STOCK TITAN

Mattel (MAT) CFO Paul Ruh reports RSU vesting and tax-withholding share dispositions

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Mattel Chief Financial Officer Paul Ruh reported routine equity compensation activity involving Restricted Stock Units (RSUs). On May 29, 2026, 66,209 RSUs and 24,610 RSUs vested, each converting into the same number of shares of Mattel common stock.

To cover required tax withholding at vesting, 31,360 shares and 8,671 shares of common stock were automatically withheld, at a reference price of $14.94 per share. These F-code transactions are tax-withholding dispositions, not open-market sales. Following the transactions, Ruh directly held 50,788 shares of Mattel common stock, and continued to hold sizable RSU balances that will vest over future anniversaries of the May 30, 2025 grants.

Positive

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Negative

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Insights

Routine RSU vesting with tax withholding; no open-market trading signal.

The activity for Mattel CFO Paul Ruh on May 29, 2026 reflects RSU vesting from prior grants. Two M-code entries show 66,209 and 24,610 RSUs converting into common stock, which is standard equity compensation rather than discretionary stock purchases.

Two F-code entries show 31,360 and 8,671 shares automatically withheld at $14.94 per share to satisfy tax obligations. These are not open-market sales and generally carry little informational value about the insider’s view of the stock.

After the transactions, Ruh directly held 50,788 common shares while still holding remaining RSU balances from the May 30, 2025 grants. Overall, this is a routine compensation and tax event with neutral impact on an investment thesis.

Insider Ruh Paul
Role Chief Financial Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 24,610 $0.00 --
Exercise Restricted Stock Units 66,209 $0.00 --
Exercise Common Stock 24,610 $0.00 --
Tax Withholding Common Stock 8,671 $14.94 $130K
Exercise Common Stock 66,209 $0.00 --
Tax Withholding Common Stock 31,360 $14.94 $469K
Holdings After Transaction: Restricted Stock Units — 49,968 shares (Direct, null); Common Stock — 24,610 shares (Direct, null)
Footnotes (1)
  1. As reported on a Form 4 dated May 30, 2025 and filed on June 3, 2025, the Reporting Person received a grant of 74,578 Restricted Stock Units ("RSUs" or "Units") on May 30, 2025. 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 May 29, 2026, the first 33% of these RSUs vested, resulting in the issuance of 24,610 shares of Mattel, Inc. Common Stock. Pursuant to the terms of the May 30, 2025 RSU grant, 8,671 shares of Mattel, Inc. Common Stock were automatically withheld at vesting to cover required tax withholding. As reported on a Form 4 dated May 30, 2025 and filed on June 3, 2025, the Reporting Person received a grant of 200,634 RSUs on May 30, 2025. 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 May 29, 2026, the first 33% of these RSUs vested, resulting in the issuance of 66,209 shares of Mattel, Inc. Common Stock. Pursuant to the terms of the May 30, 2025 RSU grant, 31,360 shares of Mattel, Inc. Common Stock were automatically withheld at vesting to cover required tax withholding.
RSUs vested and converted 66,209 units/shares First 33% of 200,634 RSUs vested on May 29, 2026
Additional RSUs vested 24,610 units/shares First 33% of 74,578 RSUs vested on May 29, 2026
Tax-withheld shares 31,360 shares Automatically withheld to cover taxes from 200,634 RSU grant
Additional tax-withheld shares 8,671 shares Automatically withheld to cover taxes from 74,578 RSU grant
Reference share price $14.94 per share Used for tax-withholding dispositions on May 29, 2026
Shares held after transactions 50,788 shares Direct Mattel common stock holdings following May 29, 2026 activity
Original larger RSU grant 200,634 RSUs Grant dated May 30, 2025 with 33% vesting on first anniversary
Smaller RSU grant 74,578 RSUs Grant dated May 30, 2025 with 33% vesting on first anniversary
Restricted Stock Units financial
"the Reporting Person received a grant of 74,578 Restricted Stock Units ("RSUs" or "Units")"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
vest financial
"The RSUs vest as to (a) 33% of the Units granted on the first anniversary"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
tax withholding financial
"shares of Mattel, Inc. Common Stock were automatically withheld at vesting to cover required tax withholding"
Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.
derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Form 4 regulatory
"As reported on a Form 4 dated May 30, 2025 and filed on June 3, 2025"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
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SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Ruh Paul

