Mattel (MAT) president reports stock grant and tax share withholding

Rhea-AI Filing Summary

Mattel, Inc. officer Steve Totzke reported equity transactions involving company common stock. On February 9, 2026, he acquired 65,773 shares of common stock in a grant or award at $0 per share, increasing his directly held stake to 204,176 shares.

On the same date, 26,709 shares were disposed of at $21.54 per share to satisfy required tax withholding, leaving him with 177,467 directly held shares. In addition, he indirectly holds 19,099 shares through Mattel’s 401(k) Personal Investment Plan, tied to a $411,383.78 balance as of February 10, 2026.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

TOTZKE STEVE

(Last) (First) (Middle)

333 CONTINENTAL BOULEVARD

(Street)

EL SEGUNDO CA 90245

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MATTEL INC /DE/ [ MAT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Chief Comm Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/09/2026		A		65,773	A	$0	204,176	D
Common Stock	02/09/2026		F		26,709(1)	D	$21.54	177,467	D
Common Stock								19,099(2)	I	In 401(k)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of Mattel, Inc. Common Stock that were automatically withheld to cover required tax withholding.

2. As of February 10, 2026, the Reporting Person had a balance of $411,383.78 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.

Remarks:

	/s/ Tiffani Magri, Attorney-in-Fact for Steve Totzke	02/11/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did Steve Totzke report at Mattel (MAT)?

Steve Totzke reported a grant of 65,773 Mattel common shares at $0 per share and a tax-withholding disposition of 26,709 shares at $21.54 per share, both dated February 9, 2026, affecting his directly held share balance.

How many Mattel (MAT) shares does Steve Totzke own after these transactions?

After the reported transactions, Steve Totzke directly owns 177,467 Mattel common shares. He also indirectly holds 19,099 shares through the Mattel Stock Fund in the company’s 401(k) Personal Investment Plan, based on a third-party calculation tied to his plan balance.

Was Steve Totzke’s Mattel (MAT) stock grant an open-market purchase?

No, the 65,773 Mattel shares were reported as a grant, award, or other acquisition at $0 per share, not an open-market purchase. This reflects compensation-related stock awarded to him as President and Chief Commercial Officer rather than shares bought in the market.

Why were 26,709 Mattel (MAT) shares disposed of in Steve Totzke’s Form 4?

The 26,709 Mattel shares were automatically withheld to cover required tax withholding. They were reported with transaction code F at $21.54 per share, indicating use of company stock to satisfy tax obligations related to equity compensation rather than a discretionary market sale.

How are Steve Totzke’s 401(k) holdings in Mattel (MAT) stock reported?

His 401(k) holdings are reported as 19,099 indirectly owned Mattel shares in the Mattel Stock Fund within the Personal Investment Plan. As of February 10, 2026, this position corresponds to a $411,383.78 balance, with share count calculated by the plan’s third-party administrator.

What is Steve Totzke’s role at Mattel (MAT) associated with this Form 4?

Steve Totzke is identified as an officer of Mattel, serving as President and Chief Commercial Officer. His position explains why he receives stock grants and has reportable equity transactions under Section 16 rules, triggering the requirement to file this Form 4.