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Newell Brands Inc. 8-K Filings

NWL NASDAQ

Every 8-K that Newell Brands Inc. (NWL) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow NWL and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NWL filings page.

Rhea-AI Summary

Newell Brands Inc. (NWL) issued $600,000,000 aggregate principal amount of 6.250% senior notes due 2031 in a transaction exempt from Securities Act registration. The company intends to use the net proceeds to redeem in full its outstanding 6.375% senior notes due 2027, pay related fees and expenses, and repay a portion of the amount outstanding under its five-year asset-based revolving credit facility dated July 30, 2026.

The 2027 notes are to be redeemed on August 20, 2026 at a redemption price of 101.530% of principal, or $1,015.30 per $1,000, plus accrued and unpaid interest. The new notes are senior unsecured obligations issued under an Indenture with U.S. Bank Trust Company, National Association, and include covenants limiting additional debt and guarantees, certain liens, asset sales, affiliate transactions, and distributions, subject to qualifications and exceptions, with some covenants terminating if the notes receive investment grade ratings. Upon a specified change of control combined with a ratings downgrade, holders must be offered repurchase at 101% of principal plus accrued interest.

Rhea-AI Summary

Newell Brands Inc. launched and priced a private offering of $600 million aggregate principal amount of 6.250% senior unsecured notes due 2031. The notes are being sold in a transaction exempt from Securities Act registration, with closing expected on August 19, 2026, subject to customary conditions.

The company intends to use the net proceeds to redeem in full its outstanding 6.375% senior notes due 2027, pay related fees and expenses, and repay a portion of borrowings under its five-year asset-based revolving credit facility dated July 30, 2026. The redemption of the 2027 notes is conditioned on completing this offering or an alternative debt financing of at least $500 million. The notes are being offered to qualified institutional buyers under Rule 144A and to certain non-U.S. persons under Regulation S.

Rhea-AI Summary

Newell Brands Inc. entered into a new five-year asset-based revolving credit facility of up to $800.0 million with a bank syndicate led by JPMorgan Chase Bank, N.A. The borrowing base includes qualified cash, accounts receivable, inventory, equipment and certain intellectual property, and the agreement features an uncommitted accordion of up to $500.0 million.

On the July 30, 2026 closing date, the company borrowed $490.0 million under the new facility and used the same amount to refinance and replace its existing revolving credit agreement. The facility matures on the earlier of July 30, 2031 or a springing maturity tied to other Material Indebtedness of at least $125.0 million.

U.S. dollar borrowings bear interest at term or daily SOFR or an alternate base rate plus a margin that varies with Availability, ranging from 1.50%–2.00% for SOFR loans and 0.50%–1.00% for alternate base rate loans. An unused commitment fee of 0.25%–0.30% applies. The facility is secured by a first-priority lien on specified assets and includes financial and operational covenants, including a minimum Consolidated Fixed Charge Coverage Ratio of 1.00 to 1.00 during defined Financial Covenant Compliance Periods.

Rhea-AI Summary

Newell Brands reported strong second quarter 2026 results, returning to year-over-year growth in both net and core sales for the first time in over four years. Net sales were $2.0 billion, up 3.0%, with core sales up 2.3%. Gross margin expanded to 40.7% from 35.4%, and operating margin improved to 14.2% from 8.8%. Net income rose to $106 million with diluted EPS of $0.25, while normalized diluted EPS increased to $0.42 and normalized EBITDA to $406 million. Results benefited from approximately $100 million pretax tariff recovery on IEEPA tariffs expensed in 2025 and an additional $26 million pretax recovery for tariffs expensed in early 2026.

Year-to-date operating cash outflow improved to $(204) million from $(271) million, helped by working capital gains, with debt of $5.0 billion and cash of $209 million at June 30, 2026. Learning & Development delivered particularly strong margins, while Outdoor & Recreation saw modest sales growth but lower profitability. After quarter end, the company entered a new $800 million asset-based revolving credit facility, extending general maturity to 2031. Management issued Q3 guidance for 2%–3% growth in net and core sales and normalized EPS of $0.18–$0.20, and raised full-year 2026 guidance, including normalized EPS to $0.73–$0.77 and operating cash flow to around $400 million, assuming substantial tariff refund receipts.

Rhea-AI Summary

Newell Brands Inc. reported the results of its Annual Meeting of Stockholders held on May 7, 2026. Stockholders representing 368,135,426 of the 424,927,772 shares outstanding as of the March 12, 2026 record date were voted at the meeting.

All eight director nominees were elected by majority vote, with individual support generally above 280 million shares "for" each candidate. Stockholders ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026.

Stockholders approved the advisory resolution on named executive officer compensation, with 254,464,829 votes for and 71,068,404 against. They also approved the Newell Brands Inc. 2026 Incentive Plan, an equity- and cash-based compensation plan, with 305,206,680 votes for and 20,662,767 against.

