NWL / Newell Brands Inc. - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

Newell Brands Inc.
US ˙ NasdaqGS ˙ US6512291062

Statistik Asas
LEI 549300LWGYFM1TVO1Z12
CIK 814453
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Newell Brands Inc.
SEC Filings (Chronological Order)
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August 1, 2025 EX-99.1

Newell Brands Announces Second Quarter 2025 Results Posts Eight Consecutive Quarters of Gross Margin Expansion of 100+ Basis Points Achieves Highest Gross Margin Rate in Four Years Updates Outlook for Full Year 2025

Newell Brands Announces Second Quarter 2025 Results Posts Eight Consecutive Quarters of Gross Margin Expansion of 100+ Basis Points Achieves Highest Gross Margin Rate in Four Years Updates Outlook for Full Year 2025 ATLANTA, GA – August 1, 2025 – Newell Brands (NASDAQ: NWL) today announced its second quarter 2025 financial results.

August 1, 2025 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 1, 2025 NEWELL BRANDS INC.

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 1, 2025 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 Num

August 1, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended June 30, 2025 Commission File Number 1-9608 NEW

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended June 30, 2025 Commission File Number 1-9608 NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 36-3514169 (State or other jurisdiction of incorpora

June 25, 2025 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 þ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-9608 A.

May 30, 2025 SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT NEWELL BRANDS INC. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT 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) 5 Concourse Parkway NE, 8th Floor Atlanta, GA 30328 Bradford R. Turner (770) 418

May 30, 2025 EX-1.01

Newell Brands Inc. Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD for the reporting period beginning January 1, 2024 to December 31, 2024.

Exhibit 1.01 Newell Brands Inc. Conflict Minerals Report For The Year Ended December 31, 2024 This Conflict Minerals Report (the “Report”) of Newell Brands Inc. (the “Company”) for the calendar year ended December 31, 2024 is provided in accordance with Rule 13p-1 (the “Rule”) under the Securities Exchange Act of 1934 (the “1934 Act”), the instructions to Form SD, and the Updated Statement on the

May 22, 2025 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): May 22, 2025 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 Numbe

May 22, 2025 EX-4.1

Indenture, dated May 22, 2025, by and between the Company and U.S. Bank Trust Company, National Association, as trustee

Exhibit 4.1 INDENTURE Dated as of May 22, 2025 Between NEWELL BRANDS Inc., as Issuer, and U.S. Bank Trust Company, National Association, as Trustee 8.500% SENIOR NOTES DUE 2028 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 SECTION 1.1. Definitions 1 SECTION 1.2. Other Definitions 30 SECTION 1.3. Rules of Construction 31 SECTION 1.4. Limited Condition Transactions 31

May 15, 2025 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Form S-8 (Form Type) Newell Brands Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered1 Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price2 Fee Rate Amount of Registration Fee Equity Common Stock, $1.00 par value per share Other 13,000,000 $5.16

May 15, 2025 S-8

As filed with the Securities and Exchange Commission on May 15, 2025

As filed with the Securities and Exchange Commission on May 15, 2025 Registration No.

May 14, 2025 EX-10.1

Newell Brands Inc. 2022 Incentive Plan, as amended May 8, 2025.

Exhibit 10.1 NEWELL BRANDS INC. 2022 INCENTIVE PLAN (AS AMENDED MAY 8, 2025) Section 1. Purpose and Effective Date. 1.1 Purpose. The purpose of the Newell Brands Inc. 2022 Incentive Plan (the “Plan”) is to recognize the contributions made to the Company and its Subsidiaries by Employees of the Company and its Subsidiaries and Non-Employee Directors of the Company, to provide such persons with addi

May 14, 2025 8-K

Submission of Matters to a Vote of Security Holders

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): May 14, 2025 (May 8, 2025) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (Commiss

May 9, 2025 EX-99.2

This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities. The Notes are being offered only to qualified institutional buyers in reliance on the exemption from registration set forth in Rule 144A und

Exhibit 99.2 Newell Brands Announces Upsizing and Pricing of $1.25 Billion 8.50% Senior Notes due 2028 May 8, 2025 ATLANTA-(BUSINESS WIRE)—May 8, 2025 - Newell Brands (NASDAQ: NWL) today announced the upsizing and pricing of $1.25 billion aggregate principal amount of 8.50% senior unsecured notes due 2028 (the “Notes”) in an offering (the “Offering”) that is exempt from the registration requiremen

May 9, 2025 8-K

Current Report

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): May 8, 2025 (May 8, 2025) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (Commissi

May 9, 2025 EX-99.1

This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities. The Notes are being offered only to qualified institutional buyers in reliance on the exemption from registration set forth in Rule 144A und

Exhibit 99.1 Newell Brands Announces Offering of $1 Billion of Senior Notes May 8, 2025 ATLANTA-(BUSINESS WIRE—May 8, 2025- Newell Brands (NASDAQ: NWL) today announced that it is planning to offer $1 billion aggregate principal amount of senior unsecured notes due 2028 (the “Notes”) in a private offering (the “Offering”) that is exempt from the registration requirements of the Securities Act of 19

April 30, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended March 31, 2025 Commission File Number 1-9608 NE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended March 31, 2025 Commission File Number 1-9608 NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 36-3514169 (State or other jurisdiction of incorpor

April 30, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 30, 2025 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 Num

April 30, 2025 EX-10.2

Form of 2025 LTIP Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2022 Incentive Plan for Executives.

EXHIBIT 10.2 2025 Newell Brands RSU Award RESTRICTED STOCK UNIT AWARD AGREEMENT (“AGREEMENT”) A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Grantee”) named in the notice of the Award provided to the Grantee (the “Award Notice”) relating to the common stock, par value $1.00 per share (the “Common Stoc

April 30, 2025 EX-99.1

Newell Brands Announces First Quarter 2025 Results Year-Over-Year Sales Growth Improved Sequentially Strong Gross Margin Expansion Versus Prior Year Affirms Net Sales, Operating Margin and EPS Outlook for Full Year 2025

EX-99.1 2 exhibit991q1xmarchx2025.htm EX-99.1 Newell Brands Announces First Quarter 2025 Results Year-Over-Year Sales Growth Improved Sequentially Strong Gross Margin Expansion Versus Prior Year Affirms Net Sales, Operating Margin and EPS Outlook for Full Year 2025 ATLANTA, GA – April 30, 2025 – Newell Brands (NASDAQ: NWL) today announced its first quarter 2025 financial results. Chris Peterson, N

April 30, 2025 EX-10.3

Form of 2025 LTIP Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2022 Incentive Plan for the Chief Executive Officer.

Exhibit 10.3 2025 Newell Brands RSU Award – Chief Executive Officer RESTRICTED STOCK UNIT AWARD AGREEMENT (“AGREEMENT”) A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Grantee”) named in the notice of the Award provided to the Grantee (the “Award Notice”) relating to the common stock, par value $1.00 p

March 27, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒   Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ De

March 27, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒   Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ De

February 19, 2025 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): February 19, 2025 (February 17, 2

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): February 19, 2025 (February 17, 2025) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporatio

February 19, 2025 EX-10.1

Newell Brands Inc. 2025 Long-Term Incentive Plan Terms and Conditions

Exhibit 10.1 Newell Brands Inc. 2025 Long-Term Incentive Plan Terms and Conditions 1. Grants. Under the terms and provisions of the Newell Brands Inc. 2022 Incentive Plan (the “2022 Incentive Plan”), the Compensation and Human Capital Committee (the “Committee”) of the Board of Directors of Newell Brands Inc. (the “Company”), at any time and from time to time, may grant awards based on shares of t

February 14, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED COMMISSION FILE NUMBER December 31, 2024 1-9608 NEWELL BR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED COMMISSION FILE NUMBER December 31, 2024 1-9608 NEWELL BRANDS INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Delaware 36-3514169 (State or other jurisdiction of incorporation or organization) (I

February 14, 2025 EX-10.64

Newell Brands Inc. Employment Security Agreements and Executive Severance Plan Trust Agreement, Effective as of December 1, 2023.

EXHIBIT 10.64 NEWELL BRANDS INC. EMPLOYMENT SECURITY AGREEMENTS AND EXECUTIVE SEVERANCE PLAN TRUST AGREEMENT Effective as of December 1, 2023 TABLE OF CONTENTS I. TRUST FUND iii IV. PAYMENTS TO COMPANY vii VI. INCOME OF THE TRUST viii VII. ACCOUNTING BY THE TRUSTEE viii VIII. RESPONSIBILITY AND INDEMNIFICATION OF THE TRUSTEE ix IX. AMENDMENTS, ETC., TO AGREEMENTS xii X. REPLACEMENT OF THE TRUSTEE

February 14, 2025 EX-10.28

Amendment, effective January 1, 2024, to the Newell Brands Employee Savings Plan, effective January 18, 2018.

