SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* WATERS RONALD V (Last) (First) (Middle) 520 LAKE COOK ROAD (Street) DEERFIELD IL 60015 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Fortune Brands Home & Security, Inc. [ FBHS ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 04/28/2014
	4. If Amendment, Date of Original Filed (Month/Day/Year)	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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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, Par Value $0.01	04/28/2014		A(1)		2,914	A	$39.46	21,937	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. 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: 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

Explanation of Responses:

1. Reflects a grant of stock under the Fortune Brands Home & Security, Inc. 2013 Long-Term Incentive Plan.

	/s/ Angela M. Pla, Attorney-in-Fact for Ronald V. Waters, III	04/30/2014
	** Signature of Reporting Person	Date
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.

LIMITED POWER OF ATTORNEY

      I, Ronald V. Waters, III, hereby constitute and appoint each of ANGELA M. PLA
and ROBERT K. BIGGART, with full powers of substitution or revocation, to serve as my
Attorneys-In-Fact and Agents to exercise the powers and discretions set forth below:

      1.	To execute on my behalf any and all Securities and Exchange Commission
("SEC") (i) Forms 3, 4 and 5 in accordance with Section 16 of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), and the rules thereunder, relating to the disclosure
of my beneficial ownership of securities in Fortune Brands Home & Security, Inc. (the
"Company") and (ii) Forms 144 in accordance with the Securities Act of 1933, as amended
(the "Securities Act"), and the rules thereunder, relating to my transactions in the securities of
the Company; and

      2.	Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4, 5 or Form 144
and timely file such form with the SEC and any stock exchange or similar authority and take
any other action of any type whatsoever in connection with the foregoing which, in the
opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally
required by, the undersigned.
      The undersigned hereby grants to each such attorneys-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary, or proper to
be done in the exercise of any of the rights and powers herein granted, as fully to all intents
and purposes as the undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact shall
lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers
herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving
in such capacity at the request of the undersigned, are not assuming, nor is the Company
assuming, any of the undersigned's responsibilities to comply with Section 16 of the
Securities Exchange Act or Rule 144 of the Securities Act.
      This Power of Attorney shall at all times be binding with respect to all actions taken
by the attorney-in-fact in accordance with the terms of this Power of Attorney.  The powers
granted by this Power of Attorney shall begin on January 1, 2014 and shall continue in full
force and effect until the undersigned is no longer required to file Section 16 Reports with
respect to the equity securities of the Company, unless earlier revoked by the undersigned in
a signed writing delivered to the foregoing attorneys-in-fact.
      I, Ronald V. Waters, III, have executed this Limited Power of Attorney on this 9th day
of December, 2013.


      						/s/ Ronald V. Waters, III
      						Ronald V. Waters, III