Yoon J. Hugh - Apr 29, 2022 Form 4 Insider Report for MATTEL INC /DE/ (MAT)

Role: SVP & Corporate Controller
Signature: /s/ Tiffani Magri, Attorney-in-Fact for Yoon J. Hugh
Stock symbol: MAT
Transactions as of: Apr 29, 2022
Transactions value $: -$17,600
Form type: 4
Date filed: 5/3/2022, 07:54 PM
Previous filing: Feb 9, 2022
Next filing: Aug 2, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MAT	Common Stock	Options Exercise		+2.09K	+11.73%		19.9K	Apr 30, 2022	Direct	F1
transaction	MAT	Common Stock	Tax liability	-$17.6K	-724	-3.63%	$24.31	19.2K	Apr 30, 2022	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	MAT	Restricted Stock Units	Options Exercise	$0	+2.09K		$0.00^*	0	Apr 30, 2022	Common Stock	2.09K		Direct	F1
transaction	MAT	Restricted Stock Units	Award	$0	+7.2K		$0.00	7.2K	Apr 29, 2022	Common Stock	7.2K		Direct	F3, F4
transaction	MAT	Employee Stock Option - Right to Buy	Award	$0	+5.06K		$0.00	5.06K	Apr 29, 2022	Common Stock	5.06K	$24.31	Direct	F5

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

Explanation of Responses:

Id	Content
F1	As reported on a Form 4 dated April 30, 2019 and filed on May 2, 2019, the Reporting Person received a grant of 6,153 Restricted Stock Units ("RSUs" or "Units") on April 30, 2019. The RSUs vested as to (a) 33% of the Units granted on the first anniversary of the date of grant, (b) an additional 33% of the Units granted on the second anniversary of the date of grant, and (c) the remaining 34% of the Units granted on the third anniversary of the date of grant. On each vesting date, for each Unit vesting on such date, the Reporting Person received one share of Mattel, Inc. Common Stock, subject to tax withholding. On April 30, 2022, the final 34% of these RSUs vested, resulting in the issuance of 2,093 shares of Mattel, Inc. Common Stock.
F2	Pursuant to the terms of the April 30, 2019 RSU grant, 724 shares of Mattel, Inc. Common Stock were automatically withheld at vesting to cover required tax withholding.
F3	The RSUs were granted on April 29, 2022 pursuant to the Mattel, Inc. Amended and Restated 2010 Equity and Long-Term Compensation Plan, as amended (the "Plan"). Each Unit represents a contingent right to receive one share of Mattel, Inc. Common Stock (or, at the election of Mattel, Inc., a cash amount equal to the fair market value of such share).
F4	The RSUs vest as to (a) 33% of the Units granted on the first anniversary of the date of grant, (b) an additional 33% of the Units granted on the second anniversary of the date of grant, and (c) the remaining 34% of the Units granted on the third anniversary of the date of grant. On each vesting date, for each Unit vesting on such date, the Reporting Person will receive one share of Mattel, Inc. Common Stock (or, at the election of Mattel, Inc., a cash amount equal to the fair market value of one share of Common Stock on the date of vesting), subject to tax withholding.
F5	The option was granted on April 29, 2022 pursuant to the Plan. The option vests and becomes exercisable with regard to (a) 33% of the shares granted on the first anniversary of the date of grant, (b) an additional 33% of the shares granted on the second anniversary of the date of grant, and (c) the remaining 34% of the shares granted on the third anniversary of the date of grant.