0000814453-21-000012.txt : 20210203 0000814453-21-000012.hdr.sgml : 20210203 20210203162548 ACCESSION NUMBER: 0000814453-21-000012 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210201 FILED AS OF DATE: 20210203 DATE AS OF CHANGE: 20210203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MATHER COURTNEY CENTRAL INDEX KEY: 0001608717 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09608 FILM NUMBER: 21586516 MAIL ADDRESS: STREET 1: C/O ICAHN ENTERPRISES L.P. STREET 2: 16690 COLLINS AVE., PH CITY: SUNNY ISLES STATE: FL ZIP: 33160 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NEWELL BRANDS INC. CENTRAL INDEX KEY: 0000814453 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS PRODUCTS, NEC [3089] IRS NUMBER: 363514169 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6655 PEACHTREE DUNWOODY ROAD CITY: ATLANTA STATE: GA ZIP: 30328 BUSINESS PHONE: 800-424-1941 MAIL ADDRESS: STREET 1: 6655 PEACHTREE DUNWOODY ROAD CITY: ATLANTA STATE: GA ZIP: 30328 FORMER COMPANY: FORMER CONFORMED NAME: NEWELL BRANDS, INC. DATE OF NAME CHANGE: 20191017 FORMER COMPANY: FORMER CONFORMED NAME: NEWELL BRANDS INC DATE OF NAME CHANGE: 20160415 FORMER COMPANY: FORMER CONFORMED NAME: NEWELL RUBBERMAID INC DATE OF NAME CHANGE: 19990329 4 1 wf-form4_161238753249743.xml FORM 4 X0306 4 2021-02-01 0 0000814453 NEWELL BRANDS INC. NWL 0001608717 MATHER COURTNEY C/O NEWELL BRANDS INC. 6655 PEACHTREE DUNWOODY ROAD ATLANTA GA 30328 1 0 0 0 Deferred Compensation Phantom Stock 2021-02-01 4 A 0 1332.787 0 A Common Stock 1332.787 1332.787 D Deferred Compensation Phantom Stock Common Stock 1861.4807 1861.4807 D Deferred Compensation Phantom Stock Common Stock 2030.5662 2030.5662 D Deferred Compensation Phantom Stock Common Stock 2753.6635 2753.6635 D Deferred Compensation Phantom Stock Common Stock 1746.073 1746.073 D Deferred Compensation Phantom Stock Common Stock 1690.6382 1690.6382 D Deferred Compensation Phantom Stock Common Stock 2625.5452 2625.5452 D Deferred Compensation Phantom Stock Common Stock 2496.1941 2496.1941 D Deferred Compensation Phantom Stock Common Stock 1708.1702 1708.1702 D Deferred RSU phantom stock Common Stock 9452.5895 9452.5895 D Deferred RSU phantom stock Common Stock 7078.1079 7078.1079 D Pursuant to the 2008 Deferred Compensation Plan, as amended (the "DCP"), non-employee directors who earn quarterly cash retainer fees for their services on the Company's Board may elect to defer receipt of their quarterly cash fees until after the end of the director's service on the Board, and to direct the investment of the deferred cash into phantom stock units which track the performance of the Company's Common Stock for the duration of the deferral period. The number of phantom stock units so acquired is calculated by dividing the deferred cash retainer amount by the closing price for the Company's Common Stock on the date the cash retainer is payable. Each unit is the economic equivalent of one share of Common Stock of the Company. Dividends payable on the Company's Common Stock also accrue with respect to phantom stock units, and phantom stock units are subject to dividend reinvestment during the deferral period. The aggregate value of the phantom stock units, including any additional phantom stock units acquired through dividend reinvestment during the deferral period, will be paid out in cash to the reporting person after the end of his service on the Board. At such time, the cash value of all of the phantom stock units will be calculated based on the closing price for the Company's Common Stock on the payment date, in accordance with the DCP and the reporting person's elections for his director compensation for the year in which the units were earned, which elections are on file with the Company. These phantom stock units represent the reporting person's first quarter 2021 director fees issued to the reporting person on February 1, 2021, based on the Company's closing price per share on that date of $24.39. At the end of the deferral period, the cash value of the phantom stock units will be calculated based on the closing price for the Company's Common Stock on the payment date, in accordance with the DCP and the reporting person's elections for his director compensation for the year in which the units were earned, which elections are on file with the Company. The reporting person has elected to defer settlement of the cash value of the phantom stock units until after the end of his service on the Board of the Company, pursuant to the terms of the DCP. N/A These phantom stock units represent the reporting person's fourth quarter 2020 director fees issued to the reporting person on October 30, 2020, based on the Company's closing price per share on that date. The reported total includes 21.1636 additional phantom stock units acquired by the reporting person since the date of his last report pursuant to a dividend reinvestment feature of the DCP. The additional phantom stock units acquired pursuant to the dividend reinvestment feature will be settled for cash after the end of the reporting person's service on the Company's Board. These phantom stock units represent the reporting person's third quarter 2020 director fees issued to the reporting person on July 31, 2020, based on the Company's closing price per share on that date. The reported total includes 23.086 additional phantom stock units acquired by the reporting person since the date of his last report pursuant to a dividend reinvestment feature of the DCP. The additional phantom stock units acquired pursuant to the dividend reinvestment feature will be settled for cash after the end of the reporting person's service on the Company's Board. These phantom stock units represent the