Newell Brands (NWL) executive nets stock after RSU vesting

Rhea-AI Filing Summary

Newell Brands executive Kristine Kay Malkoski reported equity compensation activity involving restricted stock units and common stock on February 16–17, 2026. She exercised several blocks of time-based and performance-based restricted stock units into common shares, including 30,421 shares on February 16 and 53,509 shares on February 17. Some of the newly issued shares, such as 9,078, 5,675, 10,222 and 17,326 shares, were withheld at prices around $4.67–$4.70 per share to satisfy tax obligations tied to vesting, rather than sold in open-market transactions. She also reports indirect ownership of 10,850 common shares in a joint account with her spouse.

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^*

Malkoski Kristine Kay

(Last) (First) (Middle)

C/O NEWELL BRANDS INC.

5 CONCOURSE PARKWAY NE, 8TH FLOOR

(Street)

ATLANTA GA 30328

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Learning & Dev.

3. Date of Earliest Transaction (Month/Day/Year)
02/16/2026

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	02/16/2026		M		30,421	A	$0	250,768	D
Common Stock	02/16/2026		F		9,078	D	$4.7(1)	241,690	D
Common Stock	02/17/2026		M		19,016	A	$0	260,706	D
Common Stock	02/17/2026		F		5,675	D	$4.67(2)	255,031	D
Common Stock	02/17/2026		M		34,254	A	$0	289,285	D
Common Stock	02/17/2026		F		10,222	D	$4.67(2)	279,063	D
Common Stock	02/17/2026		M		53,509	A	$0	332,572	D
Common Stock	02/17/2026		F		17,326	D	$4.67(2)	315,246	D
Common Stock								10,850	I	By spouse
Common Stock								900(3)	D

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
Restricted Stock Units	(4)	02/16/2026		M			30,421	(5)	(6)	Common Stock	30,421	$0	30,422	D
Restricted Stock Units	(4)	02/17/2026		M			19,016	(5)	(6)	Common Stock	19,016	$0	0	D
Restricted Stock Units	(4)	02/17/2026		M			34,254	(5)	(6)	Common Stock	34,254	$0	68,509	D
Restricted Stock Units	(7)	02/17/2026		M			53,509	(8)	(6)	Common Stock	53,509	$0	0	D

Explanation of Responses:

1. Withholding of shares to cover taxes on the vesting was calculated based on the Company's closing stock price on February 13, 2026.

2. Withholding of shares to cover taxes on the vesting was calculated based on the Company's closing stock price on February 17, 2026.

3. Represents shares owned in a joint account with the reporting person's spouse.

4. Each Time Based Restricted Stock Unit ("TRSU") represents a contingent right to receive one share of the Company's common stock.

5. The TRSU vests ratably in one-third increments on the grant date's first, second and third anniversaries, subject to the reporting person's continuous employment with the Company.

6. N/A

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

8. The terms of the reporting person's PRSUs provide for vesting on February 17, 2026, subject to continuous employment with the Company.

Remarks:

	/s/ Bradford R. Turner, Attorney in Fact for Kristine Malkoski	02/18/2026
	** 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).
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FAQ

What insider transactions did Newell Brands (NWL) report for Kristine Kay Malkoski?

Kristine Kay Malkoski reported multiple equity compensation transactions, primarily exercises of restricted stock units into common stock. On February 16–17, 2026, she converted several blocks of restricted stock units and had a portion of the resulting shares withheld to cover tax obligations.

Were the Newell Brands (NWL) insider transactions open-market buys or sells?

The reported activity reflects exercises of restricted stock units and tax-withholding dispositions, not open-market trading. Shares were withheld at prices around $4.67–$4.70 per share to satisfy tax liabilities triggered by vesting, according to the transaction codes and accompanying footnotes.

How many Newell Brands (NWL) restricted stock units did Kristine Malkoski convert?

Kristine Malkoski converted several restricted stock unit awards into common shares, including blocks of 30,421 restricted stock units on February 16, 2026 and 53,509 restricted stock units on February 17, 2026. Each unit represents the right to receive one share of Newell Brands common stock.

At what prices were Newell Brands (NWL) shares withheld for taxes?

Shares were withheld to cover taxes at prices around $4.67 and $4.70 per share. Footnotes state the withholding calculations were based on Newell Brands’ closing stock prices on February 13, 2026 and February 17, 2026, aligning with the vesting and settlement dates.

What types of equity awards did Newell Brands (NWL) executive Kristine Malkoski hold?

Kristine Malkoski held time-based restricted stock units (TRSUs) and performance-based restricted stock units (PRSUs). Each TRSU or PRSU represents a contingent right to receive one share of Newell Brands common stock, subject to vesting schedules and continued employment conditions disclosed in the footnotes.

Does Kristine Malkoski have indirect ownership of Newell Brands (NWL) shares?

Yes. In addition to directly held shares, she reports indirect ownership of 10,850 Newell Brands common shares. A footnote explains these shares are held in a joint account with her spouse, reflecting shared beneficial ownership of that portion of the holdings.