Mattel names Roger Lynch as next CEO and chairman

Lynch's offer letter sets a $2,300,000 salary, a 200% target bonus and several equity and make-whole awards.

Rhea-AI Filing Summary

Mattel, Inc. (MAT) appointed Roger Lynch chairman effective October 2, 2026, and CEO on a mutually agreed date no later than November 2, 2026. Ynon Kreiz resigned as CEO, chairman and director effective October 2; Diana Ferguson becomes independent lead director then. Jonathan Anschell, executive vice president, chief legal officer and secretary, will serve as interim principal executive officer until Lynch assumes the CEO role, with no additional compensation for interim service.

Lynch’s offer letter takes effect when he starts and provides a $2,300,000 annual salary and a target bonus of 200% of base salary, eligible beginning in the 2027 performance year. His $10,000,000 2026 annual equity award is allocated 60% to performance-based restricted stock units and 40% to restricted stock units. Separate awards include a $6,000,000 performance-based grant tied to a three-year performance period and a $6,000,000 fully vested make-whole restricted stock unit grant. A $10,600,000 make-whole cash bonus and $985,000 relocation payment are payable by December 31, 2026; the cash bonus, make-whole equity grant and relocation payment carry specified repayment conditions.

8-K Event Classification

3 items: 5.02, 7.01, 9.01

3 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Annual base salary: $2,300,000 Annual target bonus opportunity: 200% of base salary 2026 annual equity award target grant value: $10,000,000 +5 more

8 metrics

Annual base salary $2,300,000 Under Roger Lynch’s offer letter

Annual target bonus opportunity 200% of base salary Eligibility begins in the 2027 performance year

2026 annual equity award target grant value $10,000,000 60% performance-based restricted stock units and 40% restricted stock units

Performance-based new-hire award grant date value $6,000,000 Three-year performance period beginning on Lynch’s start date

Make-whole restricted stock unit grant date value $6,000,000 Fully vested on the grant date, subject to repayment conditions

Make-whole cash signing bonus $10,600,000 Payable no later than December 31, 2026

Relocation payment $985,000 Payable no later than December 31, 2026

Relative total shareholder return threshold 55th percentile Compared with S&P 500 Index constituents at the end of the three-year performance period

Key Terms

performance-based restricted stock units, relative total shareholder return, make whole, Executive Severance Plan B

4 terms

performance-based restricted stock units financial

"60% in the form of performance-based restricted stock units"

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

relative total shareholder return financial

"relative total shareholder return over such period"

Relative total shareholder return measures how much an investor’s gain from a company — including stock price changes and dividends — beats or lags a chosen benchmark or peer group over a set time. Think of it as a race: it shows whether the company outpaced rivals or the market, which helps investors and boards judge performance, compare returns fairly, and link results to pay or investment decisions.

make whole financial

"a “make whole” cash signing bonus"

Executive Severance Plan B financial

"participant in Mattel’s Amended and Restated Executive Severance Plan B"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What compensation does Mattel (MAT) offer its incoming CEO Roger Lynch?

Lynch’s offer letter provides a $2,300,000 annual salary and a target bonus of 200% of base salary, with bonus eligibility beginning in the 2027 performance year. It also provides a $10,000,000 2026 annual equity award, a $6,000,000 performance-based new-hire award, and a separate $6,000,000 make-whole restricted stock unit grant.

What are the performance conditions for Roger Lynch’s $6,000,000 MAT award?

The $6,000,000 performance-based new-hire restricted stock unit award is eligible to vest at the end of a three-year performance period beginning on Lynch’s start date. Vesting is subject to Mattel achieving relative total shareholder return equal to or greater than the 55th percentile compared with S&P 500 Index constituents as of the period’s end.

When would Roger Lynch have to repay his MAT signing or relocation payments?