reporting person's second quarter 2020 director fees issued to the reporting person on May 1, 2020, based on the Company's closing price per share on that date. The reported total includes 31.3071 additional phantom stock units acquired by the reporting person since the date of his last report pursuant to a dividend reinvestment feature of the DCP. The additional phantom stock units acquired pursuant to the dividend reinvestment feature will be settled for cash after the end of the reporting person's service on the Company's Board. These phantom stock units represent the reporting person's first quarter 2020 director fees issued to the reporting person on February 3, 2020, based on the Company's closing price per share on that date. The reported total includes 19.8515 additional phantom stock units acquired by the reporting person since the date of his last report pursuant to a dividend reinvestment feature of the DCP. The additional phantom stock units acquired pursuant to the dividend reinvestment feature will be settled for cash after the end of the reporting person's service on the Company's Board. These phantom stock units represent the reporting person's fourth quarter 2019 director fees issued to the reporting person on November 1, 2019, based on the Company's closing price per share on that date. The reported total includes 19.2213 additional phantom stock units acquired by the reporting person since the date of his last report pursuant to a dividend reinvestment feature of the DCP. The additional phantom stock units acquired pursuant to the dividend reinvestment feature will be settled for cash after the end of the reporting person's service on the Company's Board. These phantom stock units represent the reporting person's third quarter 2019 director fees issued to the reporting person on August 1, 2019, based on the Company's closing price per share on that date. The reported total includes 29.8505 additional phantom stock units acquired by the reporting person since the date of his last report pursuant to a dividend reinvestment feature of the DCP. The additional phantom stock units acquired pursuant to the dividend reinvestment feature will be settled for cash after the end of the reporting person's service on the Company's Board. These phantom stock units represent the reporting person's second quarter 2019 director fees issued to the reporting person on May 1, 2019, based on the Company's closing price per share on that date. The reported total includes 28.3799 additional phantom stock units acquired by the reporting person since the date of his last report pursuant to a dividend reinvestment feature of the DCP. The additional phantom stock units acquired pursuant to the dividend reinvestment feature will be settled for cash after the end of the reporting person's service on the Company's Board. These phantom stock units represent the reporting person's first quarter 2019 director fees issued to the reporting person on February 1, 2019, based on the Company's closing price per share on that date. The reported total includes 19.4206 additional phantom stock units acquired by the reporting person since the date of his last report pursuant to a dividend reinvestment feature of the DCP. The additional phantom stock units acquired pursuant to the dividend reinvestment feature will be settled for cash after the end of the reporting person's service on the Company's Board. Represents a vested award of 9,085 restricted stock units ("RSUs") first granted on May 7, 2019, pursuant to the Newell Rubbermaid Inc. 2013 Incentive Plan. The reporting person elected to defer settlement on the scheduled vesting date and the RSUs instead converted to an equal number of phantom stock units, in accordance with the DCP. The 9,085 phantom stock units will settle on a one for one basis for shares of the Company's Common Stock after the end of the reporting person's service on the Company's Board. The reporting person's 9,085 phantom stock units will convert to shares of the Company's Common Stock on a one for one basis after the end of the reporting person's service on the Company's Board, in accordance with the DCP. The reported total includes 107.4689 additional phantom stock units acquired by the reporting person since the date of his last report pursuant to a dividend reinvestment feature of the DCP. The additional phantom stock units acquired pursuant to the dividend reinvestment feature will be settled for cash after the end of the reporting person's service on the Company's Board. Represents a vested award of 6,422 restricted stock units ("RSUs") first granted on May 15, 2018, pursuant to the Newell Rubbermaid Inc. 2013 Incentive Plan. The reporting person elected to defer settlement on the scheduled vesting date and the RSUs instead converted to an equal number of phantom stock units, in accordance with the DCP. The 6,422 phantom stock units will settle on a one for one basis for shares of the Company's Common Stock after the end of the reporting person's service on the Company's Board. The reporting person's 6,422 phantom stock units will convert to shares of the Company's Common Stock on a one for one basis after the end of the reporting person's service on the Company's Board, in accordance with the DCP. The reported total includes 80.4728 additional phantom stock units acquired by the reporting person since the date of his last report pursuant to a dividend reinvestment feature of the DCP. The additional phantom stock units acquired pursuant to the dividend reinvestment feature will be settled for cash after the end of the reporting person's service on the Company's Board. /s/ Raj Dave, attorney-in-fact for Courtney Mather 2021-02-03