EXHIBIT 10.28 UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF NEWELL OPERATING COMPANY APPROVAL OF RETIREMENT PLAN AMENDMENTS THE UNDERSIGNED, being the duly elected members of the Board of Directors (the “Board”) of Newell Operating Company (“NOC”), a Delaware corporation, DO HEREBY CONSENT to the adoption of the following recitals and resolutions, pursuant to Section 141(f) of the General

February 14, 2025 EX-21.1

Subsidiaries of the Registrant.

EXHIBIT 21.1 NEWELL BRANDS INC. AND SUBSIDIARIES Subsidiaries of the Registrant December 31, 2024 NAME OF ENTITY JURISDICTION Allegheny International Exercise Co. United States Allegre Puériculture S.A.S. France American Household, Inc. United States Aparatos Electronicos de Saltillo, S.A. de C.V. Mexico Application des Gaz S.A.S. France Aprica (Zhongshan) Ltd. China Aprica Childcare Institute-Apr

February 14, 2025 EX-19.1

Securities Transaction Policy.

EXHIBIT 19.1 Securities Transaction Policy Policy Summary: Newell Brands Inc., together with all of its direct and indirect subsidiaries (collectively, the “Company”) has instituted the following Securities Transaction Policy (the “Policy”), which applies to all of the Company’s directors, officers and employees (collectively, “Covered Persons”). However, as set forth herein, some provisions apply

February 14, 2025 EX-4.1

Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.

EXHIBIT 4.1 DESCRIPTION OF THE REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of February 14, 2025, Newell Brands Inc. (the "Company," "we," or "our,") has one class of securities, our Common Stock (as defined below), registered under Section 12 of the Securities Exchange Act of 1934, as amended. DESCRIPTION OF COMMON STOCK The following descrip

February 14, 2025 EX-10.29

Amendment No. 6, dated December 30, 2024, to the Newell Brands Employee Savings Plan, effective January 18, 2018.

Confidential EXHIBIT 10.29 NEWELL BRANDS EMPLOYEE SAVINGS PLAN AMENDMENT NO. 6 THIS AMENDMENT NO. 6 is made by Newell Operating Company, a Delaware corporation, (“NOC”) to the Newell Brands Employee Savings Plan (the “Plan”), which was amended and restated effective January 1, 2018, and most recently amended by the Board of Directors of NOC (the “Board”), effective as of January 1, 2024. W I T N E

February 7, 2025 EX-99.1

Newell Brands Announces Fourth Quarter and Full Year 2024 Results Transformation of Structural Economics Continues at Pace Operating and Gross Margin Both Improve Year-over-Year Provides Preliminary Outlook for Full Year 2025

Newell Brands Announces Fourth Quarter and Full Year 2024 Results Transformation of Structural Economics Continues at Pace Operating and Gross Margin Both Improve Year-over-Year Provides Preliminary Outlook for Full Year 2025 ATLANTA, GA – February 7, 2025 – Newell Brands (NASDAQ: NWL) today announced its fourth quarter and full year 2024 financial results.

February 7, 2025 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): February 7, 2025 NEWELL BRANDS IN

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): February 7, 2025 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 N

November 13, 2024 EX-4.1

First Supplemental Indenture, dated November 13, 2024, by and between the Company and U.S. Bank Trust Company, National Association, as trustee

EX-4.1 Exhibit 4.1 FIRST SUPPLEMENTAL INDENTURE Dated as of November 13, 2024 between NEWELL BRANDS INC. and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Supplement to the Indenture between Newell Brands Inc. (formerly known as Newell Rubbermaid Inc.) and U.S. Bank Trust Company, National Association (formerly known as U.S. Bank National Association), dated as of November 19, 2014 TAB

November 13, 2024 EX-4.2

Second Supplemental Indenture, dated November 13, 2024, by and between the Company and U.S. Bank Trust Company, National Association, as trustee

EX-4.2 Exhibit 4.2 SECOND SUPPLEMENTAL INDENTURE Dated as of November 13, 2024 between NEWELL BRANDS INC. and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Supplement to the Indenture between Newell Brands Inc. (formerly known as Newell Rubbermaid Inc.) and U.S. Bank Trust Company, National Association (formerly known as U.S. Bank National Association), dated as of November 19, 2014 TA

November 13, 2024 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): November 13, 2024 NEWELL BRANDS I

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): November 13, 2024 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

October 31, 2024 EX-FILING FEES

Calculation of Filing Fee Tables (Form Type) Newell Brands Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Newell Brands Inc.

October 31, 2024 424B5

Joint Book-Running Managers J.P. Morgan Goldman Sachs & Co. LLC BofA Securities Citigroup HSBC Wells Fargo Securities RBC Capital Markets Barclays UBS Investment Bank PNC Capital Markets LLC ING Siebert Williams Shank US Bancorp

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-279561 Prospectus Supplement (To Prospectus Dated May 31, 2024) $1,250,000,000 $750,000,000 6.375% Notes due 2030 $500,000,000 6.625% Notes due 2032 The 2030 notes will mature on May 15, 2030. The 2032 notes will mature on May 15, 2032. We collectively refer to the 2030 notes and 2032 notes offered hereby as the “notes.” Inter

October 30, 2024 EX-1.1

Underwriting Agreement, dated October 29, 2024, by and among the Company and J.P. Morgan Securities LLC, as representative of the several underwriters named therein

EX-1.1 Exhibit 1.1 NEWELL BRANDS INC. $750,000,000 6.375% Notes Due 2030 $500,000,000 6.625% Notes Due 2032 Underwriting Agreement October 29, 2024 J.P. Morgan Securities LLC As Representative of the several Underwriters named in Schedule II hereto 383 Madison Avenue New York, NY 10179 Ladies and Gentlemen: Newell Brands Inc., a Delaware corporation (the “Company”), proposes to sell, severally and

October 30, 2024 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 30, 2024 (October 29, 202

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 30, 2024 (October 29, 2024) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation)

October 29, 2024 424B5

Joint Book-Running Managers J.P. Morgan Goldman Sachs & Co. LLC BofA Securities Citigroup HSBC Wells Fargo Securities RBC Capital Markets Barclays UBS Investment Bank PNC Capital Markets LLC ING Siebert Williams Shank US Bancorp

424B5 1 d809670d424b5.htm 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-279561 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities has become effective under the Securities Act of 1933, as amended. This preliminary prospectus supplement is not an offer to sell nor does it

October 29, 2024 FWP

NEWELL BRANDS INC. 6.375% Notes due 2030 (the “2030 Notes”) 6.625% Notes due 2032 (the “2032 Notes”) Pricing Term Sheet

Issuer Free Writing Prospectus Filed by: Newell Brands Inc. Pursuant to Rule 433 under the Securities Act of 1933 Registration Statement on Form S-3: No. 333-279561 NEWELL BRANDS INC. $1,250,000,000 6.375% Notes due 2030 (the “2030 Notes”) 6.625% Notes due 2032 (the “2032 Notes”) Pricing Term Sheet Unless otherwise indicated, terms used but not defined herein have the meanings assigned to such ter

October 25, 2024 EX-99.2

NEWELL BRANDS INC. RECONCILIATION OF GAAP AND NON-GAAP INFORMATION (UNAUDITED)

EXHIBIT 99.2 NEWELL BRANDS INC. RECONCILIATION OF GAAP AND NON-GAAP INFORMATION (UNAUDITED) Commencing in the third quarter of 2024, Newell Brands Inc. (the “Company”) changed its normalization practice. Historically, the Company has excluded from normalized results inventory write-downs and accelerated depreciation charges relating to restructuring and exit activities that were reflected within i

October 25, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended September 30, 2024 Commission File Number 1-960

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended September 30, 2024 Commission File Number 1-9608 NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 36-3514169 (State or other jurisdiction of inco

October 25, 2024 EX-99.1

Newell Brands Announces Third Quarter 2024 Results Turnaround On Track As Year-over-Year Sales Improve Sequentially Strong Gross and Operating Margin Performance Versus Prior Year Raises Outlook for Full Year 2024

Newell Brands Announces Third Quarter 2024 Results Turnaround On Track As Year-over-Year Sales Improve Sequentially Strong Gross and Operating Margin Performance Versus Prior Year Raises Outlook for Full Year 2024 ATLANTA, GA – October 25, 2024 – Newell Brands (NASDAQ: NWL) today announced its third quarter 2024 financial results.