The $10,600,000 cash signing bonus is subject to full repayment if Lynch voluntarily terminates without good reason or Mattel terminates him for cause before December 31, 2027. The $985,000 relocation payment and $6,000,000 make-whole restricted stock unit grant have separate conditions: full repayment for qualifying termination before the first anniversary of his start date, and 50% repayment on or after the first anniversary but before the second.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/30/2026 - 08:44 AM Accepted by SEC EDGAR 09/30/2026 - 08:44 AM Learn about SEC filing dates

MATTEL INC /DE/ false 0000063276 0000063276 2026-09-29 2026-09-29

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 29, 2026

MATTEL, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-05647		95-1567322
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

333 Continental Boulevard

El Segundo, California 90245-5012

(Address of principal executive offices including Zip Code)

Registrant’s telephone number, including area code:

(310) 252-2000

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $1.00 per share		MAT		The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 30, 2026, Mattel, Inc. (the “Company” or “Mattel”) announced that the Board of Directors (the “Board”) of the Company has appointed Roger Lynch, current Board member and Independent Lead Director, as Chairman of the Board and Diana Ferguson as its new Independent Lead Director, effective October 2, 2026, and that the Board has appointed Roger Lynch as the Chief Executive Officer of the Company, effective on a date to be mutually agreed and in any event no later than November 2, 2026. On September 29, 2026, Ynon Kreiz resigned as Chief Executive Officer of the Company and as Chairman and a member of the Board, effective October 2, 2026.

Mr. Lynch, age 63, has served on the Board since 2018. Mr. Lynch has served as the Chief Executive Officer of Condé Nast, a global media company, since April 2019. Prior to joining Condé Nast, Mr. Lynch served as President and Chief Executive Officer of Pandora, then the U.S.’s largest music streaming service. Previously, as the founding CEO of Sling TV (owned by DISH Network), Mr. Lynch led the creation, launch, and scaling of the largest U.S. over-the-top television service delivering the best of live sports, news, and entertainment to broadband-connected devices. Prior to joining DISH, Mr. Lynch served as Chairman and CEO of Video Networks International, Ltd., an IPTV technology company in the U.K. He also previously served as President and CEO of Chello Broadband N.V., a broadband Internet service provider with operations in ten European countries. Mr. Lynch currently serves on the Board of Directors of the US China Business Council, the Partnership for New York City, and the News Media Alliance. He is also a member of the Champions of Change Coalition, the Board of Overseers of the Tuck School at Dartmouth College, and the Board of Councilors of the Dornsife College of Letters, Arts and Sciences at the University of Southern California. Mr. Lynch was not selected as the Company’s Chief Executive Officer pursuant to any arrangement or understanding between him and any other person. Mr. Lynch does not have any family relationship with any director or executive officer of the Company, or person nominated or chosen by the Company to become a director or executive officer, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

On September 29, 2026, the Company entered into a letter agreement with Mr. Lynch (the “Offer Letter”) with respect to his service as Chief Executive Officer, to be effective upon his commencement of employment. The Offer Letter provides that Mr. Lynch will receive an annual base salary of $2,300,000 and have an annual target bonus opportunity under the Mattel Incentive Plan of 200% of his base salary, with bonus eligibility to commence in the 2027 performance year. Pursuant to the Offer Letter, as a replacement of the 2026-2028 long-term incentive award Mr. Lynch will forfeit upon leaving his current employer, Mr. Lynch will be granted a 2026 annual equity award on the last trading day of the month of his start date, with a total target grant value of $10,000,000, to be granted 60% in the form of performance-based restricted stock units and 40% in the form of restricted stock units, and otherwise on terms consistent with the annual long-term incentive awards granted to Mattel’s other executive officers in 2026.

Under the Offer Letter, Mr. Lynch will receive a new-hire performance-based restricted stock unit award with a grant date value of $6,000,000, to be granted on the last trading day of the month of his start date, which award will be eligible to vest at the end of the three-year performance period beginning on his start date, subject to Mattel achieving a relative total shareholder return over such period equal to or greater than the 55th percentile as compared to the constituents of the S&P 500 Index as of the end of such period.

