Newell Brands (NWL) CEO logs large RSU vesting, new grant and tax withholding

Rhea-AI Filing Summary

Newell Brands President and CEO Christopher H. Peterson reported several equity compensation transactions involving company stock. On February 27, 2026, he exercised 3,448,274 restricted stock units that converted into common shares at a stated price of $0.00 per share, reflecting the vesting of performance-based awards. He also received a new grant of 1,098,901 restricted stock units, which represent contingent rights to receive common shares and vest over time, subject to continued employment. To cover tax obligations related to the vesting, 1,546,207 common shares were withheld at a price of $4.55 per share, resulting in direct ownership of 2,821,704 common shares after these transactions.

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^*

Peterson Christopher H

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/27/2026		M		3,448,274	A	$0	4,367,911	D
Common Stock	02/27/2026		F		1,546,207	D	$4.55(1)	2,821,704	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	(2)	02/27/2026		M			3,448,274	(3)	(4)	Common Stock	3,448,274	$0	0	D
Restricted Stock Units	(5)	02/27/2026		A		1,098,901		(6)	(4)	Common Stock	1,098,901	$0	1,098,901	D

Explanation of Responses:

1. The withholding of shares to cover taxes on the vesting was calculated on the Company's closing stock price on February 27, 2026.

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

3. The terms of the PRSUs provide for vesting on February 27, 2026, subject to continuous employment with the Company.

4. N/A

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

6. The TRSUs vest ratably, with one-third (1/3) vesting on February 27, 2027, one-third (1/3) vesting on February 15, 2028, and the remainder of shares vesting on February 15, 2029, subject to continuous employment with the Company.

Remarks:

	/s/ Bradford R. Turner, Attorney in Fact for Christopher H. Peterson	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Newell Brands (NWL) CEO Christopher Peterson report on February 27, 2026?

Christopher Peterson reported vesting of 3,448,274 restricted stock units, a new grant of 1,098,901 restricted stock units, and tax-share withholding of 1,546,207 common shares on February 27, 2026. These movements reflect equity compensation events rather than open-market buying or selling.

How many Newell Brands (NWL) shares does the CEO own after the reported Form 4 transactions?

After the reported transactions, Christopher Peterson directly owns 2,821,704 shares of Newell Brands common stock. This figure reflects the conversion of vested restricted stock units and the withholding of 1,546,207 shares to satisfy tax obligations tied to the February 27, 2026 vesting event.

What restricted stock unit grants did the Newell Brands (NWL) CEO receive in this Form 4 filing?

The CEO received a grant of 1,098,901 restricted stock units, representing contingent rights to receive common shares. Existing performance-based units totaling 3,448,274 also vested and converted to common stock, illustrating both a new time-based award and settlement of prior equity incentives on February 27, 2026.

Were any Newell Brands (NWL) CEO shares sold on the open market in this Form 4?

The filing shows 1,546,207 common shares were disposed of at $4.55 per share to cover tax liabilities from vesting. This is recorded as tax-withholding, not an open-market sale initiated for discretionary portfolio reasons, and is common with large equity vesting events.

How do the Newell Brands (NWL) restricted stock units in this filing vest over time?

Performance-based restricted stock units vested on February 27, 2026, after meeting conditions tied to continuous employment. Newly granted time-based restricted stock units vest in tranches between February 27, 2027, and February 15, 2029, subject to the CEO remaining continuously employed by Newell Brands.