October 25, 2024 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 25, 2024 NEWELL BRANDS IN

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 25, 2024 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 N

October 23, 2024 CORRESP

Newell Brands Inc. 6655 Peachtree Dunwoody Road Atlanta, Georgia 30328

Newell Brands Inc. 6655 Peachtree Dunwoody Road Atlanta, Georgia 30328 October 23, 2024 Via EDGAR Division of Corporation Finance Office of Trade & Services U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Newell Brands Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 Filed February 21, 2024 Form 8-K dated February 9, 2024 File No. 001-09608 Ladies an

October 4, 2024 CORRESP

Newell Brands Inc. 6655 Peachtree Dunwoody Road Atlanta, Georgia 30328

Newell Brands Inc. 6655 Peachtree Dunwoody Road Atlanta, Georgia 30328 October 4, 2024 Via EDGAR Division of Corporation Finance Office of Trade & Services U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Newell Brands Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 Filed February 21, 2024 Form 8-K dated February 9, 2024 File No. 001-09608 Ladies and

September 20, 2024 CORRESP

Newell Brands Inc. 6655 Peachtree Dunwoody Road Atlanta, Georgia 30328

Newell Brands Inc. 6655 Peachtree Dunwoody Road Atlanta, Georgia 30328 September 20, 2024 Via EDGAR Division of Corporation Finance Office of Trade & Services U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Newell Brands Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 Filed February 21, 2024 Form 8-K dated February 9, 2024 File No. 001-09608 Ladies

July 26, 2024 EX-99.1

Newell Brands Announces Second Quarter 2024 Results Turnaround Gains Further Traction as Sales Improve Sequentially Gross and Operating Margin Increase Significantly Versus Prior Year Raises Outlook for Full Year 2024

Newell Brands Announces Second Quarter 2024 Results Turnaround Gains Further Traction as Sales Improve Sequentially Gross and Operating Margin Increase Significantly Versus Prior Year Raises Outlook for Full Year 2024 ATLANTA, GA – July 26, 2024 – Newell Brands (NASDAQ: NWL) today announced its second quarter 2024 financial results.

July 26, 2024 EX-10.3

Amendment No. 3, dated April 19, 2024, to the Third Amended and Restated Credit Agreement, dated as of August 31, 2022, among Newell Brands Inc., the Subsidiary Borrowers party thereto, the Guarantors from time-to-time party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent.

EXHIBIT 10.3 EXECUTION VERSION AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT THIS AMENDMENT NO. 3 (this “Amendment”) is made as of April 19, 2024, among Newell Brands Inc., a Delaware corporation (the “Company”), the other Loan Parties party hereto, the Lenders party hereto, the Joinder Guarantors (as defined below) party hereto and JPMorgan Chase Bank, N.A., as Administrative Age

July 26, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended June 30, 2024 Commission File Number 1-9608 NEW

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended June 30, 2024 Commission File Number 1-9608 NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 36-3514169 (State or other jurisdiction of incorpora

July 26, 2024 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): July 26, 2024 NEWELL BRANDS INC.

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): July 26, 2024 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 Numb

July 26, 2024 EX-10.2

Form of Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2023 Incentive Plan for Non-Employee Directors.

EXHIBIT 10.2 Newell Brands RSU Award – 2024 NEWELL BRANDS INC. 2022 INCENTIVE PLAN NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the non-employee director (the “Grantee”) named in the notice of the Award provided to the Grantee (the “Award Notice”) relating to

May 30, 2024 EX-1.01

Newell Brands Inc. Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD for the Reporting Period January 1, 2023 to December 31, 2023

Exhibit 1.01 Newell Brands Inc. Conflict Minerals Report For The Year Ended December 31, 2023 This Conflict Minerals Report (the “Report”) of Newell Brands Inc. (the “Company”) for the calendar year ended December 31, 2023 is provided in accordance with Rule 13p-1 (the “Rule”) under the Securities Exchange Act of 1934 (the “1934 Act”), the instructions to Form SD, and the Updated Statement on the

May 30, 2024 SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT NEWELL BRANDS INC. (Exact name of the registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or other jurisdiction of inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT NEWELL BRANDS INC. (Exact name of the registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or other jurisdiction of incorporation or organization) (File Number) (IRS Employer Identification No.) 6655 Peachtree Dunwoody Rd. Atlanta, GA 30328 Bradford R. Turner (770) 418

May 30, 2024 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 þ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-9608 A.

May 29, 2024 CORRESP

NEWELL BRANDS INC. 6655 Peachtree Dunwoody Road Atlanta, Georgia 30328

NEWELL BRANDS INC. 6655 Peachtree Dunwoody Road Atlanta, Georgia 30328 May 29, 2024 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F. Street, NE Washington, DC 20549 Attn: Juan Grana Re: Newell Brands Inc. Registration Statement No. 333-279561 Ladies and Gentlemen: On behalf of Newell Brands Inc. (the “Company”), the undersigned hereby requests, pursuant to R

May 20, 2024 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Newell Brands Inc.

May 20, 2024 EX-25.1

Form T-l Statement of Eligibility under the Trust Indenture Act of 1939 of Trustee under the Indenture referred to in Exhibit 4.2.

EX-25.1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036

May 20, 2024 S-3

As filed with the Securities and Exchange Commission on May 20, 2024

S-3 Table of Contents As filed with the Securities and Exchange Commission on May 20, 2024 Registration No.

May 17, 2024 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Form S-8 (Form Type) Newell Brands Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation  Rule Amount Registered1 Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price2 Fee Rate Amount of Registration Fee Equity Common  Stock, $1.00  par value per share  Other   9,032,000 

May 17, 2024 S-8

As filed with the Securities and Exchange Commission on May 17, 2024

As filed with the Securities and Exchange Commission on May 17, 2024 Registration No.

May 10, 2024 EX-3.1

Certificate of Amendment to the Restated Certificate of Incorporation of Newell Brands Inc., amended as of May 9, 2024.

EX-3.1 Exhibit 3.1 AMENDMENT TO RESTATED CERTIFICATE OF INCORPORATION OF NEWELL BRANDS INC. Newell Brands Inc. (the “Corporation”) organized and existing under and by virtue of the General Corporation Law of the State of Delaware does hereby certify: 1. That at a meeting of the Board of Directors of the Corporation resolutions were duly adopted setting forth a proposed amendment of the Restated Ce

May 10, 2024 EX-10.1

Newell Brands Inc. 2022 Incentive Plan, amended as of May 9, 2024 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated March 27, 2024, File No. 001-09608).

Exhibit 10.1 NEWELL BRANDS INC. 2022 INCENTIVE PLAN (AS AMENDED MAY 9, 2024) Section 1. Purpose and Effective Date. 1.1 Purpose. The purpose of the Newell Brands Inc. 2022 Incentive Plan (the “Plan”) is to recognize the contributions made to the Company and its Subsidiaries by Employees of the Company and its Subsidiaries and Non-Employee Directors of the Company, to provide such persons with addi

May 10, 2024 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): May 10, 2024 (May 9, 2024) NEWELL

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): May 10, 2024 (May 9, 2024) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (Commiss

April 26, 2024 EX-10.3

Form of 2024 Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2022 Incentive Plan for Executives.

EXHIBIT 10.3 2024 Newell Brands RSU Award 2024 RESTRICTED STOCK UNIT AWARD AGREEMENT (“AGREEMENT”) A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Grantee”) named in the notice of the Award provided to the Grantee (the “Award Notice”) relating to the common stock, par value $1.00 per share (the “Common

April 26, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended March 31, 2024 Commission File Number 1-9608 NE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended March 31, 2024 Commission File Number 1-9608 NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 36-3514169 (State or other jurisdiction of incorpor

April 26, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 26, 2024 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 Num

April 26, 2024 EX-10.4

Form of 2024 Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2022 Incentive Plan for the Chief Executive Officer.

EXHIBIT 10.4 2024 Newell Brands RSU Award – Chief Executive Officer 2024 RESTRICTED STOCK UNIT AWARD AGREEMENT (“AGREEMENT”) A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Grantee”) named in the notice of the Award provided to the Grantee (the “Award Notice”) relating to the common stock, par value $1

April 26, 2024 EX-99.1

Newell Brands Announces First Quarter 2024 Results Turnaround Gains Momentum As Sales Improve Sequentially Gross and Operating Margin Expand Significantly Versus Prior Year Operating Cash Flow Increases Versus Prior Year Affirms Outlook for Full Year

Newell Brands Announces First Quarter 2024 Results Turnaround Gains Momentum As Sales Improve Sequentially Gross and Operating Margin Expand Significantly Versus Prior Year Operating Cash Flow Increases Versus Prior Year Affirms Outlook for Full Year 2024 ATLANTA, GA – April 26, 2024 – Newell Brands (NASDAQ: NWL) today announced its first quarter 2024 financial results.