In order to make Mr. Lynch whole for the 2026 annual bonus and 2024-2026 long-term incentive award he will forfeit upon leaving his current employer, Mr. Lynch will also be provided with a “make whole” cash signing bonus of $10,600,000, payable no later than December 31, 2026, subject to full repayment by Mr. Lynch if, prior to December 31, 2027, Mr. Lynch voluntarily terminates his employment without good reason or is terminated by Mattel for cause. Similarly, due to Mr. Lynch’s forfeiture of the 2025-2027 long-term incentive award upon leaving his current employer, Mr. Lynch will receive a “make whole” new-hire equity grant of restricted stock units with a grant date value of $6,000,000, to be granted on the last trading day of the month of his start date, which award will be fully vested on the date of grant, subject to full repayment by Mr. Lynch of the value of such award on the date of grant if, prior to the first anniversary of his start date, Mr. Lynch voluntarily terminates his employment without good reason or is terminated by Mattel for cause, and 50% repayment if such a termination occurs on or after the first anniversary of his start date and prior to the second anniversary of his start date.

Pursuant to the Offer Letter, Mr. Lynch will be eligible to participate in Mattel’s employee benefit plans and will also be provided with a Company-provided automobile and driver for business purposes, reimbursement for

financial counseling not to exceed $10,000 on an annual basis, an annual comprehensive physical examination, and payment of up to $25,000 in legal fees incurred by him in connection with the negotiation of the Offer Letter. To assist with his relocation expenses and temporary housing, Mr. Lynch will receive a payment of $985,000, which amount will be paid no later than December 31, 2026, subject to full repayment by Mr. Lynch if, prior to the first anniversary of his start date, Mr. Lynch voluntarily terminates his employment without good reason or is terminated by Mattel for cause, and 50% repayment if such a termination occurs on or after the first anniversary of his start date and prior to the second anniversary of his start date. Mr. Lynch will be a participant in Mattel’s Amended and Restated Executive Severance Plan B (“Severance Plan B”) on terms materially consistent with those applicable to Mr. Kreiz under such plan before his departure (as described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 14, 2026).

The foregoing description of the Offer Letter is qualified in its entirety by reference to the full text of the Offer Letter, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

In connection with Mr. Kreiz’s departure, the Board also appointed Jonathan Anschell, the Company’s Executive Vice President, Chief Legal Officer and Secretary, to serve as interim principal executive officer of the Company, effective October 2, 2026, until Mr. Lynch assumes the role of Chief Executive Officer of the Company. Mr. Anschell will continue to serve in his current role at the Company while serving as interim principal executive officer.

Mr. Anschell, age 58, has served as the Company’s Executive Vice President, Chief Legal Officer and Secretary since January 2021. Prior to joining the Company, Mr. Anschell served as Executive Vice President and General Counsel of ViacomCBS Media Networks from December 2019 to January 2021. Prior to the merger of CBS Corporation and Viacom Inc., Mr. Anschell served as General Counsel of CBS Television. Mr. Anschell currently serves on the Board of Directors of the Media Law Resource Center and as a director and past Chair of the Board of Public Counsel. Mr. Anschell was not selected as the Company’s interim principal executive officer pursuant to any arrangement or understanding between him and any other person. Mr. Anschell does not have any family relationship with any director or executive officer of the Company, or person nominated or chosen by the Company to become a director or executive officer, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Mr. Anschell will not receive any additional compensation in connection with his service as interim principal executive officer.

Item 7.01. Regulation FD Disclosure.

On September 30, 2026, the Company issued a press release announcing the appointment of Mr. Lynch as Chief Executive Officer of the Company and Chairman of the Board and the departure of Mr. Kreiz. A copy of the press release is furnished as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description of Exhibit
10.1		Letter Agreement, dated September 29, 2026, between Mattel, Inc. and Roger Lynch.
99.1*		Press Release, dated September 30, 2026.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

*Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				MATTEL, INC.
				Registrant
				By:		/s/ Jonathan Anschell
				Name:		Jonathan Anschell
				Title:		Executive Vice President,
						Chief Legal Officer and Secretary

Date: September 30, 2026

Exhibit 99.1

Press Release

Mattel Announces Roger Lynch as Chairman and Chief Executive Officer Succeeding Ynon Kreiz

EL SEGUNDO, Calif., September 30, 2026 – The Board of Directors of Mattel, Inc. (NASDAQ: MAT) today announced the appointment of Roger Lynch, current Board member and Independent Lead Director, as Chairman effective October 2, 2026, and Chief Executive Officer effective on or before November 2, 2026. He succeeds Ynon Kreiz, who will step down as Chairman and Chief Executive Officer effective October 2, 2026, to take a senior leadership position at another public company. The Board has appointed current Mattel Board member Diana Ferguson as its new Independent Lead Director.

