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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Grissom Sheri		 2. Issuer Name and Ticker or Trading Symbol

Fortune Brands Innovations, Inc. [ FBIN ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
EVP, CHRO & Transformation
(Last)          (First)          (Middle)

FORTUNE BRANDS INNOVATIONS, INC., 520 LAKE COOK ROAD		 3. Date of Earliest Transaction (MM/DD/YYYY)

12/15/2022
(Street)

DEERFIELD, IL 60015
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
 6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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, Par Value $0.01 12/15/2022  A(1)  23389 A$0.00 73995 (2)D  
Common Stock, Par Value $0.01         250 I Held by Sheri Grissom Charitable Foundation 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Options (Right to Buy) $42.20 (3)          2/28/2016 2/23/2025 Common Stock 13047 (3) 13047 D  
Options (Right to Buy) $44.27 (3)          2/28/2017 2/28/2026 Common Stock 13728 (3) 13728 D  
Options (Right to Buy) $51.31 (3)          2/28/2018 2/27/2027 Common Stock 15465 (3) 15465 D  
Options (Right to Buy) $55.98 (3)          2/28/2019 2/26/2028 Common Stock 16838 (3) 16838 D  
Options (Right to Buy) $42.30 (3)          2/28/2020 2/21/2029 Common Stock 17431 (3) 17431 D  
Options (Right to Buy) $61.12 (3)          2/28/2021 2/24/2030 Common Stock 15131 (3) 15131 D  
Options (Right to Buy) $76.63 (3)          2/28/2022 2/22/2031 Common Stock 9821 (3) 9821 D  
Options (Right to Buy) $73.22 (3)          12/7/2022 12/7/2030 Common Stock 6196 (3) 6196 D  
Explanation of Responses:
(1) Reflects the grant of restricted stock units ("RSUs") payable in shares of the issuer's common stock under its Long-Term Incentive Plans. Pursuant to the Employee Matters Agreement between the issuer and MasterBrand, Inc. dated December 14, 2022 (the "EMA"), in connection with the spin-off of MasterBrand, Inc. from the issuer, each performance share award held by the reporting person immediately before the Spin-Off has been replaced with an RSU award. The number of RSUs granted was based on the number of performance share awards that would have been earned based on projected performance through the end of the performance period. The RSUs vest at the end of the applicable performance period of the corresponding performance share award and are subject to continued employment through the original vesting date.
(2) Includes a total of 39,774 RSUs that have not yet vested or settled and 2,765 RSUs that have vested but been deferred. Pursuant to the terms of the EMA, each RSU held by the reporting person immediately before the Spin-Off has been adjusted using a conversion ratio as defined in the EMA. Each adjusted RSU otherwise has substantially the same terms and conditions and shall continue to vest subject to continued employment with the issuer through the original vesting dates. Such adjustment is exempt from Section 16 of the Securities Exchange Act of 1934, as amended ("Exchange Act") pursuant to Rule 16a-9.
(3) Pursuant to the EMA, the strike price and the number of underlying shares of each unvested and vested but unexercised stock option held by the reporting person immediately before the Spin-Off was adjusted to preserve the intrinsic value of such award following the Spin-Off. Each adjusted option otherwise has substantially the same terms and conditions and shall continue to vest subject to continued employment with the issuer through the original vesting dates. Such adjustment is exempt from Section 16 of the Exchange Act pursuant to Rule 16a-9.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Grissom Sheri
FORTUNE BRANDS INNOVATIONS, INC.
520 LAKE COOK ROAD
DEERFIELD, IL 60015

EVP, CHRO & Transformation
Signatures
/s/ Angela M. Pla, Attorney-in-Fact for Sheri R. Grissom12/19/2022
**Signature of Reporting PersonDate
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 control number.
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