March 27, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒  Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Stat

March 27, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒   Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ De

March 21, 2024 8-K

Current Report

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): March 21, 2024 (March 19, 2024) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (Co

March 15, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒   Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ De

February 22, 2024 EX-10.1

Newell Brands Inc. 2024 Long-Term Incentive Plan Terms and Conditions (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K dated February 22, 2024, File No. 001-09608).

Exhibit 10.1 Newell Brands Inc. 2024 Long-Term Incentive Plan Terms and Conditions 1. Grants. Under the terms and provisions of the Newell Brands Inc. 2022 Incentive Plan (the “2022 Incentive Plan”), the Compensation and Human Capital Committee (the “Committee”) of the Board of Directors of Newell Brands Inc. (the “Company”), at any time and from time to time, may grant awards based on shares of t

February 22, 2024 EX-3.1

By-Laws of Newell Brands Inc., as amended effective as of February 21, 2024 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K dated February 22, 2024, File No. 001-09608).

Exhibit 3.1 BY-LAWS, AS AMENDED EFFECTIVE AS OF February 21, 2024 As adopted by the Newell Brands Board of Directors, effective as of February 21, 2024 BY-LAWS OF NEWELL BRANDS INC. (a Delaware corporation) (as amended effective as of February 21, 2024) ARTICLE I OFFICES 1.1 REGISTERED OFFICE. The registered office of the Corporation in the State of Delaware shall be located in the City of Dover a

February 22, 2024 8-K

Current Report

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): February 22, 2024 (February 15, 2024) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporatio

February 22, 2024 8-K

Current Report

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): February 22, 2024 (February 15, 2024) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporatio

February 22, 2024 EX-99.1

Newell Brands Announces Board Refreshment Bridget Ryan Berman Will Succeed Robert Steele as Chair James Keane Elected to Board of Directors

Exhibit 99.1 News Release Newell Brands Announces Board Refreshment Bridget Ryan Berman Will Succeed Robert Steele as Chair James Keane Elected to Board of Directors ATLANTA, GA – February 22, 2024 – Newell Brands (NASDAQ: NWL) today announced changes to its Board of Directors as part of the Board’s continued commitment to refreshment. James “Jim” Keane, retired President & Chief Executive Officer

February 21, 2024 EX-97.1

Newell Brands Inc., Executive Compensation Recruitment Policy (Effective November 7, 2023).

EXHIBIT 97.1 NEWELL BRANDS INC. EXECUTIVE COMPENSATION RECOUPMENT POLICY EFFECTIVE NOVEMBER 7, 2023 Purpose As required pursuant to the listing standards of the Nasdaq Stock Market LLC (the “Stock Exchange”), Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10D-1 under the Exchange Act, the Board of Directors (the “Board”) of Newell Brands Inc. (the “Co

February 21, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED COMMISSION FILE NUMBER December 31, 2023 1-9608 NEWELL BR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED COMMISSION FILE NUMBER December 31, 2023 1-9608 NEWELL BRANDS INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Delaware 36-3514169 (State or other jurisdiction of incorporation or organization) (I

February 21, 2024 EX-21.1

Subsidiaries of the Registrant.

EXHIBIT 21.1 NEWELL BRANDS INC. AND SUBSIDIARIES Subsidiaries of the Registrant December 31, 2023 NAME OF ENTITY JURISDICTION Allegheny International Exercise Co. United States Allegre Puériculture S.A.S. France American Household, Inc. United States Aparatos Electronicos de Saltillo, S.A. de C.V. Mexico Application des Gaz S.A.S. France Aprica (Zhongshan) Ltd. China Aprica Childcare Institute-Apr

February 21, 2024 EX-4.1

Exhibit 4.1

EXHIBIT 4.1 DESCRIPTION OF THE REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of February 20, 2024, Newell Brands Inc. (the "Company," "we," or "our,") has one class of securities, our Common Stock (as defined below), registered under Section 12 of the Securities Exchange Act of 1934, as amended. DESCRIPTION OF COMMON STOCK The following descrip

February 21, 2024 EX-10.63

Newell Brands Inc. Employment Security Agreements and Executive Severance Plan Trust Agreement, Effective as of December 1, 2023.

EXHIBIT 10.63 NEWELL BRANDS INC. EMPLOYMENT SECURITY AGREEMENTS AND EXECUTIVE SEVERANCE PLAN TRUST AGREEMENT Effective as of January 1, 2023 1 TABLE OF CONTENTS I. TRUST FUND 4 II. PAYMENTS TO COMPANY 8 III. INCOME OF THE TRUST 9 IV. ACCOUNTING BY THE TRUSTEE 9 V. RESPONSIBILITY AND INDEMNIFICATION OF THE TRUSTEE 10 VI. AMENDMENTS, ETC., TO AGREEMENTS 13 VII. REPLACEMENT OF THE TRUSTEE 13 VIII. AM

February 13, 2024 SC 13G/A

NWL / Newell Brands Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01541-newellbrandsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 14)* Name of issuer: Newell Brands Inc Title of Class of Securities: Common Stock CUSIP Number: 651229106 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate

February 12, 2024 8-K/A

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 9, 2024 (February 7, 2024) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporatio

February 9, 2024 EX-10.1

Amendment No. 2, dated February 7, 2024, to the Third Amended and Restated Credit Agreement, dated as of August 31, 2022, among Newell Brands Inc., the Subsidiary Borrowers party thereto, the Guarantors from time to time party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 9, 2024, File No. 001-09608).

Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT THIS AMENDMENT NO. 2 (this “Amendment”) is made as of February 7, 2024, among Newell Brands Inc., a Delaware corporation (the “Company”), the other Loan Parties party hereto, the Lenders party hereto, the Joinder Guarantors (as defined below) party hereto and JPMorgan Chase Bank, N.A., as Administrative A

February 9, 2024 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): February 9, 2024 NEWELL BRANDS IN

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): February 9, 2024 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 N

February 9, 2024 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): February 9, 2024 (February 7, 2024) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation)

February 9, 2024 EX-99.1

Newell Brands Announces Fourth Quarter and Full Year 2023 Results Q4 Net Sales and Core Sales Decline 9% Q4 Gross Margin and Operating Margin Improve Versus Prior Year Full Year Operating Cash Flow Increases $1.2 Billion Versus Prior Year Provides In

Newell Brands Announces Fourth Quarter and Full Year 2023 Results Q4 Net Sales and Core Sales Decline 9% Q4 Gross Margin and Operating Margin Improve Versus Prior Year Full Year Operating Cash Flow Increases $1.

February 7, 2024 SC 13G

NWL / Newell Brands Inc. / PZENA INVESTMENT MANAGEMENT LLC - SC 13G Passive Investment

SC 13G 1 newellbrandsinc.13gd.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NEWELL BRANDS INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 651229106 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua

January 8, 2024 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): January 8, 2024 (January 4, 2024)

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): January 8, 2024 (January 4, 2024) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (

December 1, 2023 EX-99.1

Newell Brands Elects Anthony “Tony” Terry to Board of Directors

Exhibit 99.1 News Release Newell Brands Elects Anthony “Tony” Terry to Board of Directors ATLANTA, GA – December 1, 2023 – Newell Brands (NASDAQ: NWL) today announced that effective January 1, 2024, Anthony “Tony” Terry, recently retired Executive Vice President and Chief Financial Officer of Marriott Vacations Worldwide Corporation, has been elected to the company’s Board of Directors where he wi

December 1, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 1, 2023 (November 29, 2023) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation

November 8, 2023 SC 13G/A

NWL / Newell Brands Inc / JPMORGAN CHASE & CO - FILING NEWELL BRANDS INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 02)* NEWELL BRANDS INC. (Name of Issuer) Common stock, $1 par value per share (Title of Class of Securities) 651229106 (CUSIP Number) October 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

October 27, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended September 30, 2023 Commission File Number 1-960

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended September 30, 2023 Commission File Number 1-9608 NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 36-3514169 (State or other jurisdiction of inco

October 27, 2023 EX-99.1

Newell Brands Announces Third Quarter 2023 Results Net Sales Decline 9%; Core Sales Decline 9% Gross Margin Improves Over 100 Basis Points Versus Prior Year Year-to-Date Operating Cash Flow Increases Over $1.2 Billion Versus Prior Year Updates Outloo

News Release Newell Brands Announces Third Quarter 2023 Results Net Sales Decline 9%; Core Sales Decline 9% Gross Margin Improves Over 100 Basis Points Versus Prior Year Year-to-Date Operating Cash Flow Increases Over $1.

