The ASU is effective for annual reporting periods beginning after December 15, 2027, and for interim periods within those annual reporting periods, with early adoption permitted as of the beginning of an annual reporting period. The Company is currently evaluating the impact that the adoption of this guidance will have on its consolidated financial statements. In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. These amendments primarily require enhanced quantitative and qualitative disclosures in the notes to the financial statements for specific expense categories underlying the expenses presented on the income statement. These amendments are to be applied prospectively to financial statements issued after the effective date or retrospectively to any or all periods presented in the financial stat …

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SEGMENT RESULTS The Company operates through strategic business units (SBUs) which are organized into operating segments. Operating segments are then aggregated into four reportable segments: Health and Wellness, Household, Lifestyle and International. Operating segments not aggregated into a reportable segment are reflected in Corporate and Other. Corporate and Other includes certain non-allocated administrative and other costs and various other non-operating income and expenses, as well as the results of the Better Health VMS business through the date of divestiture. Assets in Corporate and Other include cash and cash equivalents, prepaid expenses and other current assets, property and equipment, operating lease right-of-use assets, other long-term assets and deferred taxes. The principal measure of segment profitability used by the Chief Operating Decision Maker (CODM), identified as the Company's Chair and Chief Executive Officer, is segment adjusted earnings (losses) before interest and income taxes (segment adjusted EBIT). Segment adjusted EBIT is defined as earnings (losses) before income taxes excluding interest income, interest expense and other significant items that are nonrecurring or unusual (such as the pension settlement charge, incremental charges and insurance recoveries related to the August 2023 cyberattack, asset impairments, charges related to the digital capabilities and productivity enhancements investment, transaction and integration costs related to a …

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STOCKHOLDERS EQUITY Changes in the components of Stockholders equity were as follows for the periods indicated: Three months ended March 31 (Dollars in millions except per share data; shares in thousands) Common stock Additional paid-in capital Retained earnings Treasury stock Accumulated other comprehensive net (loss) income Noncontrolling interests Total stockholders equity Amount Shares Amount Shares Balance as of December 31, 2024 $ 131 130,741 $ 1,287 $ 68 $ (1,346) (7,591) $ (181) $ 162 $ 121 Net earnings 186 5 191 Other comprehensive (loss) income 5 5 Dividends to Clorox stockholders ($1.22 per share declared) (152) (152) Dividends to noncontrolling interests (4) (4) Stock-based compensation 24 24 Other employee stock plan activities (7) (3) 15 101 5 Balance as of March 31, 2025 $ 131 130,741 $ 1,304 $ 99 $ (1,331) (7,490) $ (176) $ 163 $ 190 Balance as of December 31, 2025 $ 131 130,741 $ 1,304 $ 190 $ (1,591) (9,851) $ (159) $ 160 $ 35 Net earnings 187 4 191 Other comprehensive (loss) income 7 7 Dividends to Clorox stockholders ($1.24 per share declared) (152) (152) Dividends to noncontrolling interests (5) (5) Stock-based compensation 15 15 Other employee stock plan activities (4) (2) 7 30 1 Balance as of March 31, 2026 $ 131 130,741 $ 1,315 $ 223 $ (1,584) (9,821) $ (152) $ 159 $ 92 Nine months ended March 31 (Dollars in millions except per share data; shares in thousands) Common stock Additional paid-in capital Retained earnings Treasury stock Accumulated other co …

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SUBSEQUENT EVENTS On April 1, 2026, the Company completed the previously announced acquisition of GOJO, makers of Purell and a leader of skin health and hygiene solutions. The Company acquired all of the issued and outstanding membership interests of GOJO, which is based in northeast Ohio. The acquisition reflects the Company's strategy to expand its position in health and hygiene and accelerate profitable growth. The acquisition was completed for a purchase price of approximately $2,250, but may ultimately be adjusted for indebtedness assumed, cash acquired and working capital and other adjustments. To finance the acquisition, the Company drew down $1,250 from the Delayed Draw Term Credit Agreement and used cash from commercial paper borrowings issued prior to March 31, 2026; see Note 6 for further details. The GOJO acquisition will be accounted for as a business combination under the acquisition method of accounting with the purchase price allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their fair values at the acquisition date. Due to the limited time since the closing of the transaction, the Company is in the process of completing its initial fair value estimates, which will be disclosed in the fourth quarter of fiscal year 2026. The Company expects the majority of the purchase price to be allocated to Goodwill, Trademarks, net and Other intangible assets, net.

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