Equity awards vest for Newell Brands (NWL) legal chief with tax share withholdings

Rhea-AI Filing Summary

NEWELL BRANDS INC. Chief Legal & Admin. Officer Bradford R. Turner reported equity award activity involving restricted stock units and common stock. On February 16 and 17, 2026, multiple time-based and performance-based restricted stock units were exercised or converted into shares of common stock at a stated price of $0.00 per share.

In connection with these vestings, several blocks of common stock were disposed of at prices of about $4.67 and $4.70 per share to cover tax liabilities, as indicated by tax-withholding code "F" and the footnotes referencing the company’s closing stock prices. After these transactions, Turner directly owned 564,449 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

OMB APPROVAL

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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^*

Turner Bradford R

(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)
	Chief Legal & Admin. 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		39,385	A	$0	483,499	D
Common Stock	02/16/2026		F		11,753	D	$4.7(1)	471,746	D
Common Stock	02/17/2026		M		23,071	A	$0	494,817	D
Common Stock	02/17/2026		F		6,885	D	$4.67(2)	487,932	D
Common Stock	02/17/2026		M		46,066	A	$0	533,998	D
Common Stock	02/17/2026		F		13,747	D	$4.67(2)	520,251	D
Common Stock	02/17/2026		M		64,919	A	$0	585,170	D
Common Stock	02/17/2026		F		20,721	D	$4.67(2)	564,449	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			39,385	(4)	(5)	Common Stock	39,385	$0	39,385	D
Restricted Stock Units	(3)	02/17/2026		M			23,071	(4)	(5)	Common Stock	23,071	$0	0	D
Restricted Stock Units	(3)	02/17/2026		M			46,066	(4)	(5)	Common Stock	46,066	$0	92,133	D
Restricted Stock Units	(6)	02/17/2026		M			64,919	(7)	(5)	Common Stock	64,919	$0	0	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 13, 2026.

2. The withholding of shares to cover taxes on the vesting was calculated 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

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

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

Remarks:

	Bradford R. Turner	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).
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 insider transactions did Newell Brands (NWL) report for Bradford R. Turner?

Newell Brands reported that Bradford R. Turner exercised multiple restricted stock units into common stock and disposed of shares for tax withholding. These were derivative exercises (code M) and tax-related share withholdings (code F), rather than open-market purchases or sales.

How many Newell Brands (NWL) shares does Bradford R. Turner hold after these Form 4 transactions?

Following the reported transactions on February 16 and 17, 2026, Bradford R. Turner directly held 564,449 shares of Newell Brands common stock. This figure reflects the net result after RSU conversions and shares withheld to satisfy associated tax obligations.

Were Bradford R. Turner’s Newell Brands (NWL) transactions open-market buys or sells?

The transactions were not open-market buys or discretionary sales. They involved exercises or conversions of restricted stock units (code M) at a stated price of $0.00 and tax-withholding dispositions (code F) to cover taxes due at vesting, based on closing stock prices.

What do the Form 4 tax-withholding transactions mean for Newell Brands (NWL) shareholders?

The tax-withholding transactions reflect shares delivered to satisfy income tax obligations when equity awards vest. They are administrative in nature and do not represent discretionary trading decisions, but they slightly reduce the number of shares Turner retains from his vested awards.

What are TRSUs and PRSUs in Newell Brands (NWL) insider filings?

TRSUs are time-based restricted stock units that vest in one-third increments on the first three anniversaries of the grant date. PRSUs are performance-based restricted stock units that vest on specified dates, such as February 17, 2026, each representing the right to receive one common share.

At what prices were Newell Brands (NWL) shares withheld for Bradford R. Turner’s taxes?

Shares were withheld to cover taxes at prices around $4.67 and $4.70 per share. Footnotes state the amounts were calculated using Newell Brands’ closing stock prices on February 13, 2026, and February 17, 2026, corresponding to the award vesting dates.