October 27, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 27, 2023 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 N

October 5, 2023 EX-10.2

Receivables Purchase Agreement, dated as of October 2, 2023, among Jarden Receivables, LLC, Royal Bank of Canada and Newell Brands Inc., (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated October 5, 2023, File No. 001-09608).

EX-10.2 Exhibit 10.2 Execution Version RECEIVABLES PURCHASE AGREEMENT Dated as of October 2, 2023 by and among JARDEN RECEIVABLES, LLC, as Seller, THE PERSONS FROM TIME TO TIME PARTY HERETO, as Purchasers and as Group Agents, ROYAL BANK OF CANADA, as Administrative Agent, and NEWELL BRANDS INC., as initial Servicer, TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.01. Certain Defined Terms

October 5, 2023 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 5, 2023 (October 2, 2023)

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 5, 2023 (October 2, 2023) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (

October 5, 2023 EX-10.1

Receivables Sale Agreement, dated as of October 2, 2023, among the Originators and Jarden Receivables, LLC, (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated October 5, 2023, File No. 001-09608).

EX-10.1 Exhibit 10.1 EXECUTION VERSION RECEIVABLES SALE AGREEMENT Dated as of October 2, 2023 among THE ORIGINATORS FROM TIME TO TIME PARTY HERETO, and JARDEN RECEIVABLES, LLC, as Buyer TABLE OF CONTENTS Page ARTICLE I AMOUNTS AND TERMS OF PURCHASES SECTION 1.1 [Reserved] 2 SECTION 1.2 Purchases of Receivables 2 SECTION 1.3 Purchases 2 SECTION 1.4 Payment for the Purchases 3 SECTION 1.5 Deemed Col

September 29, 2023 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): September 29, 2023 NEWELL BRANDS

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): September 29, 2023 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

September 18, 2023 EX-99.1

September 15, 2023

EX-99.1 Exhibit 99.1 September 15, 2023 To: Newell Brands Inc. Ladies and Gentlemen: Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Director Appointment and Nomination Agreement, dated as of March 18, 2018 (as amended on April 23, 2018 and February 8, 2023, the “Nomination Agreement”), among Newell Brands Inc. (the “Company”) and Carl C.

September 18, 2023 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): September 18, 2023 (September 15,

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): September 18, 2023 (September 15, 2023) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporat

August 30, 2023 SC 13D/A

NWL / Newell Brands Inc / ICAHN CARL C - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10)* Newell Brands Inc. (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 651229 10 6 (CUSIP Number) Jesse A. Lynn Chief Operating Officer Icahn Capital LP 16690 Collins Avenue, PH-1 Sunny Isles Beach, FL 33160 (305) 422-4100 (Name, A

August 11, 2023 EX-10.1

Fourth Amendment to the Amended and Restated loan and Servicing Agreement

EX-10.1 Exhibit 10.1 FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AND SERVICING AGREEMENT THIS Fourth Amendment to Amended and Restated Loan and Servicing Agreement, dated as of August 8, 2023 (the “Agreement”), is entered into among JARDEN RECEIVABLES, LLC (the “Jarden Receivables”); NEWELL BRANDS INC., (“Newell”), as Servicer (the “Servicer”); PNC BANK, NATIONAL ASSOCIATION (“PNC”), as Administ

August 11, 2023 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 11, 2023 (August 8, 2023)

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 11, 2023 (August 8, 2023) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (C

August 11, 2023 SC 13D/A

NWL / Newell Brands Inc / ICAHN CARL C - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* Newell Brands Inc. (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 651229 10 6 (CUSIP Number) Jesse A. Lynn Chief Operating Officer Icahn Capital LP 16690 Collins Avenue, PH-1 Sunny Isles Beach, FL 33160 (305) 422-4100 (Name, Ad

July 28, 2023 EX-10.5

Form of 2023 Non-Employee Director Stock Option Agreement under the Newell Brands Inc. 2022 Incentive Plan (incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2023, File No. 001-09608).

EXHIBIT 10.5 Non-Employee Director Stock Option Agreement – 2023 2023 NON-EMPLOYEE DIRECTOR STOCK OPTION AGREEMENT A Stock Option (the “Option”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the individual (the “Optionee”) named in the notice of the Option provided to the Optionee (the “Award”), for common stock, par value $1.00 per share (the “Common Stock”), of the Co

July 28, 2023 EX-99.1

Newell Brands Announces Second Quarter 2023 Results Net Sales Decline 13%; Core Sales Decline 12% Diluted EPS $0.04; Normalized Diluted EPS $0.24 Operating Cash Flow Improves Significantly Versus Prior Year Updates Outlook for Full Year 2023

News Release Newell Brands Announces Second Quarter 2023 Results Net Sales Decline 13%; Core Sales Decline 12% Diluted EPS $0.

July 28, 2023 EX-10.2

Form of 2023 Newell Brands Special Incentive Program RSU Award for President and CEO under the Newell Brands Inc. 2022 Incentive Plan (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on form 10-Q for the Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2023, File No. 001-09608).

EXHIBIT 10.2 2023 Newell Brands Special Incentive Program RSU Award (Peterson) 2023 RESTRICTED STOCK UNIT AWARD AGREEMENT (“AGREEMENT”) A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Grantee”) named in the notice of the Award provided to the Grantee (the “Award Notice”) relating to the common stock, p

July 28, 2023 EX-10.6

Form of 2023 Non-Employee Director Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2022 Incentive Plan (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2023, File No. 001-09608).

EXHIBIT 10.6 Newell Brands RSU Award NEWELL BRANDS INC. 2022 INCENTIVE PLAN NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc. , a Delaware corporation (the “Company”), to the non-employee director (the “Grantee”) named in the Award letter provided to the Grantee (the “Award Letter”) relating to the common s

July 28, 2023 EX-10.4

Form of 2023 Newell Brands Special Incentive Program RSU Award for Executives under the Newell Brands Inc. 2022 Incentive Plan.

EXHIBIT 10.4 2023 Newell Brands Special Incentive Program RSU Award – Domestic, Venezuela, Argentina 2023 RESTRICTED STOCK UNIT AWARD AGREEMENT (“AGREEMENT”) A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Grantee”) named in the notice of the Award provided to the Grantee (the “Award Notice”) relating

July 28, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended June 30, 2023 Commission File Number 1-9608 NEW

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended June 30, 2023 Commission File Number 1-9608 NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 36-3514169 (State or other jurisdiction of incorpora

July 28, 2023 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): July 28, 2023 NEWELL BRANDS INC.

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): July 28, 2023 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 Numb

July 28, 2023 EX-10.3

Form of 2023 Newell Brands Special Incentive Program RSU Award for CFO under the Newell Brands Inc. 2022 Incentive Plan (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on form 10-Q for the Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2023, File No. 001-09608).

EXHIBIT 10.3 2023 Newell Brands Special Incentive Program RSU Award (Erceg) 2023 RESTRICTED STOCK UNIT AWARD AGREEMENT (“AGREEMENT”) A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Grantee”) named in the notice of the Award provided to the Grantee (the “Award Notice”) relating to the common stock, par

June 29, 2023 EX-99.1

STIPULATION OF SETTLEMENT

EX-99.1 Exhibit 99.1 MICHELLE STREICHER, Plaintiff, vs. MICHAEL B. POLK, JOHN K. STIPANCICH, SCOTT H. GARBER, BRADFORD R. TURNER, THOMAS E. CLARKE, KEVIN C. CONROY, SCOTT S. COWEN, MICHAEL T. COWHIG, DOMENICO DE SOLE, CYNTHIA A. MONTGOMERY, CHRISTOPHER D. O’LEARY, JOSE IGNACIO PEREZ-LIZAUR, STEVEN J. STROBEL, MICHAEL A. TODMAN, RAYMOND G. VIAULT, IAN G.H. ASHKEN, MARTIN E. FRANKLIN, ROS L’ESPERANC

