Newell CAO exercises RSUs, 2,496 shares withheld

Newell Brands Chief Accounting Officer Robert Andrew Schmidt reported routine equity compensation activity involving restricted stock units and common stock.

Rhea-AI Filing Summary

Newell Brands Chief Accounting Officer Robert Andrew Schmidt reported routine equity compensation activity involving restricted stock units and common stock. On May 31, 2026, he exercised restricted stock units into 7,286 shares of Newell Brands common stock at an effective value of $3.40 per share.

To cover related tax obligations on the vesting, 2,496 shares were withheld at $3.40 per share based on the company’s closing stock price on May 29, 2026, with the remaining shares added to his direct holdings, which are held jointly with his spouse. Following these transactions, Schmidt directly owned 21,713 shares of common stock.

Insider Trade Summary

7,286 shares exercised/converted

Exercise 4 txns

Insider Schmidt Robert Andrew

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	7,286	$0.00	$0.00
Exercise	Common Stock	7,286	$3.40	$25K
Exercise Price or Tax Liability	Common Stock	2,496	$3.40	$8K
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Common Stock — 29,945 shares (Direct)

Footnotes (5)

1. F1. Withholding of shares to cover taxes on the vesting was calculated based on the Company's closing stock price on May 29, 2026.
2. F2. Direct ownership joint with spouse.
3. F3. Each restricted stock unit represents a contingent right to receive one share of Newell Brands Inc. common stock.
4. F4. The restricted stock unit vest 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. F5. N/A

Key Figures

RSUs exercised: 7,286 shares Tax withholding shares: 2,496 shares Withholding price: $3.40 per share +1 more

4 metrics

RSUs exercised 7,286 shares Restricted Stock Units converted to common stock on May 31, 2026

Tax withholding shares 2,496 shares Shares withheld to cover taxes on vesting at $3.40

Withholding price $3.40 per share Basis for tax-withholding calculation on May 29, 2026

Shares after transactions 21,713 shares Direct common stock holdings after reported Form 4 activity

Key Terms

Restricted Stock Units, tax-withholding disposition, derivative exercise/conversion, closing stock price

4 terms

Restricted Stock Units financial

"Each restricted stock unit represents a contingent right to receive one share of Newell Brands Inc. common stock."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative exercise/conversion financial

"Exercise or conversion of derivative security"

closing stock price financial

"Withholding of shares to cover taxes on the vesting was calculated based on the Company's closing stock price on May 29, 2026."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Newell Brands (NWL) report for Robert Andrew Schmidt?

Newell Brands reported that Chief Accounting Officer Robert Andrew Schmidt exercised restricted stock units into 7,286 common shares and had 2,496 shares withheld to cover taxes. These transactions reflect routine equity compensation activity rather than open-market buying or selling.

How many Newell Brands (NWL) shares did Schmidt acquire through equity awards?

Schmidt exercised restricted stock units covering 7,286 Newell Brands common shares on May 31, 2026. Each restricted stock unit represented a contingent right to receive one share of common stock, converting his derivative award into directly held equity.

How many Newell Brands (NWL) shares were withheld for taxes in Schmidt’s Form 4?

The filing shows 2,496 Newell Brands common shares were withheld to satisfy tax obligations on the vesting. The withholding amount was calculated using the company’s closing stock price on May 29, 2026, as noted in the Form 4 footnotes.

What was Robert Schmidt’s Newell Brands (NWL) shareholding after these transactions?

After the reported transactions, Schmidt directly owned 21,713 shares of Newell Brands common stock. The filing notes this ownership is held jointly with his spouse, reflecting his post-vesting equity position following the restricted stock unit conversion.

Were Robert Schmidt’s Newell Brands (NWL) transactions open-market trades?

No, the transactions were not open-market trades. They involved exercising restricted stock units into common shares and a tax-withholding disposition, where 2,496 shares were withheld to cover taxes rather than being sold on the open market.

How do Schmidt’s Newell Brands (NWL) restricted stock units vest over time?

The restricted stock units vest in one-third increments on the first, second, and third anniversaries of the grant date. Vesting is conditioned on Schmidt’s continuous employment with Newell Brands, according to the vesting schedule described in the Form 4 footnotes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/02/2026 - 04:10 PM EDT Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Schmidt Robert Andrew

(Last) (First) (Middle)

C/O NEWELL BRANDS INC.

5 CONCOURSE PARKWAY NE, 8TH FLOOR

(Street)

ATLANTA GEORGIA 30328

(City) (State) (Zip)

UNITED STATES

(Country)

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 Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/31/2026		M		7,286	A	$3.4	21,713	D
Common Stock	05/31/2026		F		2,496	D	$3.4(1)	19,217	D
Common Stock								10,728	D(2)

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)	05/31/2026		M			7,286	(4)	(5)	Common Stock	7,286	$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 May 29, 2026.

2. Direct ownership joint with spouse.

3. Each restricted stock unit represents a contingent right to receive one share of Newell Brands Inc. common stock.

4. The restricted stock unit vest 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/ Brian Decker, Attorney in Fact for Robert A. Schmidt	06/02/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)