Steve Totzke - Apr 28, 2024 Form 4 Insider Report for MATTEL INC /DE/ (MAT)

Role: President, Chief Comm Officer
Signature: /s/ Tiffani Magri, Attorney-in-Fact for Steve Totzke
Stock symbol: MAT
Transactions as of: Apr 28, 2024
Transactions value $: -$236,138
Form type: 4
Date filed: 4/30/2024, 05:52 PM
Previous filing: Apr 29, 2024
Next filing: May 13, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MAT	Common Stock	Options Exercise		+15.1K	+9.27%		178K	Apr 28, 2024	Direct	F1
transaction	MAT	Common Stock	Tax liability	-$141K	-7.67K	-4.3%	$18.36	171K	Apr 28, 2024	Direct	F2
transaction	MAT	Common Stock	Options Exercise		+10.2K	+5.97%		181K	Apr 29, 2024	Direct	F3
transaction	MAT	Common Stock	Tax liability	-$95.4K	-5.16K	-2.85%	$18.49	176K	Apr 29, 2024	Direct	F4
holding	MAT	Common Stock						19.1K	Apr 28, 2024	In 401(k)	F5

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	-15.1K	-33%	$0.00	30.7K	Apr 28, 2024	Common Stock	15.1K		Direct	F1
transaction	MAT	Restricted Stock Units	Options Exercise	$0	-10.2K	-49.25%	$0.00	10.5K	Apr 29, 2024	Common Stock	10.2K		Direct	F3

* 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 28, 2023 and filed on May 2, 2023, the Reporting Person received a grant of 45,833 Restricted Stock Units ("RSUs" or "Units") on April 28, 2023. 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, subject to tax withholding. On April 28, 2024, the first 33% of these RSUs vested, resulting in the issuance of 15,124 shares of Mattel, Inc. Common Stock.
F2	Pursuant to the terms of the April 28, 2023 RSU grant, 7,665 shares of Mattel, Inc. Common Stock were automatically withheld at vesting to cover required tax withholding.
F3	As reported on a Form 4 dated April 29, 2022 and filed on May 3, 2022, the Reporting Person received a grant of 30,852 RSUs on April 29, 2022. 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, subject to tax withholding. On April 29, 2024, the second 33% of these RSUs vested, resulting in the issuance of 10,181 shares of Mattel, Inc. Common Stock.
F4	Pursuant to the terms of the April 29, 2022 RSU grant, 5,160 shares of Mattel, Inc. Common Stock were automatically withheld at vesting to cover required tax withholding.
F5	As of April 25, 2024, the Reporting Person had a balance of $351,312.61 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.