高乐氏美股招股说明书(2026-05-08版)

$550,000,000 4.700% Senior Notes due 2031$400,000,000 4.950% Senior Notes due 2033$550,000,000 5.250% Senior Notes due 2036 We are offering $550,000,000 aggregate principal amount of 4.700% senior notes due 2031 (the “2031 notes”), $400,000,000 aggregate principalamount of 4.950% senior notes due 2033 (the “2033 notes”) and $550,000,000 aggregate principal amount of 5.250% senior notes due 2036 (the“2036 notes”, and, collectively with the 2031 notes and the 2033 notes, the “notes”). Interest on the notes will be paid semi-annually in arrears onMay 15 and November 15 of each year, beginning on November 15, 2026. The 2031 notes will mature on May 15, 2031, the 2033 notes will If a Change of Control Triggering Event occurs, as defined in this prospectus supplement, we may be required to offer to repurchase the notesfrom holders at a purchase price of 101% of the principal amount of the notes, plus accrued and unpaid interest, if any, to the date of purchase as The notes offered hereby will be our senior unsecured obligations and will rank equally and ratably in right of payment with all of our existing andfuture senior unsecured indebtedness and senior to any future subordinated unsecured indebtedness. The notes will be issued in denominations of The notes are a new issue of securities for which there currently is no established trading market. We do not intend to list the notes on anysecurities exchange. Investing in the notes involves risks. See “Risk Factors” beginning on page S-7 of this prospectus supplement to read about importantfactors you should consider before buying the notes. You should also consider the risk factors described in the documents incorporated Neither the Securities and Exchange Commission (the “SEC”) nor any other regulatory body has approved or disapproved of these securities orpassed upon the accuracy or adequacy of this prospectus supplement and the accompanying prospectus. Any representation to the contrary is acriminal offense. Price toPublic(1)UnderwritingDiscount(2)Proceeds to Clorox(before expenses)Per 2031 note99.995%0.600%99.395% (2)The underwriters will also be reimbursed for certain expenses incurred in this offering. See “Underwriting (Conflicts of Interest)” on pageS-20 for more details. The underwriters expect to deliver the notes to purchasers in book-entry form only through The Depository Trust Company and its participants,including Clearstream Banking S.A. and Euroclear Bank, SA/NV, as operator of the Euroclear System, against payment therefor in immediatelyavailable funds, on or about May 11, 2026, which is the third business day following the date of this prospectus supplement (this settlement cycleis referred to as “T+3”). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), trades in the secondarymarket generally are required to settle in one business day unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers Prospectus Supplement It is important for you to read and consider all the information contained and incorporated by reference in this prospectussupplement and the accompanying prospectus and in any related free writing prospectus we prepare or authorize before makingyour investment decision. Neither we nor the underwriters have authorized any person to provide you with any other information. Ifanyone provides you with additional, different or inconsistent information, you should not rely on it. Clorox is not, and theunderwriters are not, making an offer of any debt securities in any jurisdiction where the offer is unlawful. You should not assumethat the information in this prospectus supplement and the accompanying prospectus or in any free writing prospectus is correct as Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This document is in two parts. The first part is this prospectus supplement, which contains the terms of this offering of notes. Thesecond part is the accompanying prospectus filed on May 1, 2026, which is part of our Registration Statement on Form S-3. This prospectus supplement and any related free writing prospectus may add to, update or change the information in theaccompanying prospectus. If information contained in or incorporated by reference into this prospectus supplement and in anyrelated free writing prospectus is inconsistent with information contained in or incorporated by reference into the accompanying It is important for you to read and consider all information contained in or incorporated by reference into this prospectussupplement, the accompanying prospectus and any free writing prospectus in making your investment decision. You should alsoread and consider the information in the documents to which we have referred you in “Incorporation of Documents by Reference” In this prospectus supplement, the accompanying prospectus and any free writing prospectus, unless the context requires otherwise,the terms “we,” “us,” “our,” “the Compan