0001523711-12-000015.txt : 20120208 0001523711-12-000015.hdr.sgml : 20120208 20120208164525 ACCESSION NUMBER: 0001523711-12-000015 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120206 FILED AS OF DATE: 20120208 DATE AS OF CHANGE: 20120208 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MATTEL INC /DE/ CENTRAL INDEX KEY: 0000063276 STANDARD INDUSTRIAL CLASSIFICATION: DOLLS & STUFFED TOYS [3942] IRS NUMBER: 951567322 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 333 CONTINENTAL BLVD CITY: EL SEGUNDO STATE: CA ZIP: 90245 BUSINESS PHONE: 3102522000 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pean Jean-Christophe CENTRAL INDEX KEY: 0001541403 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05647 FILM NUMBER: 12582411 MAIL ADDRESS: STREET 1: 333 CONTINENTAL BOULEVARD CITY: EL SEGUNDO STATE: CA ZIP: 90245 3 1 edgar.xml PRIMARY DOCUMENT X0204 3 2012-02-06 0 0000063276 MATTEL INC /DE/ MAT 0001541403 Pean Jean-Christophe MATTEL, INC. 333 CONTINENTAL BOULEVARD EL SEGUNDO CA 90245 0 1 0 0 EVP North America No securities beneficially owned 0 D Stock option - right to buy - Granted 7/31/09 17.58 2019-07-31 Common Stock 8293 D Restricted stock units - Granted 7/31/09 Common Stock 2560 D Stock Option - right to buy - Granted 8/2/2010 21.50 2020-08-02 Common stock 12642 D Restricted stock units - Granted 8/2/2010 Common stock 4186 D Stock option - right to buy - Granted 8/1/2011 26.375 2021-08-01 Common Stock 19198 D Restricted stock units - Granted 8/1/2011 Common Stock 4265 D The option was granted pursuant to the Mattel, Inc. 2005 Equity Compensation Plan (the "2005 Plan"). The option vests and becomes exercisable with regard to (a) 33% of the shares granted on the first anniversary of the date of grant, (b) an additional 33% of the shares granted on the second anniversary of the date of grant, and (c) the remaining 34% of the shares granted on the third anniversary of the date of grant. The Restricted Stock Units (the "RSUs" or the "Units") vest as to 50% of the Units granted on the second anniversary of the date of grant and as to the remaining 50% of the Units granted on the third anniversary of the date of grant. On each vesting date, for each Unit vesting on such date, the reporting person will receive one share of Mattel common stock (or, at the election of Mattel, a cash amount equal to the fair market value of one share of common stock on the date of vesting), subject to tax withholding. The RSUs were granted pursuant the 2005 Plan. Each Unit represents a contingent right to receive one share of Mattel common stock (or, at the election of Mattel, a cash amount equal to the fair market value of such share on the settlement date). The RSUs are accompanied by dividend equivalent rights. The option was granted pursuant to the Mattel, Inc. 2010 Equity and Long-Term Compensation Plan (the "2010 Plan"). The option vests and becomes exercisable with regard to (a) 33% of the shares granted on the first anniversary of the date of grant, (b) an additional 33% of the shares granted on the second anniversary of the date of grant, and (c) the remaining 34% of the shares granted on the third anniversary of the date of grant. The RSUs were granted pursuant to the 2010 Plan. Each Unit represents a contingent right to receive one share of Mattel common stock (or, at the election of Mattel, a cash amount equal to the fair market value of such share on the settlement date). The RSUs are accompanied by dividend equivalent rights. Exhibit List Exhibit 24 - Power of Attorney /s/ Andrew Paalborg, Attorney-in-Fact for Jean-Christophe Pean 2012-02-08 EX-24 2 attach_4.htm EXHIBIT 24 - POWER OF ATTORNEY






     POWER OF ATTORNEY





        Know all by these presents, that the undersigned hereby constitutes and



appoints each of Robert Normile, Andrew Paalborg, Julie Kwok, Tiffani Zack Magri,



and Meagan Olsen, signing singly, the undersigned's true and



lawful attorney-in-fact to:





            1)    prepare, execute in the undersigned's name and on the



                  undersigned's behalf, and submit to the U.S. Securities and



                  Exchange Commission (the "SEC") a Form ID, including



                  amendments thereto, and any other documents necessary or



                  appropriate to obtain codes and passwords enabling the



                  undersigned to make electronic filings with the SEC of reports



                  required by Section 16(a) of the Securities Exchange Act of



                  1934 or any rule or regulation of the SEC;





            2)    execute for and on behalf of the undersigned, in the



                  undersigned's capacity as an officer and/or director of



                  Mattel, Inc. (the "Company"), Forms 3, 4, and 5 in accordance



                  with Section 16(a) of the Securities Exchange Act of 1934 and



                  the rules thereunder;





            3)    do and perform any and all acts for and on behalf of the



                  undersigned which may be necessary or desirable to complete



                  and execute any such Form 3, 4, or 5, complete and execute any



                  amendment or amendments thereto, and timely file such form



                  with the SEC and any stock exchange or similar authority;and





            4)    take any other action of any type whatsoever in connection



                  with the foregoing which, in the opinion of such



                  attorney-in-fact, may be of benefit to, in the best interest



                  of, or legally required by, the undersigned, it being



                  understood that the documents executed by such



                  attorney-in-fact on behalf of the undersigned pursuant to this



                  Power of Attorney shall be in such form and shall contain such



                  terms and conditions as such attorney-in-fact may approve in



                  such attorney-in-fact's discretion.





        The undersigned hereby grants to each such attorney-in-fact full power



and authority to do and perform any and every act and thing whatsoever



requisite, necessary, or proper to be done in the exercise of any of the rights



and powers herein granted, as fully to all intents and purposes as the



undersigned might or could do if personally present, with full power of



substitution or revocation, hereby ratifying and confirming all that such



attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall



lawfully do or cause to be done by virtue of this power of attorney and the



rights and powers herein granted. The undersigned acknowledges that the



foregoing attorneys-in-fact, in serving in such capacity at the request of the



undersigned, are not assuming, nor is the Company assuming, any of the



undersigned's responsibilities to comply with Section 16 of the Securities



Exchange Act of 1934.





        This Power of Attorney shall remain in full force and effect until the



undersigned is no longer required to file Forms 3, 4 and 5 with respect to the



undersigned's holdings of and transactions in securities issued by the Company,



unless earlier revoked by the undersigned in a signed writing delivered to the



foregoing attorneys-in-fact.





        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to



be executed as of this 2nd day of February 2012.







                                        /s/ Jean-Christophe Pean

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                                             Signature





                                            Jean-Christophe Pean

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                                             Print Name