June 29, 2023 EX-99.2

Civil Action

EX-99.2 Exhibit 99.2 MICHELLE STREICHER Plaintiff, vs. MICHAEL B. POLK, JOHN K. STIPANCICH, SCOTT H. GARBER, BRADFORD R. TURNER, THOMAS E. CLARKE, KEVIN C. CONROY, SCOTT S. COWEN, MICHAEL T. COWHIG, DOMENICO DE SOLE, CYNTHIA A. MONTGOMERY, CHRISTOPHER D. O’LEARY, JOSE IGNACIO PEREZ-LIZAUR, STEVEN J. STROBEL, MICHAEL A. TODMAN, RAYMOND G. VIAULT, IAN G.H. ASHKEN, MARTIN E. FRANKLIN, ROS L’ESPERANCE

June 29, 2023 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): June 29, 2023 (June 27, 2023) NEW

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): June 29, 2023 (June 27, 2023) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (Comm

May 26, 2023 SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT NEWELL BRANDS INC. (Exact name of the registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or other jurisdiction of inc

Form SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT NEWELL BRANDS INC. (Exact name of the registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or other jurisdiction of incorporation or organization) File Number) (IRS Employer Identification No.) 6655 Peachtree Dunwoody Rd. Atlanta, GA 30328 Bradford R. Turner (7

May 26, 2023 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): May 26, 2023 (May 24, 2023) NEWEL

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): May 26, 2023 (May 24, 2023) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (Commis

May 26, 2023 EX-1.01

Newell Brands Inc. Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD for the Reporting Period January 1, 2022 to December 31, 2022

EX-1.01 Exhibit 1.01 Newell Brands Inc. Conflict Minerals Report For The Year Ended December 31, 2022 This Conflict Minerals Report (the “Report”) of Newell Brands Inc. (the “Company”) for the calendar year ended December 31, 2022 is provided in accordance with Rule 13p-1 (the “Rule”) under the Securities Exchange Act of 1934 (the “1934 Act”), the instructions to Form SD, and the Updated Statement

May 25, 2023 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 þ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-9608 A.

May 19, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): May 19, 2023 (May 15, 2023) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction (Commission (IRS Employer

May 19, 2023 EX-10.1

Newell Brands Inc. 2023 Special Incentive Program Terms and Conditions effective May 16, 2023 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated May 19, 2023, File No. 001-09608).

EX-10.1 Exhibit 10.1 Newell Brands Inc. 2023 Special Incentive Program Terms and Conditions 1. Grants. Under the terms and provisions of the Newell Brands Inc. 2022 Incentive Plan (the “2022 Incentive Plan”), the Compensation and Human Capital Committee (the “Committee”) of the Board of Directors of Newell Brands Inc. (the “Company”), at any time and from time to time, may grant awards based on sh

May 19, 2023 EX-3.1

By-Laws of Newell Brands Inc., as amended effective as of May 15, 2023

EX-3.1 Exhibit 3.1 BY-LAWS, AS AMENDED EFFECTIVE AS OF May 15, 2023 As adopted by the Newell Brands Board of Directors, effective as of May 15, 2023 BY-LAWS OF NEWELL BRANDS INC. (a Delaware corporation) (as amended effective as of May 15, 2023) ARTICLE I OFFICES 1.1 REGISTERED OFFICE. The registered office of the Corporation in the State of Delaware shall be located in the City of Dover and Count

May 16, 2023 8-K

Financial Statements and Exhibits, Other Events

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): May 16, 2023 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 Numbe

May 16, 2023 EX-99.1

Newell Brands Updates Capital Allocation Strategy and Declares Quarterly Dividend of $0.07 per Share

EX-99.1 Exhibit 99.1 News Release Newell Brands Updates Capital Allocation Strategy and Declares Quarterly Dividend of $0.07 per Share ATLANTA, GA – May 16, 2023 – Newell Brands Inc. (NASDAQ: NWL) announced today that its Board of Directors, together with the management team, updated the company’s dividend policy, reducing the quarterly dividend to $0.07 per share (implies $0.28 per share annually

April 28, 2023 EX-10.7

Form of 2023 Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2022 Incentive Plan for the Chief Executive Officer (incorporated by reference to Exhibit 10.7 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023, File No. 001-09608).

EXHIBIT 10.7 2023 RESTRICTED STOCK UNIT AWARD AGREEMENT (“AGREEMENT”) A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Grantee”) named in the notice of the Award provided to the Grantee (the “Award Notice”) relating to the common stock, par value $1.00 per share (the “Common Stock”), of the Company, sha

April 28, 2023 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): April 28, 2023 NEWELL BRANDS INC.

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): April 28, 2023 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 Num

April 28, 2023 EX-10.6

Form of 2023 Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2022 Incentive Plan for Executives (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023, File No. 001-09608).

EXHIBIT 10.6 2023 RESTRICTED STOCK UNIT AWARD AGREEMENT (“AGREEMENT”) A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Grantee”) named in the notice of the Award provided to the Grantee (the “Award Notice”) relating to the common stock, par value $1.00 per share (the “Common Stock”), of the Company, sha

April 28, 2023 EX-10.8

Form of 2023 Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2022 Incentive Plan for the President (incorporated by reference to Exhibit 10.8 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023, File No. 001-09608).

EXHIBIT 10.8 2023 RESTRICTED STOCK UNIT AWARD AGREEMENT (“AGREEMENT”) A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Grantee”) named in the notice of the Award provided to the Grantee (the “Award Notice”) relating to the common stock, par value $1.00 per share (the “Common Stock”), of the Company, sha

April 28, 2023 EX-99.1

Newell Brands Announces First Quarter 2023 Results Net Sales Decline 24%; Core Sales Decline 18% Diluted Loss Per Share $0.25; Normalized Diluted Loss Per Share $0.06 Reaffirms Outlook Range for Full Year 2023

News Release Newell Brands Announces First Quarter 2023 Results Net Sales Decline 24%; Core Sales Decline 18% Diluted Loss Per Share $0.

April 28, 2023 EX-10.9

Form of Non-Qualified Stock Option Agreement under the Newell Brands Inc. 2022 Incentive Plan for the Chief Financial Officer (incorporated by reference to Exhibit 10.9 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023, File No. 001-09608).

EXHIBIT 10.9 NON-QUALIFIED STOCK OPTION AGREEMENT A Stock Option (the “Option”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Optionee”) named in the option letter provided to the Optionee (the “Award Letter”), for common stock, par value $1.00 per share (the “Common Stock”), of the Company, shall be subject to the following terms and conditions and t

April 28, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended March 31, 2023 Commission File Number 1-9608 NE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended March 31, 2023 Commission File Number 1-9608 NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 36-3514169 (State or other jurisdiction of incorpor

April 12, 2023 PX14A6G

Newell Brands Inc. (NWL)

Newell Brands Inc. (NWL) Shareholder Alert Voluntary submission by John Chevedden, POB 2673, Redondo Beach, CA 90278 Newell Brands Shareholder since 2010 Vote for Proposal 5 because the current severe restriction on shareholders acting by written consent in effect sabotages this right. The current steep barrier to entry to act by written consent in effect sabotages this important right at Newell B

April 6, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

April 5, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

April 5, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the app

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for use of the Commission only (as pe r mitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Sta

April 5, 2023 DEF 14A

SEC COURTESY COPY

NOTICEOFANNUALMEETINGOFSTOCKHOLDERS ToBeHeldOnMay16,2023 TotheStockholdersofNEWELLBRANDSINC.

March 31, 2023 EX-10.1

Amendment No. 1, dated March 27, 2023, to the Third Amended and Restated Credit Agreement, dated as of August 31, 2022, among Newell Brands Inc., the Subsidiary Borrowers party thereto, the Guarantors from time to time party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on March 31, 2023, File No. 001-09608).

EX-10.1 Exhibit 10.1 AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT THIS AMENDMENT NO. 1 (this “Amendment”) is made as of March 27, 2023, among Newell Brands Inc., a Delaware corporation (the “Company”), the other Loan Parties party to the Existing Credit Agreement referred to below, the Lenders (as defined therein) party hereto and JPMorgan Chase Bank, N.A., as Administrative Agen

March 31, 2023 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): March 31, 2023 (March 27, 2023) N

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): March 31, 2023 (March 27, 2023) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (Co

March 15, 2023 SC 13D/A

NWL / Newell Brands Inc / ICAHN CARL C - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Newell Brands Inc. (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 651229 10 6 (CUSIP Number) Jesse A. Lynn Chief Operating Officer Icahn Capital LP 16690 Collins Avenue, PH-1 Sunny Isles Beach, FL 33160 (305) 422-4100 (Name, Ad

March 15, 2023 EX-99.1

March 13, 2023

EX-99.1 Exhibit 99.1 March 13, 2023 To: Newell Brands Inc. Ladies and Gentlemen: Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Director Appointment and Nomination Agreement, dated as of March 18, 2018 (as amended April 23, 2018 and February 8, 2023, the “Nomination Agreement”), among Newell Brands Inc. (the “Company”) and Carl C. Icahn,

March 15, 2023 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): March 15, 2023 (March 13, 2023) N

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): March 15, 2023 (March 13, 2023) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (Co

February 15, 2023 EX-10.35

Newell Brands Employee Severance Plan and Summary Plan Description for Salary Band 6 and above, amendment and restatement of the Newell Rubbermaid Severance Plan, effective as of January 1, 2023.

