Newell Brands (NWL) CHRO logs RSU vesting and tax share withholding

Rhea-AI Filing Summary

Newell Brands Chief Human Resources Officer Tracy L. Platt reported multiple equity transactions involving restricted stock units (RSUs) and common stock. On February 16, 2026 and February 17, 2026, RSUs converted into 35,745 and 42,251 shares of common stock, respectively, at no cash exercise price.

To cover tax obligations on these vestings, 12,023 shares on February 16, 2026 and 12,608 shares on February 17, 2026 were disposed of through share withholding at prices of $4.70 and $4.67 per share. After these transactions, Platt directly owned 96,169 shares of Newell Brands common stock.

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^*

Platt Tracy L

(Last) (First) (Middle)

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)
	Chief Human Resources Officer

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		35,745	A	$0	78,549	D
Common Stock	02/16/2026		F		12,023	D	$4.7(1)	66,526	D
Common Stock	02/17/2026		M		42,251	A	$0	108,777	D
Common Stock	02/17/2026		F		12,608	D	$4.67(2)	96,169	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	(3)	02/16/2026		M			35,745	(4)	(5)	Common Stock	35,745	$0	35,745	D
Restricted Stock Units	(3)	02/17/2026		M			42,251	(4)	(5)	Common Stock	42,251	$0	84,503	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. Each Time Based Restricted Stock Unit ("TRSU") represents a contingent right to receive one share of the Company's common stock.

4. 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.

5. N/A

Remarks:

	/s/ Bradford R. Turner, Attorney in Fact for Tracy L. Platt	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 Tracy L. Platt?

Tracy L. Platt reported RSU conversions into Newell Brands common stock on February 16 and 17, 2026, plus share dispositions to cover taxes. The filings show routine equity compensation activity rather than open-market buying or selling.

How many Newell Brands (NWL) shares does Tracy L. Platt own after this Form 4?

After the reported transactions, Tracy L. Platt directly owns 96,169 shares of Newell Brands common stock. This figure reflects RSU conversions into shares and tax-related share withholding completed on February 16 and 17, 2026.

Were Tracy L. Platt’s Newell Brands (NWL) share dispositions open-market sales?

The dispositions were not open-market sales. They were coded as “F” transactions, meaning shares were withheld to pay taxes owed on RSU vesting, using share values of $4.70 and $4.67 per share.

What RSU activity did Tracy L. Platt report for Newell Brands (NWL)?

She reported time-based restricted stock units converting into 35,745 shares on February 16, 2026, and 42,251 shares on February 17, 2026. Each TRSU represents a right to receive one share of Newell Brands common stock upon vesting, subject to continued employment.

How are Tracy L. Platt’s Newell Brands (NWL) TRSUs structured and vested?

Each time-based restricted stock unit equals one Newell Brands common share when vested. The TRSUs vest in one-third increments on the first, second, and third anniversaries of the grant date, contingent on Tracy L. Platt’s continuous employment with the company.

At what prices were Newell Brands (NWL) shares withheld for Tracy L. Platt’s taxes?

Shares were withheld to cover taxes using Newell Brands’ closing stock prices of $4.70 on February 13, 2026, and $4.67 on February 17, 2026. These prices determined how many shares were needed to satisfy the tax obligations on the RSU vesting.