Mr. Lynch has served as a member of Mattel’s Board since 2018 and brings extensive leadership experience spanning media, technology, and consumer businesses. He has served as Chief Executive Officer of Condé Nast since 2019, where he has led the global media company and its portfolio of influential brands through a period of significant change. Under Lynch’s leadership, the company unified global operations and expanded and tailored IP monetization opportunities for its brands, driving significant and consistent profit growth since 2020. Throughout his career, which has included CEO roles at Pandora, Sling, Video Networks International, and Chello Broadband. Mr. Lynch has built and scaled global consumer businesses at the intersection of media and technology, with deep experience navigating shifts in industry dynamics across content, distribution, and consumer behavior.

The appointment of Mr. Lynch follows a comprehensive succession planning process. Board member Judy Olian, who has led the succession process, said: “Roger is a visionary leader with a track record of growing global companies at the forefront of changing industry and consumer trends. Throughout his service on the Board, Roger has been an invaluable contributor to shaping the company’s direction in the midst of its expansion into entertainment and digital products. The Board is most grateful for Ynon’s eight years of transformational leadership, and wishes him every success in his new role. Ynon leaves an invaluable legacy of transitioning Mattel from a toy manufacturer to a leading IP-driven play and family entertainment company. Knowing Roger as we do, we are confident that he and the talented Mattel team will build on that powerful foundation, and continue to advance our strategy to leverage our iconic brand portfolio.”

Lynch said: “I am honored by the Board’s confidence in me and couldn’t be more excited to lead the incredible team at Mattel. Throughout my years on the Board, I have admired Mattel’s brands, its talented people, and unique culture. I am especially grateful to Ynon for his many years of outstanding leadership and service to the company. During his tenure, Mattel has leveraged the power of its world-class brands, attracted exceptional entertainment partners, and strengthened its balance sheet. The company is well positioned for its next phase of profitable growth and its exciting new chapter.”

Kreiz said: “It has been a privilege to lead Mattel, with a global team dedicated to its mission and purpose, and I am proud of all we have achieved together. Mattel is in a position of strength, with a world-class brand portfolio, product offering, and global capabilities. I am grateful to the Board, management team, and entire Mattel organization for their commitment and collaboration during the past eight years, and I have every confidence the company will continue to thrive under Roger’s leadership.”

During Mr. Kreiz’s tenure, Mattel has strengthened its leadership across key toy categories, ranking number one globally in Dolls, Vehicles, and Infant, Toddler & Preschool. Hot Wheels is on track for its ninth consecutive growth year, the company has continued to build momentum in Action Figures, and successfully launched Mattel Brick Shop. A partner of choice for major entertainment companies, Mattel has earned several new or renewed entertainment licenses, including Disney Princess and Frozen, Teenage Mutant Ninja Turtles, Toy Story, KPop Demon Hunters, and DC, among others.

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The company has also expanded its brands into new entertainment verticals, including film, television, consumer products, digital games, live events and experiences, and publishing. Mattel Studios’ first theatrical release, Barbie, became the number one global box office film of 2023 and Warner Bros. Pictures’ highest-grossing movie of all time, and Mattel Studios continues to expand its film slate. Mattel has accelerated its expansion into digital gaming with the full ownership of Mattel163, advancing its mobile game development, publishing, and digital customer acquisition capabilities. The company has also restructured and diversified its supply chain, driving increased productivity and efficiency across its global manufacturing footprint. Mattel has significantly increased free cash flow and strengthened its balance sheet, returning to an investment-grade credit rating and resuming share repurchases.

