SEC FORM 4

SEC FORM 4SEC 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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SPRIESER JUDITH A

(Last)

(First)

(Middle)

C/O NEWELL BRANDS INC.

5 CONCOURSE PARKWAY NE, 8TH FLOOR

(Street)

ATLANTA

GEORGIA

30328

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NEWELL BRANDS INC. [ NWL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	05/07/2026		M		30,418	A	$0	80,393⁽¹⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	05/07/2026		M			30,418	05/07/2026	⁽³⁾	Common Stock	30,418	$0	0	D
Deferred RSU Phantom Stock	⁽⁴⁾							⁽⁵⁾	⁽³⁾	Common Stock	34,801.54		34,801.54⁽⁵⁾⁽⁶⁾	D

Explanation of Responses:

1. This Form 4 includes corrected beneficial ownership totals in Table I, Column 5. The Form 4 filed on May 12, 2025 reporting beneficial ownership totals were understated due to an administrative error failing to carry forward beneficial ownership amounts reported on previous Form 4 reports. No transactions were omitted.

2. Each restricted stock unit represents a contingent right to receive one share of Newell Brands Inc. Common Stock.

3. N/A

4. The Reporting Person's phantom stock units will convert to shares of the Company's Common Stock on a one-for-one basis after the end of the Reporting Person's service on the Company's Board, in accordance with the 2008 Deferred Compensation Plan, as amended ("DCP").

5. Represents vested awards of 26,642 RSU's granted in 2018, 2019 and 2020, pursuant to the Newell Rubbermaid Inc., 2013 Incentive Plan. The Reporting Person elected to defer settlement on the scheduled vesting date and the RSU's instead converted to an equal number of phantom stock units, in accordance with the DCP.

6. The report total includes 8,159.54 phantom stock units acquired by the Reporting Person pursuant to a dividend reinvestment feature of the DCP, of which 2033.89 phantom stock units were acquired since the date of the last report. The additional phantom stock units acquired pursuant to the dividend reinvestment feature will be settled for cash after the end of the Reporting Person's service on the Company's Board.

Remarks:

	/s/ Bradford R. Turner, Attorney In Fact for Judith Sprieser	05/11/2026
	** 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).
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* Form 4: SEC 1474 (03-26)

Director Sprieser Judith A converted options into 30,418 units of Restricted Stock Units, increasing direct ownership by 61% to 80,393 units (SEC Form 4)