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NEWELL BRANDS INC. Director's Dealing 2021

May 18, 2021

31632_dirs_2021-05-18_d69972ae-be8b-4f3c-8e18-a9172a866558.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NEWELL BRANDS INC. (NWL)
CIK: 0000814453
Period of Report: 2021-05-14

Reporting Person: Turner Bradford R (Chief Legal & Admin Off & C.S.)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2021-05-14 Common Stock M 8859 Acquired 89028 Direct
2021-05-14 Common Stock F 3996 Disposed 85032 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2021-05-14 Restricted Stock Units $ M 8859 Disposed Common Stock (8859.0) Direct

Footnotes

F1: Represents the vesting of the third and final tranche of the total number of restricted stock units granted on May 15, 2018 pursuant to a performance-based grant, as described in footnote 4, below.

F2: Withholding of shares to cover taxes on the vesting was calculated based on the closing stock price for the Company's common stock on the transaction date.

F3: Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.

F4: Represents the vesting of the third and final tranche of a performance-based restricted stock unit award granted on May 15, 2018. By its terms, the award vested ratably in one-third increments on the first, second and third anniversaries of the award date provided that: (i) the reporting person remained continuously employed by the Company; and (ii) certain performance criteria related to cost savings and completion of previously announced divestiture programs were satisfied. Unexpired portions of the award were subject to earlier vesting without regard to achievement of the performance criteria in the event of death or disability. Unexpired portions of the award were subject to vesting pro rata, based on time in service, and without regard to achievement of the performance criteria, in the event of retirement.

F5: If the relevant performance criteria were not met, each tranche would have expired on the applicable anniversary date.