[Form 3] Newell Brands Inc. Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

Newell Brands Inc. (NWL) Form 3: Robert F. Posthauer filed an initial Form 3 reporting his holdings and awards. He directly owns 57,316 shares of common stock and holds multiple restricted stock unit grants and stock options that vest over time. Reported equity awards include TRSUs and PRSUs totaling 57,291 underlying shares across listed awards and 23,225 stock options/rights exercisable through 2032 with exercise prices shown.

Insights

Corporate Governance Expert

TL;DR: Routine officer filing discloses direct shares and time- and performance-based awards with multi-year vesting schedules.

The Form 3 documents standard Section 16 reporting for an officer. The filing shows direct ownership of 57,316 shares plus multiple time-based restricted stock units and performance-based RSUs with staged vesting through 2028 and certified performance-based vesting events for 70% in 2025. This is a compliance disclosure rather than a material corporate event.

Securities Analyst

TL;DR: Disclosure details equity compensation mix—RSUs, PRSUs and listed stock options—typical for senior management, limited immediate market impact.

The reporting shows a mix of direct equity and derivative instruments: several TRSU/RSU grants and two option grants exercisable in 2031 and 2032 at $28.69 and $25.86 respectively. Vesting terms are disclosed clearly; there are no sales or purchases reported that would change outstanding share counts immediately.

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Posthauer Robert F.

(Last) (First) (Middle)

5 CONCOURSE PARKWAY NE, 8TH FLOOR

(Street)

ATLANTA GA 30328

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/25/2025

3. Issuer Name and Ticker or Trading Symbol
NEWELL BRANDS INC. [ NWL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Home & Com. - Com.

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	57,316	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units(1)	(2)	(3)	Common Stock	4,027	(4)	D
Restricted Stock Units(1)	(5)	(3)	Common Stock	13,038	(4)	D
Restricted Stock Units(1)	(6)	(3)	Common Stock	22,122	(4)	D
Restricted Stock Units(7)	(8)	(3)	Common Stock	18,104	(4)	D
Stock Option (Right to Buy)	(9)	05/28/2031	Common Stock	7,999	$28.69	D
Stock Option (Right to Buy)	(9)	02/18/2032	Common Stock	15,226	$25.86	D

Explanation of Responses:

1. Each time-based restricted stock unit ("TRSU") represents a contingent right to receive one share of the Company's common stock.

2. The TRSU's vest ratably in one-third increments on the original grant date's (February 17, 2023) first, second and third anniversaries, subject to the Reporting Person's continuous employment with the Company, with the remaining TRSUs reported schedule to vest on February 17, 2026.

3. N/A

4. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.

5. The TRSUs vest ratably in one-third increments on the original grant date's (February 16, 2024) first, second and third anniversaries, subject to the Reporting Person's continuous employment with the Company, with the remaining TRSUs reported scheduled to vest on February 16, 2026 and February 16, 2027.

6. The TRSUs vest ratably in one-third increments on the original grant date's (February 17, 2025) first, second and third anniversaries, subject to the Reporting Person's continuous employment with the Company, with the TRSUs reported scheduled to vest on February 17, 2026, February 17, 2027, and February 17, 2028.

7. Each Performance Based Restricted Stock Unit ("PRSU") represents the right to receive one share of the Company's common stock.

8. The Company's Compensation and Human Capital Committee certified the Company's performance metrics established for the Reporting Person's PRSUs granted on July 5, 2023. The terms of the Reporting Person's PRSUs provide for a seventy percent (70%) vesting on July 5, 2025, and a thirty percent (30%) vesting on July 5, 2026, subject to the continuous employment with the Company, with the remaining PRSUs reported scheduled to vest on July 5, 2026.

9. The options vest ratably in one-third increments on the first, second and third anniversaries of the grant date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Brian J. Decker, Attorney in Fact for Robert F. Posthauer	08/27/2025
	** 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 5 (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 does Robert F. Posthauer report owning on the Form 3 for NWL?

The Form 3 states Mr. Posthauer directly owns 57,316 shares of Newell Brands common stock and holds multiple RSUs/PRSUs and options detailed in the filing.

How many restricted stock units and options are disclosed?

The filing lists restricted stock units totaling 57,291 underlying shares across grants and two stock options for 7,999 and 15,226 shares exercisable in 2031 and 2032 respectively.

What are the exercise prices and expiration dates of the options reported?

Options reported: 7,999 shares exercisable 05/28/2031 at $28.69, and 15,226 shares exercisable 02/18/2032 at $25.86.

Are any performance-based awards certified for vesting?

Yes. The Compensation and Human Capital Committee certified performance metrics for PRSUs granted July 5, 2023, providing 70% vesting on July 5, 2025 and 30% on July 5, 2026, subject to continued employment.

When was the event requiring this Form 3 filing?

The Form 3 lists the date of the event requiring the statement as 08/25/2025 and the filing signature dated 08/27/2025.