About Roger Lynch

Mr. Lynch has extensive experience overseeing companies with global brand portfolios and creating innovative business models that embrace technological change. He currently serves as Chief Executive Officer of Condé Nast, the global media company, reaching more than one billion consumers in 32 markets worldwide. He transformed Condé Nast with growth in subscriptions, video, live experiences, commerce, and strategic partnerships, alongside continued investment in world-class journalism and technology. During Mr. Lynch’s tenure, the company achieved sustained revenue and profit growth while expanding its global reach and cultural influence.

Previously, Mr. Lynch served as President and Chief Executive Officer of Pandora, then the largest music streaming service in the U.S., and before that, as the founding CEO of Sling TV (owned by DISH Network), where he led the creation, launch, and scaling of the then largest U.S. over-the-top television service. Prior to joining DISH, Mr. Lynch served as Chairman and CEO of Video Networks International, Ltd., an IPTV technology company in the U.K. He also previously served as President and CEO of Chello Broadband N.V., a broadband Internet service provider with operations in ten European countries.

Mr. Lynch currently serves on the Board of Directors of Condé Nast, the US China Business Council, the Partnership for New York City, the News Media Alliance, and the Councilors of the Dornsife College of Letters, Arts and Sciences at the University of Southern California. He received his Master of Business Administration with the highest distinction from the Tuck School of Business at Dartmouth College and his Bachelor of Science in Physics from the University of Southern California.

About Diana Ferguson

Ms. Ferguson has served on Mattel’s Board of Directors since 2020. She brings extensive leadership, finance, strategy, human capital management, and consumer products experience, including serving as Chief Financial Officer for several consumer products companies, as well as significant public company board experience. Ms. Ferguson currently serves as Principal of Scarlett Investments, LLC and as a director and Governance Committee Chair of Gartner, Inc., and Chair of the Board and Compensation & Talent Committee of Sally Beauty Holdings, Inc. She also currently chairs Mattel’s Audit Committee.

Forward-Looking Statements

This press release contains a number of forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts or by their nature are uncertain, and include statements regarding Mattel’s guidance and goals for future periods and other future events. The use of words such as “anticipates,” “expects,” “intends,” “plans,” “projects,” “looks forward,” “confident that,” “believes,” and “targeted,” among others, generally identify forward-looking statements. These forward-looking statements are based on currently available operating, financial, economic, and other information and assumptions, and are subject to a number of significant risks and uncertainties. A variety of factors or combination of factors, many of which are beyond Mattel’s control, may cause actual results or outcomes, or the timing of those results or outcomes, to differ materially from those contained in any

