0000814453-21-000154.txt : 20211103 0000814453-21-000154.hdr.sgml : 20211103 20211103160637 ACCESSION NUMBER: 0000814453-21-000154 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211101 FILED AS OF DATE: 20211103 DATE AS OF CHANGE: 20211103 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: 211375355 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_163596997209028.xml FORM 4 X0306 4 2021-11-01 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 0.0 2021-11-01 4 A 0 1379.4567 0 A Common Stock 1379.4567 1379.4567 D Deferred Compensation Phantom Stock Common Stock 1325.0642 1325.0642 D Deferred Compensation Phantom Stock Common Stock 1190.4691 1190.4691 D Deferred Compensation Phantom Stock Common Stock 1368.1638 1368.1638 D Deferred Compensation Phantom Stock Common Stock 1910.891 1910.891 D Deferred Compensation Phantom Stock Common Stock 2084.4645 2084.4645 D Deferred Compensation Phantom Stock Common Stock 2826.7553 2826.7553 D Deferred Compensation Phantom Stock Common Stock 1792.4199 1792.4199 D Deferred Compensation Phantom Stock Common Stock 1735.5137 1735.5137 D Deferred Compensation Phantom Stock Common Stock 2695.2364 2695.2364 D Deferred Compensation Phantom Stock Common Stock 2562.4518 2562.4518 D Deferred Compensation Phantom Stock Common Stock 1753.511 1753.511 D Deferred RSU Phantom Stock Common Stock 12264.8477 12264.8477 D Deferred RSU Phantom Stock Common Stock 9703.4943 9703.4943 D Deferred RSU Phantom Stock Common Stock 7265.9856 7265.9856 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 fourth quarter 2021 director fees issued to the reporting person on November 1, 2021, based on the Company's closing price per share on that date of $23.56 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 third quarter 2021 director fees issued to the reporting person on July 30, 2021, based on the Company's closing price per share on that date. The report total includes 11.9328 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 Board. These phantom stock units represent the reporting person's second quarter 2021 director fees issued to the reporting person on May 3, 2021, based on the Company's closing price per share on that date. The reported total includes 10.7207 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 2021 director fees issued to the reporting person on February 1, 2021, based on the Company's closing price per share on that date. The reported total includes 12.3210 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 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 17.2085 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 18.7716 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 25.4563 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 16.1416 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 15.6291 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 24.2719 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 23.0761 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 15.7912 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 12,053 restricted stock units ("RSUs") first granted on May 11, 2020, 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 12,053 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 12,053 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 110.4509 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 87.3846 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 65.4337 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 2021-11-03