EXHIBIT 10.35 NEWELL BRANDS EMPLOYEE SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION As Amended and Restated Effective January 1, 2023 (SALARY BAND 6 AND ABOVE) EXHIBIT 10.35 NEWELL BRANDS EMPLOYEE SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION (SALARY AND 6 AND ABOVE) INTRODUCTION BACKGROUND Newell Operating Company (“NOC”), a Delaware corporation and wholly-owned subsidiary of Newell Brands, Inc. (“New

February 15, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED COMMISSION FILE NUMBER December 31, 2022 1-9608 NEWELL BR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED COMMISSION FILE NUMBER December 31, 2022 1-9608 NEWELL BRANDS INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Delaware 36-3514169 (State or other jurisdiction of incorporation or organization) (I

February 15, 2023 EX-21.1

Subsidiaries of the Registrant.

EXHIBIT 21.1 NEWELL BRANDS INC. AND SUBSIDIARIES SUBSIDIARIES OF THE REGISTRANT DECEMBER 31, 2022 NAME OF ENTITY JURISDICTION Allegheny International Exercise Co. United States Allegre Puériculture S.A.S. France Alltrista Limited Canada American Household, Inc. United States Aparatos Electronicos de Saltillo, S.A. de C.V. Mexico Application des Gaz S.A.S. France Aprica (Shanghai) Trading Co., Ltd.

February 15, 2023 EX-10.30

Amendment No. 4, dated December 27, 2022, to the Newell Brands Employee Savings Plan, effective January 1, 2018, and most recently amended by the Third Amendment effective March 1, 2022.

EXHIBIT 10.30 NEWELL BRANDS EMPLOYEE SAVINGS PLAN AMENDMENT NO. 4 THIS AMENDMENT NO. 4 is made by Newell Operating Company, a Delaware corporation, ("NOC") to the Newell Brands Employee Savings Plan (the "Newell Plan"), which was amended and restated effective January 1, 2018, and most recently amended by the Third Amendment effective March 1, 2022. W I T N E S S E T H: WHEREAS, NOC sponsors and m

February 15, 2023 EX-4.1

Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.

EXHIBIT 4.1 DESCRIPTION OF THE REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of February 14, 2023, Newell Brands Inc. (the "Company," "we," or "our,") has one class of securities, our Common Stock (as defined below), registered under Section 12 of the Securities Exchange Act of 1934, as amended. DESCRIPTION OF COMMON STOCK The following descrip

February 15, 2023 EX-18.1

Preferability letter from PricewaterhouseCoopers LLP dated February 15, 2023.

EXHIBIT 18.1 February 15, 2023 Board of Directors Newell Brands Inc. 6655 Peachtree Dunwoody Road Atlanta, Georgia 30328 Dear Directors: We are providing this letter to you for inclusion as an exhibit to Newell Brands Inc.’s (the “Company”) Annual Report on Form 10-K for the year ended December 31, 2022 (the “Form 10-K”) pursuant to Item 601 of Regulation S-K. We have audited the consolidated fina

February 10, 2023 EX-99.1

NEWELL BRANDS INC. FINANCIAL WORKSHEET - SEGMENT REPORTING (Amounts in millions) Three Months Ended March 31, 2022 As Reported As Adjusted Normalized Operating Impact of Operating Adjusted Operating Normalized Income Change to Income Operating Normal

NEWELL BRANDS INC. FINANCIAL WORKSHEET - SEGMENT REPORTING (Amounts in millions) Three Months Ended March 31, 2022 As Reported As Adjusted Normalized Operating Impact of Operating Adjusted Operating Normalized Income Change to Income Operating Normalized Income Operating Net Sales (Loss) FIFO [2] (Loss) Margin Items [3] (Loss) Margin COMMERCIAL SOLUTIONS $ 510 $ 55 $ (5) $ 50 9.8 % $ 4 $ 54 10.6 %

February 10, 2023 SC 13D/A

NWL / Newell Brands Inc / ICAHN CARL C - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Newell Brands Inc. (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 651229 10 6 (CUSIP Number) Jesse A. Lynn Chief Operating Officer Icahn Capital LP 16690 Collins Avenue, PH-1 Sunny Isles Beach, FL 33160 (305) 422-4100 (Name, Ad

February 10, 2023 EX-99.3

SCHEDULE A

EX-99.3 Exhibit 99.3 NEWELL BRANDS INC. February 8, 2023 To: Each of the persons or entities listed on Schedule A (the “Icahn Group”) Ladies and Gentlemen: Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Director Appointment and Nomination Agreement, dated as of March 18, 2018, as amended from time to time, among Newell Brands Inc. (the “C

February 10, 2023 EX-10.1

Retirement Agreement, dated February 8, 2023, between Ravichandra K. Saligram and the Company (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated February 10, 2023, File No. 001-09608).

EX-10.1 Exhibit 10.1 February 8, 2023 Ravichandra K. Saligram Via email Re: Retirement Agreement and General Release Dear Ravi: You have informed Newell Brands Inc. (“the Company”) of your intention to retire from and relinquish your duties to the Company. Once you sign this letter, it will be the full agreement between you and the Company on the terms of your separation from employment and retire

February 10, 2023 EX-10.4

Amendment to the Newell Brands Inc. Executive Severance Plan dated February 8, 2023 (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K dated February 10, 2023, File No. 001-09608).

EX-10.4 Exhibit 10.4 AMENDMENT TO THE NEWELL BRANDS INC. EXECUTIVE SEVERANCE PLAN THIS AMENDMENT (this “Amendment”) to the Newell Brands Inc. Executive Severance Plan (the “Plan”), is made effective as of February 8, 2023 by the Board of Directors of Newell Brands Inc. (the “Board”). All capitalized terms used but not defined herein, shall have the same meaning set forth in the Plan. W I T N E S S

February 10, 2023 EX-10.2

CEO Offer Letter, dated February 9, 2023, between Newell Brands Inc. and Christopher H. Peterson (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K dated March 15, 2023, File No. 001-09608).

EX-10.2 Exhibit 10.2 Patrick D. Campbell Chairman of the Board February 8, 2023 Christopher H. Peterson Via email Dear Chris, I am very pleased to offer you the position of President and Chief Executive Officer for Newell Brands Inc. (“Newell Brands” or the “Company”). This position will be based in the Company’s corporate headquarters in Atlanta, Georgia. Your appointment as President and Chief E

February 10, 2023 EX-99.1

Newell Brands Appoints Chris Peterson as President and Chief Executive Officer; Ravi Saligram to Retire

EX-99.1 Exhibit 99.1 News Release Newell Brands Appoints Chris Peterson as President and Chief Executive Officer; Ravi Saligram to Retire ATLANTA, GA – February 10, 2023 – Newell Brands (NASDAQ: NWL) today announced the appointment of Chris Peterson, currently President, to serve as President and Chief Executive Officer, effective upon the conclusion of the company’s 2023 Annual Meeting of Stockho

February 10, 2023 EX-99.2

Newell Brands Announces Board and Chair Refreshment Robert Steele Will Succeed Patrick Campbell as Chairman Gary Hu Nominated to the Board

EX-99.2 Exhibit 99.2 News Release Newell Brands Announces Board and Chair Refreshment Robert Steele Will Succeed Patrick Campbell as Chairman Gary Hu Nominated to the Board ATLANTA, GA – February 10, 2023 – Newell Brands (NASDAQ: NWL) announced today a series of steps to refresh the company’s Board of Directors and its leadership. “Today’s announcements, in conjunction with the earlier appointment

February 10, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 10, 2023 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

February 10, 2023 EX-10.3

Newell Brands Inc. 2023 Long Term Incentive Plan Terms and Conditions (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated February 10, 2023, File No. 001-09608).