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forward-looking statements. Specific factors that might cause such a difference include, but are not limited to: (i) Mattel’s ability to design, develop, produce, manufacture, source, ship, and distribute products in a timely and cost-effective manner; (ii) sufficient interest in and demand for the products and entertainment Mattel offers by retail customers and consumers to profitably recover Mattel’s costs; (iii) downturns in economic conditions affecting Mattel’s markets which can negatively impact retail customers and consumers, and which can result in lower employment levels and lower consumer disposable income and spending, including lower spending on purchases of Mattel’s products; (iv) other factors which can lower discretionary consumer spending, such as higher costs for fuel and food, drops in the value of homes or other consumer assets, and high levels of consumer debt; (v) potential difficulties or delays Mattel may experience in implementing cost savings and efficiency enhancing initiatives; (vi) other economic and public health conditions or regulatory changes in the markets in which Mattel and its customers and suppliers operate, which could create delays or increase Mattel’s costs, such as higher commodity prices, labor costs, transportation costs, or outbreaks of disease; (vii) the effect of inflation on Mattel’s business, including cost inflation in supply chain inputs and increased labor costs, as well as pricing actions taken in an effort to mitigate the effects of inflation; (viii) currency fluctuations, including movements in foreign exchange rates, which can lower Mattel’s net revenues and earnings, and significantly impact Mattel’s costs; (ix) the concentration of Mattel’s customers, potentially increasing the negative impact to Mattel of difficulties experienced by any of Mattel’s customers, such as bankruptcies or liquidations or a general lack of success, or changes in their purchasing or selling patterns; (x) the inventory policies of Mattel’s retail customers, as well as the concentration of Mattel’s revenues in the second half of the year, which, coupled with reliance by retailers on quick response inventory management techniques, increases the risk of underproduction, overproduction, and shipping delays; (xi) legal, reputational, and financial risks related to security breaches or cyberattacks; (xii) work disruptions, including as a result of supply chain disruption such as plant or port closures, which may impact Mattel’s ability to manufacture or deliver product in a timely and cost-effective manner; (xiii) the impact of competition on revenues, margins, and other aspects of Mattel’s business, including the ability to offer products that consumers choose to buy instead of competitive products; (xiv) the ability to secure, maintain, and renew popular licenses from licensors of entertainment properties; (xv) the ability to successfully develop, publish, and commercialize digital games; (xvi) the ability to attract and retain talented employees and adapt to evolving workplace models; (xvii) the risk of product recalls or product liability suits and costs associated with product safety regulations; (xviii) tariffs, tariff-related developments, including refunds, trade restrictions, or trade barriers, which depending on the effective date and duration of such measures, changes in the amount, scope, and nature of such measures in the future, any countermeasures that the target countries may take, and any mitigating actions that may become available, could increase Mattel’s product costs and other costs of doing business, and other changes in laws or regulations in the United States and/or in other major markets, such as China, in which Mattel operates, including, without limitation, with respect to taxes, trade policies, product safety, or sustainability, which may also increase Mattel’s product costs and other costs of doing business, and in each case reduce Mattel’s earnings and liquidity; (xix) business disruptions or other unforeseen impacts due to economic instability, political instability, civil unrest, armed hostilities, such as the conflict in the Middle East, or terrorist activities, natural and man-made disasters, pandemics or other public health crises, or other catastrophic events; (xx) failure to realize the planned benefits from any investments or acquisitions made by Mattel, including Mattel163; (xxi) the impact of other market conditions or third-party actions or approvals, including those that result in any significant failure, inadequacy, or interruption from vendors or outsourcers, which could reduce demand for Mattel’s products, delay or increase the cost of implementation of Mattel’s programs, or alter Mattel’s actions and reduce actual results; (xxii) changes in financing markets or the inability of Mattel to obtain financing on attractive terms; (xxiii) the impact of litigation, arbitration, or regulatory decisions or settlement actions; (xxiv) Mattel’s ability to navigate regulatory frameworks in connection with new areas of investment, product development, or other business activities, such as artificial intelligence; (xxv) the potential impact of the development, use, and integration of artificial intelligence and machine learning technologies in

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Mattel’s business and products; (xxvi) the sufficiency of additional controls and procedures that Mattel has implemented to remediate the prior material weakness in Mattel’s internal control over financial reporting, additional material weaknesses or other deficiencies in the future, or the failure to maintain an effective system of internal control; and (xxvii) other risks and uncertainties as may be described in Mattel’s filings with the Securities and Exchange Commission, including the “Risk Factors” section of Mattel’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, and subsequent periodic filings, as well as in Mattel’s other public statements. Mattel does not update forward-looking statements and expressly disclaims any obligation to do so, except as required by law.

About Mattel

Mattel is a leading global play and family entertainment company and owner of one of the most iconic brand portfolios in the world. We engage consumers and fans through our franchise brands, including Barbie^®, Hot Wheels^®, Fisher-Price^®, American Girl^®, Thomas & Friends^™, UNO^®, Masters of the Universe^®, Matchbox^®, Monster High^®, and Polly Pocket^®, as well as other popular properties that we own or license in partnership with global entertainment companies. Our offerings include toys, content, consumer products, digital and live experiences. Our products are sold in collaboration with the world’s leading retail and ecommerce companies. Since its founding in 1945, Mattel is proud to be a trusted partner in empowering generations to explore the wonder of childhood and reach their full potential. Visit us at mattel.com.

Press Contact

Catherine Frymark

catherine.frymark@mattel.com

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Filing Exhibits & Attachments

5 documents

Press Releases

• EX-99.1 EX-99.1 20.7 KB

Agreements & Contracts

• EX-10.1 EX-10.1 41.2 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.6 KB