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): August 25, 2021

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 Number)

6655 Peachtree Dunwoody Road

Atlanta, Georgia 30328

(Address of principal executive offices including zip code)

(770) 418-7000

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $1 par value per share	NWL	Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 7.01. Regulation FD Disclosure.

On August 25, 2021, Newell Brands Inc., a Delaware corporation (the “Company”) instructed U.S. Bank National Association, the trustee (“U.S. Bank”) for the Company’s 3 ³⁄₄% Notes due 2021 (the “Newell Notes”), and Société Générale Luxembourg, the paying agent, transfer agent, registrar, and authenticating agent (the “Paying Agent”) for the Company’s 3 ³⁄₄% Senior Notes due 2021 (the “Jarden Notes”), for which Wells Fargo Bank, National Association serves as trustee (“Wells Fargo”), to deliver a notice of redemption to the respective holders of the Newell Notes and the Jarden Notes. Pursuant to the notice of redemption for the Newell Notes, the Company will redeem €271,851,000 of the aggregate principal amount of the Newell Notes issued and outstanding under the Indenture dated as of November 19, 2014, between the Company and U.S. Bank (the “Newell Indenture”), in accordance with the terms for redemption contained in the Newell Indenture. Pursuant to the notice of redemption for the Jarden Notes, the Company will redeem €28,125,000 of the aggregate principal amount of the Jarden Notes issued and outstanding under the Indenture dated July 14, 2014, between the Company and Wells Fargo (the “Jarden Indenture”), in accordance with the terms for redemption contained in the Jarden Indenture. The Company will redeem the Newell Notes and Jarden Notes, each of which is subject to a customary make-whole premium, on September 28, 2021, for a redemption price set forth in the redemption notice.

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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.    

		NEWELL BRANDS INC.
Dated: August 25, 2021	By:	/s/ Bradford R. Turner
		Bradford R. Turner Chief Legal & Administrative Officer and Corporate Secretary

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XML

Document and Entity Information	Aug. 25, 2021
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0000814453
Document Type	8-K
Document Period End Date	Aug. 25, 2021
Entity Registrant Name	NEWELL BRANDS INC.
Entity Incorporation State Country Code	DE
Entity File Number	1-9608
Entity Tax Identification Number	36-3514169
Entity Address, Address Line One	6655 Peachtree Dunwoody Road
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30328
City Area Code	(770)
Local Phone Number	418-7000
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common stock, $1 par value per share
Trading Symbol	NWL
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false