Christopher H. Peterson - Feb 17, 2023 Form 4 Insider Report for NEWELL BRANDS INC. (NWL)

Role
President
Signature
/s/ Raj Dave, attorney-in-fact for Christopher H. Peterson
Stock symbol
NWL
Transactions as of
Feb 17, 2023
Transactions value $
-$246,372
Form type
4
Date filed
2/22/2023, 03:31 PM
Previous filing
Jun 17, 2022
Next filing
May 18, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NWL Common Stock Options Exercise $0 +54.5K +20.29% $0.00 323K Feb 17, 2023 Direct F1
transaction NWL Common Stock Tax liability -$246K -16.5K -5.12% $14.90 306K Feb 17, 2023 Direct F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NWL Restricted Stock Units Options Exercise $0 -54.5K -100% $0.00* 0 Feb 17, 2023 Common Stock 54.5K Direct F3, F4, F5
transaction NWL Restricted Stock Units Award $0 +124K $0.00 124K Feb 17, 2023 Common Stock 124K Direct F6, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Company's Compensation and Human Capital Committee certified partial achievement of the pre-established performance goals resulting in the vesting of the Reporting Person's target shares. The terms of the Reporting Person's Performance-Based Restricted Stock Units ("PRSU") provided for the payout of 0% to 200% of the original grant based on the actual achievement of performance metrics related to core sales growth and cumulative free cash flow between January 1, 2020, and December 31, 2022.
F2 Withholding of shares to cover taxes on the vesting was calculated based on the Company's closing stock price on February 17, 2023.
F3 Each PRSU represents the right to receive, following vesting, between 0% and 200% percent of one share of the Company's common stock.
F4 Each PRSU represents the right to receive, following vesting, between 0% and 200% of one share of the Company's common stock based upon the achievement of pre-established performance metrics related to core sales growth and cumulative free cash flow over a three (3) year period between January 1, 2020, and December 31, 2022, and certification of such performance by the Company's Compensation and Human Capital Committee following the conclusion of the performance period.
F5 If and to the extent the relevant performance criteria are not met, the PRSU expires on the third anniversary of the grant date with a payout of 0%.
F6 Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.
F7 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.
F8 N/A