Michael Hayes - Feb 16, 2024 Form 4 Insider Report for NEWELL BRANDS INC. (NWL)

Role
Chief Customer Officer
Signature
/s/ Bradford R. Turner, Attorney in Fact for Michael Hayes
Stock symbol
NWL
Transactions as of
Feb 16, 2024
Transactions value $
-$42,231
Form type
4
Date filed
2/21/2024, 04:23 PM
Previous filing
Jul 7, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % Price $ Shares After Date Ownership Footnotes
transaction NWL Common Stock +Options Exercise $0 +4,164 +44.31% $0.00 13,562 Feb 16, 2024 Direct F1
transaction NWL Common Stock -Tax liability -$11,229 -1,464 -10.79% $7.67 12,098 Feb 16, 2024 Direct F2
transaction NWL Common Stock +Options Exercise $0 +4,999 +41.32% $0.00 17,097 Feb 16, 2024 Direct F3
transaction NWL Common Stock -Tax liability -$11,098 -1,447 -8.46% $7.67 15,650 Feb 16, 2024 Direct F2
transaction NWL Common Stock +Options Exercise $0 +8,696 +55.57% $0.00 24,346 Feb 17, 2024 Direct F3
transaction NWL Common Stock -Tax liability -$19,904 -2,595 -10.66% $7.67 21,751 Feb 16, 2024 Direct F2
holding NWL Common Stock 7,663 Feb 16, 2024 Joint w/Spouse F4

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 -4,164 -100% $0.00 0 Feb 16, 2024 Common Stock 4,164 Direct F5, F6, F7
transaction NWL Restricted Stock Units -Options Exercise $0 -4,999 -100% $0.00 0 Feb 16, 2024 Common Stock 4,999 Direct F3, F8, F9
transaction NWL Restricted Stock Units -Options Exercise $0 -8,696 -100% $0.00 0 Feb 16, 2024 Common Stock 8,696 Direct F3, F8, F9
transaction NWL Restricted Stock Units +Grant/Award $0 +37,646 $0.00 37,646 Feb 16, 2024 Common Stock 37,646 Direct F3, F8, F9

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, 2021, and December 31, 2023.
F2 The withholding of shares to cover taxes on the vesting was calculated on the Company's closing stock price on February 16, 2024.
F3 Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.
F4 Represents 7,663 owned in a joint account with Reporting Person's spouse.
F5 Each PRSU represents the right to receive, following vesting, between 0% and 200% of one share of the Company's common stock.
F6 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, 2021 and December 31, 2023, and certification of such performance by the Company's Compensation and Human Capital Committee following the conclusion of the performance period.
F7 If and to the extent the relevant performance criteria are not met, the performance-based stock unit grant expires on the third anniversary of the grant date with a payout of 0%.
F8 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.
F9 N/A