Segment CEO - Learning & Dev. Malkoski Kristine Kay converted options into 56,019 shares and covered exercise/tax liability with 17,332 shares, increasing direct ownership by 46% to 123,541 units (SEC Form 4)
$NWL
Plastic Products
Industrials
| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
NEWELL BRANDS INC. [ NWL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/16/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 02/16/2025 | M | 30,421 | A | $0 | 115,275 | D | |||
| Common Stock | 02/16/2025 | F | 9,692 | D | $7.055(1) | 105,583 | D | |||
| Common Stock | 02/17/2025 | M | 19,015 | A | $0 | 124,598 | D | |||
| Common Stock | 02/17/2025 | F | 5,675 | D | $7.055(1) | 118,923 | D | |||
| Common Stock | 02/18/2025 | M | 6,583 | A | $0 | 125,506 | D | |||
| Common Stock | 02/18/2025 | F | 1,965 | D | $6.87(2) | 123,541 | D | |||
| Common Stock | 11,750(3) | I | Joint with Spouse | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Restricted Stock Units | (4) | 02/16/2025 | M | 30,421 | (5) | (6) | Common Stock | 30,421 | $0 | 0 | D | ||||
| Restricted Stock Units | (4) | 02/17/2025 | M | 19,015 | (5) | (6) | Common Stock | 19,015 | $0 | 0 | D | ||||
| Restricted Stock Units | (4) | 02/18/2025 | M | 6,583 | (7) | (6) | Common Stock | 6,583 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. The withholding of shares to cover taxes on the vesting was calculated on the Company's closing stock price on February 14, 2025. |
| 2. The withholding of shares to cover taxes on the vesting was calculated on the Company's closing stock price on February 18, 2025. |
| 3. Represents shares owned in a joint account with Reporting Person's spouse. |
| 4. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock. |
| 5. The restricted stock unit vests ratably in one-third increments on the grant date's first, second and third anniversaries, subject to the Reporting Person's continuous employment with the Company. |
| 6. N/A |
| 7. The entire award will vest on the third anniversary of the grant date, subject to the reporting person's continuous employment with the Company. The terms of the grant agreement between the reporting person and the Company also provide for full and/or partial vesting of the award in the event of the reporting person's death, disability or retirement during the vesting period. |
| Remarks: |
| /s/ Bradford R. Turner, Attorney in Fact for Kristine Malkoski | 02/19/2025 | |
| ** 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. | ||