Rhea-AI Summary

Newell Brands reported first quarter 2026 results that beat its internal expectations but still showed declining sales and a net loss. Net sales were $1.55 billion, down 1.1% year over year, with core sales down 3.5%. Gross margin improved to 33.1% from 32.1%, and operating margin rose to 2.2% from 1.3% as pricing and productivity offset inflation and lower volume.

The company posted a net loss of $33 million, slightly better than the $37 million loss a year ago, while normalized diluted loss per share widened to $0.05 from $0.01. Learning & Development grew core sales 2.0% and delivered an 18.9% normalized operating margin, while Home & Commercial Solutions and Outdoor & Recreation saw mid- to high-single-digit core sales declines and operating losses.

Year-to-date operating cash outflow was $233 million, pressured by higher inventories, and net debt stood at $4.76 billion. Management said demand and share trends were better than planned and now expects a return to top-line growth in the second quarter. Reflecting the stronger start, Newell raised its 2026 outlook for net sales, core sales and normalized EPS, now guiding full-year normalized EPS to $0.56–$0.60 and reaffirming operating cash flow of $350–$400 million.

Rhea-AI Summary

Newell Brands Inc. outlines its 2026 long-term and annual incentive programs for key employees, including named executive officers. Under the 2026 Long-Term Incentive Plan, awards are delivered 50% as performance-based restricted stock units (PRSUs) and 50% as time-based restricted stock units (TRSUs), all based on Newell common stock.

PRSUs granted in 2026 can vest between 0% and 150% depending on equally weighted goals for Free Cash Flow Productivity and Annual Adjusted Earnings Per Share for the performance period beginning January 1, 2026. TRSUs and PRSUs have multi-year vesting schedules tied to specific grant dates and continued employment. Separately, the 2026 Bonus Program ties annual cash bonuses to adjusted operating cash flow, adjusted earnings per share, core sales and productivity savings at the corporate and, for one executive, business-segment level, with payout ranges from 0% to 200% of a target percentage of base salary.

Rhea-AI Summary

Newell Brands reported lower sales and a larger GAAP loss for 2025, but stronger underlying profitability in the latest quarter and issued a cautious 2026 outlook.

In fourth quarter 2025, net sales were $1.9 billion, down 2.7% year over year, with core sales down 4.1%. A $340 million non-cash tradename impairment drove an operating loss of $272 million and a net loss of $315 million, or $(0.75) per share, versus a $(0.13) loss a year earlier. On a normalized basis, operating margin improved to 8.7% from 7.1%, normalized net income rose to $75 million from $69 million, and normalized diluted EPS increased to $0.18 from $0.16. Normalized EBITDA grew 11.6% to $241 million.

For full year 2025, net sales declined 5.0% to $7.2 billion and core sales fell 4.6%. GAAP net loss widened to $285 million, or $(0.68) per share, from a $(0.52) loss, pressured by higher interest expense and large impairment charges. Normalized operating margin edged up to 8.4%, but normalized net income fell to $240 million from $286 million, and normalized EPS dipped to $0.57 from $0.68. Normalized EBITDA was essentially stable at $882 million versus $900 million. Operating cash flow was $264 million, down from $496 million, affected by $174 million of cash tariff costs and higher bonus payouts, while year-end debt stood at $4.7 billion against $203 million of cash.

The Home & Commercial Solutions segment saw 2025 net sales of $3.8 billion, down 7.3%, and a reported operating loss, though its normalized operating margin was 6.7%. Learning & Development revenue slipped 1.0% to $2.7 billion, with a strong 20.0% normalized operating margin, while Outdoor & Recreation sales fell 6.7% to $741 million, breaking even on a normalized operating income basis.

Looking to 2026, Newell expects a modest improvement in sales trends but continued macro and tariff headwinds. The company guides full-year net sales change to a range of (1%) to 1%, core sales change of (2%) to flat, normalized operating margin of 8.6% to 9.2%, and normalized EPS between $0.54 and $0.60. Management estimates tariffs enacted during 2025 will create about $0.07 of incremental normalized EPS headwind in 2026 before mitigation. Operating cash flow is projected between $350 million and $400 million, which at the midpoint would be more than 40% above 2025 levels.

Rhea-AI Summary

Newell Brands (NWL) furnished an 8‑K announcing it issued a press release with additional financial information for its earnings covering the quarter ended September 30, 2025. The press release is attached as Exhibit 99.1.

The company stated the information is being furnished under Item 2.02 and is not deemed “filed” under the Exchange Act or incorporated by reference under the Securities Act. Exhibits include the earnings press release and additional financial information (99.1), the cover page interactive data file (101), and the Inline XBRL cover page (104).