Jay LeCoryelle Johnson - May 16, 2023 Form 4 Insider Report for NEWELL BRANDS INC. (NWL)

Role: Director
Signature: /s/ Raj Dave, Attorney-in-Fact for Jay L. Johnson
Stock symbol: NWL
Transactions as of: May 16, 2023
Transactions value $: $0
Form type: 4
Date filed: 5/18/2023, 04:14 PM
Previous filing: May 3, 2023
Next filing: May 30, 2023

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	Award	$0	+18.3K		$0.00	18.3K	May 16, 2023	Common Stock	18.3K		Direct	F1, F2, F3, F4
holding	NWL	Deferred RSU Phantom Stock						12.6K	May 16, 2023	Common Stock	12.6K		Direct	F3, F5, F6, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to receive one share of Newell Brands Inc. common stock.
F2	The award shall vest in full upon the earlier of: (i) the first anniversary of the grant date of the award; or (ii) the date immediately preceding the date of the Company's 2024 annual meeting of its stockholders, provided the Reporting Person remains in continuous service on the Board until such date. The Reporting Person elected to defer settlement on the scheduled vesting date and the restricted stock units ("RSUs") instead will convert to an equal number of phantom stock units, in accordance with the 2008 Deferred Compensation Plan ("DCP"). The phantom stock units will settle on a one-for-one basis for shares of the Company's Common Stock after the end of the Reporting Person's service on the Company's Board.
F3	N/A
F4	The Reporting Person has elected to defer settlement on the scheduled vesting date and the restricted stock units ("RSUs") instead will be converted to an equal number of phantom stock units, in accordance with the 2008 Deferred Compensation Plan ("DCP"). The phantom stock units will settle on a one-for-one basis for shares of the Company's Common Stock after the end of the reporting person's service on the Company's Board.
F5	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 DCP.
F6	Includes vested awards of 12,249 RSUs granted in 2021 pursuant to the Newell Rubbermaid Inc. 2013 Incentive Plan and in 2022 pursuant to the Newell Brands Inc. 2022 Incentive Plan. The Reporting Person elected to defer settlement on the scheduled vesting date and the RSUs instead converted to an equal number of phantom stock units, in accordance with the DCP. The phantom stock units will settle on a one-for-one basis for shares of the Company's Common Stock after the end of the Reporting Person's service on the Company's Board.
F7	The reported total includes 329.53 phantom stock units acquired pursuant to a dividend reinvestment feature of the DCP, all of which phantom stock units were acquired by the Reporting Person since his last regular filing. The 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.