Laurel Hurd - Feb 18, 2022 Form 4 Insider Report for NEWELL BRANDS INC. (NWL)

Signature
/s/ Raj Dave, Attorney-in-fact for Laurel Hurd
Stock symbol
NWL
Transactions as of
Feb 18, 2022
Transactions value $
-$341,430
Form type
4
Date filed
2/23/2022, 03:19 PM
Previous filing
Oct 12, 2021
Next filing
Apr 19, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NWL Common Stock Options Exercise $0 +35.8K +77.64% $0.00 81.9K Feb 18, 2022 Direct F1, F2
transaction NWL Common Stock Tax liability -$281K -10.9K -13.3% $25.86 71K Feb 18, 2022 Direct F2, F3
transaction NWL Common Stock Options Exercise $0 +5.14K +7.25% $0.00 76.1K Feb 18, 2022 Direct F2
transaction NWL Common Stock Tax liability -$60K -2.32K -3.05% $25.86 73.8K Feb 18, 2022 Direct F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NWL Restricted Stock Units Options Exercise $0 -35.8K -100% $0.00* 0 Feb 18, 2022 Common Stock 35.8K Direct F4, F5, F6
transaction NWL Restricted Stock Units Options Exercise $0 -5.14K -100% $0.00* 0 Feb 18, 2022 Common Stock 5.14K Direct F7, F8, F9
transaction NWL Restricted Stock Units Award $0 +8.8K $0.00 8.8K Feb 18, 2022 Common Stock 8.8K Direct F9, F10, F11
transaction NWL Stock Option (Right to Buy) Award $0 +66K $0.00 66K Feb 18, 2022 Common Stock 66K $25.86 Direct F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Company's Compensation and Human Capital Committee certified achievement of the pre-established performance goals resulting in the vesting of the Reporting Person's target shares. As discussed below, the terms of the Reporting Person's Performance Based Restricted Stock units provided for the payout of 0% to 200% of the original grant based on actual achievement of performance metrics related to relative total shareholder return and cumulative free cash flow between January 1, 2019 and December 31, 2021.
F2 4,062.19 shares of this total are shares jointly owned with the Reporting Person's spouse.
F3 Withholding of shares to cover taxes on the vesting was calculated based on the Company's closing stock price on February 18, 2022
F4 Each Performance Based Restricted stock unit represents the right to receive, the following vesting between 0% and 200% percent of one share of the Company's common stock.
F5 Each performance-based restricted stock unit represents the right to receive, following vesting, between 0% and 200% of one share of the Company's common stock based upon the achievement of pre-established performance metrics related to relative total shareholder return over a 2-year period beginning January 1, 2019 and ending December 31, 2021, and certification of such performance by the Company's Compensation Committee following the conclusion of the performance period.
F6 If and to the extent the relevant performance criteria are not met, the performance-based restricted stock unit grant expires on the third anniversary of the grant date with a payout of 0%.
F7 Restricted stock units convert into shares of the Company's common stock on a one-for-one basis
F8 Represents the vesting of the of restricted stock units granted to the Reporting Person on February 19, 2019. The grant vested ratably in one-third increments on the first, second and third anniversaries of the award date, pursuant to the terms of the grant agreement.
F9 N/A
F10 Each restricted stock unit represents a contingent right to receive one share of the Company's common stock
F11 The entire award will vest on the third anniversary of the grant date, subject to the Reporting Person's continuous employment with the Company
F12 The option vests ratably in one-third increments on the first, second and third anniversaries of the grant date.