Richard Dickson - Jul 31, 2023 Form 4 Insider Report for MATTEL INC /DE/ (MAT)

Role: Pres & Chief Operating Officer
Signature: /s/ Tiffani Magri, Attorney-in-Fact for Richard Dickson
Stock symbol: MAT
Transactions as of: Jul 31, 2023
Transactions value $: -$365,103
Form type: 4
Date filed: 8/2/2023, 05:19 PM
Previous filing: Jul 5, 2023
Next filing: Aug 4, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MAT	Common Stock	Options Exercise		+34.4K	+5.31%		682K	Jul 31, 2023	Direct	F1
transaction	MAT	Common Stock	Tax liability	-$365K	-17.1K	-2.51%	$21.30	665K	Jul 31, 2023	Direct	F2
holding	MAT	Common Stock						8.81K	Jul 31, 2023	In 401(k)	F3

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	-34.4K	-100%	$0.00^*	0	Jul 31, 2023	Common Stock	34.4K		Direct	F1

* 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 July 31, 2020 and filed on August 4, 2020, the Reporting Person received a grant of 101,260 Restricted Stock Units ("RSUs" or "Units") on July 31, 2020. 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 July 31, 2023, the remaining 34% of these RSUs vested, resulting in the issuance of 34,429 shares of Mattel, Inc. Common Stock.
F2	Pursuant to the terms of the July 31, 2020 RSU grant, 17,141 shares of Mattel, Inc. Common Stock were automatically withheld at vesting to cover required tax withholding.
F3	As of August 1, 2023, the Reporting Person had a balance of $187,441.66 in the Mattel Stock Fund of Mattel, Inc.'s 401(k) plan, the Personal Investment Plan ("PIP"). The number of shares has been calculated by the third-party administrator for the PIP.