James Craigie - 01 Nov 2022 Form 4 Insider Report for NEWELL BRANDS INC. (NWL)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
03 Nov 2022, 16:18:33 UTC
Prior SEC filing
03 Aug 2022
Next SEC filing
13 Feb 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Raj Dave, attorney-in-fact for James R. Craigie

Key filing fact

James Craigie filed Form 4 for NEWELL BRANDS INC. (NWL) on 03 Nov 2022.

Key facts

  • This page summarizes James Craigie's Form 4 filing for NEWELL BRANDS INC. (NWL).
  • 2 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 03 Nov 2022, 16:18.

Change

  • Previous filing in this sequence was filed on 03 Aug 2022.
  • Current net transaction value: +$133,600.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

NWL transaction

Common Stock

Purchase

Transaction value
$133,600
Shares
+10,000
Change %
+46%
Price
$13.36
Shares after
31,868
Date
02 Nov 2022
Ownership
Direct

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

NWL transaction Derivative

Deferred Compensation Phantom Stock

Award

Transaction value
$0
Shares
+2,620
Change %
+13%
Price
$0.000000
Shares after
22,382
Date
01 Nov 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
2,620
Exercise price
Footnotes
F1, F2, F3, F4, F5, F6, F7, F8
NWL holding Derivative

Deferred RSU Phantom Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
36,471
Date
01 Nov 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
36,471
Exercise price
Footnotes
F7, F9, F10, F11
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 11 footnotes

Footnote F1

Pursuant to the 2008 Deferred Compensation Plan, as amended (the "DCP"), non-employee directors who earn quarterly cash retainer fees for their services on the Company's Board may elect to defer receipt of their quarterly cash fees until after the end of the director's service on the Board, and to direct the investment of the deferred cash into phantom stock units which track the performance of the Company's Common Stock for the duration of the deferral period. The number of phantom stock units so acquired is calculated by dividing the deferred cash retainer amount by the closing price for the Company's Common Stock on the date the cash retainer is payable.

Footnote F2

Dividends payable on the Company's Common Stock also accrue with respect to phantom stock units, and phantom stock units are subject to dividend reinvestment during the deferral period.

Footnote F3

The aggregate value of the phantom stock units, including any additional phantom stock units acquired through dividend reinvestment during the deferral period, will be paid out in cash to the reporting person after the end of his service on the Board. At such time, the cash value of all of the phantom stock units will be calculated based on the closing price for the Company's Common Stock on the payment date, in accordance with the DCP and the reporting person's elections for his director compensation for the period in which the units were earned, which elections are on file with the Company.

Footnote F4

These phantom stock units represent the fourth quarter 2022 director fees and were issued to the reporting person on November 1, 2022, based on the Company's closing price per share on that date of $13.36.

Footnote F5

At the end of the deferral period, the cash value of the phantom stock units will be calculated based on the closing price for the Company's Common Stock on the payment date, in accordance with the DCP and the reporting person's elections for his director compensation for the period in which the units were earned, which elections are on file with the Company.

Footnote F6

The reporting person has elected to defer settlement of the cash value of the phantom stock units until after the end of his service on the Board of the Company, pursuant to the terms of the DCP.

Footnote F7

N/A

Footnote F8

The reported total includes a total of 268.16 additional phantom stock units acquired by the reporting person, in one or more exempt transactions, since the date of his last report pursuant to a dividend reinvestment feature of the DCP. The phantom stock units acquired pursuant to the dividend reinvestment feature of the DCP. 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.

Footnote F9

Represents vested awards of restricted stock units ("RSUs") granted in 2018, 2019, 2020 and 2021. 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.

Footnote F10

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.

Footnote F11

The reported total includes 494.89 additional phantom stock units acquired by the reporting person, in one or more exempt transactions, since the date of his last report pursuant to a dividend reinvestment feature of the DCP. The additional 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.

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