8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): October 4, 2018

NEWELL BRANDS INC.

(Exact name of registrant as specified in its charter)

Delaware	1-9608	36-3514169
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

221 River Street

Hoboken, New Jersey 07030

(Address of principal executive offices including zip code)

(201) 610-6600

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)    James L. Cunningham III, Senior Vice President, Chief Accounting Officer has informed Newell Brands Inc. (the “Company”) of his decision to leave the Company in 2019. Mr. Cunningham will remain in his position with the Company until the later of March 1, 2019 or the date the Company files its 2018 Annual Report on Form 10-K with the U.S. Securities and Exchange Commission. The Company has begun a search for Mr. Cunningham’s successor. A copy of the internal announcement regarding Mr. Cunningham’s departure is attached hereto as Exhibit 99.1 and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits.

Exhibit    No.	Description
99.1	Internal Announcement dated October 4, 2018

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: October 4, 2018	NEWELL BRANDS INC.
	By:	/s/ Bradford R. Turner
		Bradford R. Turner Chief Legal & Administrative Officer and Corporate Secretary

EX-99.1

Exhibit 99.1

October 4, 2018

Colleagues:

Jim Cunningham, Senior Vice President, Chief Accounting Officer, has informed us of his decision to leave Newell Brands next year. Jim has agreed to stay in his current role through March 1, 2019, and will assist the company through the completion of our year-end closing process.

Jim has been in his current role since May 2016 and prior to that spent more than ten years at Jarden Corporation. Jim has been a true partner to me over the past two years and has been instrumental in integrating the financial and accounting processes and systems at Newell Brands following the Jarden acquisition.

Please join me in thanking Jim for his significant contributions to the organization.

Best,

Ralph