(Last)(First)(Middle)
333 CONTINENTAL BOULEVARD

(Street)
EL SEGUNDO CALIFORNIA 90245

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
MATTEL INC /DE/ [ MAT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/29/2026M24,610A(1)24,610D
Common Stock05/29/2026F8,671(2)D$14.9415,939D
Common Stock05/29/2026M66,209A(3)82,148D
Common Stock05/29/2026F31,360(4)D$14.9450,788D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)05/29/2026M24,610 (1) (1)Common Stock24,610$049,968D
Restricted Stock Units(3)05/29/2026M66,209 (3) (3)Common Stock66,209$0134,425D
Explanation of Responses:
1. As reported on a Form 4 dated May 30, 2025 and filed on June 3, 2025, the Reporting Person received a grant of 74,578 Restricted Stock Units ("RSUs" or "Units") on May 30, 2025. 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 May 29, 2026, the first 33% of these RSUs vested, resulting in the issuance of 24,610 shares of Mattel, Inc. Common Stock.
2. Pursuant to the terms of the May 30, 2025 RSU grant, 8,671 shares of Mattel, Inc. Common Stock were automatically withheld at vesting to cover required tax withholding.
3. As reported on a Form 4 dated May 30, 2025 and filed on June 3, 2025, the Reporting Person received a grant of 200,634 RSUs on May 30, 2025. 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 May 29, 2026, the first 33% of these RSUs vested, resulting in the issuance of 66,209 shares of Mattel, Inc. Common Stock.
4. Pursuant to the terms of the May 30, 2025 RSU grant, 31,360 shares of Mattel, Inc. Common Stock were automatically withheld at vesting to cover required tax withholding.
Remarks:
/s/ Tiffani Magri, Attorney-in-Fact for Paul Ruh06/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Mattel (MAT) CFO Paul Ruh report on May 29, 2026?

Paul Ruh reported RSU vesting and related tax withholding on May 29, 2026. 66,209 and 24,610 Restricted Stock Units converted into common shares, while 31,360 and 8,671 shares were automatically withheld to cover taxes, with no open-market purchases or sales reported.

Did Mattel (MAT) CFO Paul Ruh sell shares in the open market in this Form 4?

No open-market sales were reported. The Form 4 shows F-code tax-withholding dispositions, where 31,360 and 8,671 shares were automatically withheld at vesting to satisfy tax obligations, which differs from discretionary selling of shares on the open market.

How many Mattel (MAT) shares does CFO Paul Ruh hold after these transactions?

After the May 29, 2026 transactions, Paul Ruh directly holds 50,788 shares of Mattel common stock. This figure reflects RSU conversions into shares, net of the 31,360 and 8,671 shares automatically withheld for required tax withholding at vesting.

What Restricted Stock Unit grants underlie the May 29, 2026 Mattel (MAT) Form 4?

The transactions relate to RSU grants made on May 30, 2025, totaling 74,578 and 200,634 RSUs. These vest 33%, 33%, and 34% on successive anniversaries, with each vested unit delivering one Mattel common share, subject to required tax withholding at each vesting date.

What do the M and F transaction codes mean in the Mattel (MAT) Form 4 for Paul Ruh?

M-code entries represent exercise or conversion of derivative securities, here RSUs converting into common stock. F-code entries represent payment of tax liability by delivering shares, meaning 31,360 and 8,671 shares were withheld automatically to cover taxes when the RSUs vested.