EX-10.3 Exhibit 10.3 Newell Brands Inc. 2023 Long-Term Incentive Plan Terms and Conditions 1. Grants. Under the terms and provisions of the Newell Brands Inc. 2022 Incentive Plan (the “2022 Incentive Plan”), the Compensation and Human Capital Committee (the “Committee”) of the Board of Directors of Newell Brands Inc. (the “Company”), at any time and from time to time, may grant awards based on sha

February 10, 2023 EX-99.1

Newell Brands Announces Fourth Quarter and Full Year 2022 Results Q4 Net Sales Decline 18.5%; Core Sales Decline 9.4% Q4 Diluted Loss Per Share $0.60 Including Impairment Charges Normalized Diluted EPS $0.16 Provides Initial Outlook for Full Year 202

News Release Newell Brands Announces Fourth Quarter and Full Year 2022 Results Q4 Net Sales Decline 18.

February 10, 2023 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): February 10, 2023 NEWELL BRANDS I

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): February 10, 2023 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

February 10, 2023 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): February 10, 2023 (February 8, 20

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): February 10, 2023 (February 8, 2023) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation

February 9, 2023 SC 13G/A

NWL / Newell Brands Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01510-newellbrandsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 13)* Name of issuer: Newell Brands Inc. Title of Class of Securities: Common Stock CUSIP Number: 651229106 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designat

January 23, 2023 SC 13G/A

NWL / Newell Brands Inc / JPMORGAN CHASE & CO - FILING NEWELL BRANDS INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 01)* NEWELL BRANDS INC. (Name of Issuer) Common stock, $1 par value per share (Title of Class of Securities) 651229106 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

January 23, 2023 EX-99.1

Newell Brands Announces Restructuring Program Project Phoenix Expected to Drive Further Simplification and Efficiencies Targeting Annualized Pre-Tax Savings of $220 to $250 Million

EX-99.1 2 d449670dex991.htm EX-99.1 Exhibit 99.1 News Release Newell Brands Announces Restructuring Program Project Phoenix Expected to Drive Further Simplification and Efficiencies Targeting Annualized Pre-Tax Savings of $220 to $250 Million ATLANTA, GA – January 23, 2023 – Newell Brands (NASDAQ: NWL) today announced a restructuring and savings initiative, Project Phoenix, that aims to strengthen

January 23, 2023 8-K

Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities

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): January 23, 2023 (January 17, 2023) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation)

January 20, 2023 SC 13G/A

NWL / Newell Brands Inc / PZENA INVESTMENT MANAGEMENT LLC - SC 13G/A Passive Investment

SC 13G/A 1 pzn-sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G AMENDMENT NO 4 Under the Securities Exchange Act of 1934 NEWELL BRANDS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 651229106 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

December 12, 2022 EX-10.1

Offer Letter dated December 8, 2022 between Newell Brands Inc. and Marc Erceg

EX-10.1 2 d434473dex101.htm EX-10.1 Exhibit 10.1 December 08, 2022 Mark Erceg Via electronic delivery Dear Mark, I am very pleased to offer you the position of Chief Financial Officer for Newell Brands Inc. (“Newell Brands” or the “Company”), with a start date of January 9, 2023 (the “Commencement Date”). I believe you will thrive in Newell Brands’ culture and we can help you achieve your professi

December 12, 2022 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): December 12, 2022 (December 8, 20

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): December 12, 2022 (December 8, 2022) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation

December 12, 2022 EX-99.1

Newell Brands Announces CFO Transition Chris Peterson Continues as President Mark Erceg Joins as CFO

EX-99.1 Exhibit 99.1 News Release Newell Brands Announces CFO Transition Chris Peterson Continues as President Mark Erceg Joins as CFO ATLANTA, GA – December 12, 2022 – Newell Brands (NASDAQ: NWL) today announced the appointment of Mark Erceg as Chief Financial Officer, effective January 9, 2023. Mr. Erceg will succeed Chris Peterson in that capacity and will become a member of the company’s Leade

December 1, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 1, 2022 (November 29, 2022) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation

December 1, 2022 EX-99.1

Newell Brands Elects Stephanie Stahl to Board of Directors

Exhibit 99.1 News Release Newell Brands Elects Stephanie Stahl to Board of Directors ATLANTA, GA ? December 1, 2022 ? Newell Brands (NASDAQ: NWL) today announced that Stephanie Stahl has been elected to the Board of Directors, effective January 1, 2023. With the appointment of Ms. Stahl, the size of the company?s Board will increase from ten members to eleven. ?We are delighted to welcome Stephani

November 8, 2022 SC 13G/A

NWL / Newell Brands Inc / PZENA INVESTMENT MANAGEMENT LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G AMENDMENT NO 3 Under the Securities Exchange Act of 1934 NEWELL BRANDS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 651229106 (CUSIP Number) October 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

October 28, 2022 EX-10.4

Fifth Amendment, dated August 10, 2022, to the Newell Rubbermaid Inc. 2008 Deferred Compensation Plan (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2022, File No. 001-09608).

EXHIBIT 10.4 FIFTH AMENDMENT TO THE NEWELL RUBBERMAID INC. 2008 DEFERRED COMPENSATION PLAN THIS FIFTH AMENDMENT (this ?Fifth Amendment?) to the Newell Rubbermaid Inc. 2008 Deferred Compensation Plan (the ?Plan?), as amended, is made effective as of August 10, 2022 by the Board of Directors of Newell Brands Inc. (the ?Board?). All capitalized terms used but not defined herein, shall have the same m

October 28, 2022 EX-99.1

Newell Brands Announces Third Quarter 2022 Results Net Sales Decline 19.2%; Core Sales Decline 10.8% Diluted EPS $0.07; Normalized Diluted EPS $0.53 Strengthens Financial Flexibility Updates Outlook for Full Year 2022

News Release Newell Brands Announces Third Quarter 2022 Results Net Sales Decline 19.

October 28, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 28, 2022 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 N

October 28, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended September 30, 2022 Commission File Number 1-960

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended September 30, 2022 Commission File Number 1-9608 NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 36-3514169 (State or other jurisdiction of inco

October 17, 2022 8-K

Regulation FD Disclosure

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 17, 2022 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 N

September 19, 2022 8-K

Regulation FD Disclosure

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): September 19, 2022 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

September 14, 2022 EX-4.2

Form of 6.625% note due 2029 issued pursuant to the Indenture, dated as of November 19, 2022, between the Company and U.S. Bank Trust Company, as trustee (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K dated September 14, 2022, File No. 001-09608).

Exhibit 4.2 Execution Version UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (THE ?DEPOSITARY?) (55 WATER STREET, NEW YORK, NEW YORK), TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS REQUESTED BY AN

September 14, 2022 EX-1.1

Underwriting Agreement, dated September 9, 2022, by and among the Company and J.P. Morgan Securities LLC, as representative of the several underwriters named therein

Exhibit 1.1 Execution Version NEWELL BRANDS INC. $500,000,000 6.375% Notes Due 2027 $500,000,000 6.625% Notes Due 2029 Underwriting Agreement September 9, 2022 J.P. Morgan Securities LLC As Representative of the several Underwriters named in Schedule II hereto 383 Madison Avenue New York, NY 10179 Ladies and Gentlemen: Newell Brands Inc., a Delaware corporation (the ?Company?), proposes to sell, s

September 14, 2022 EX-4.1

Form of 6.375% note due 2027 issued pursuant to the Indenture, dated as of November 19, 2014, between the Company and U.S. Bank Trust Company, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated September 14, 2022, File No. 001-09608).

Exhibit 4.1 Execution Version UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (THE ?DEPOSITARY?) (55 WATER STREET, NEW YORK, NEW YORK), TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS REQUESTED BY AN

September 14, 2022 8-K

Financial Statements and Exhibits, Other Events

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): September 14, 2022 (September 9, 2022) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporati

September 12, 2022 424B5

$1,000,000,000 $500,000,000 6.375% Notes due 2027 $500,000,000 6.625% Notes due 2029

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-238122 Prospectus Supplement (To Prospectus Dated May 8, 2020) $1,000,000,000 $500,000,000 6.375% Notes due 2027 $500,000,000 6.625% Notes due 2029 The 2027 notes will mature on September 15, 2027. The 2029 notes will mature on September 15, 2029. We collectively refer to the 2027 notes and 2029 notes offered hereby as the ?no

September 12, 2022 FWP

NEWELL BRANDS INC. 6.375% Notes due 2027 (the “2027 Notes”) 6.625% Notes due 2029 (the “2029 Notes”) Revised Pricing Term Sheet

FWP 1 d414846dfwp.htm FWP Issuer Free Writing Prospectus Filed by: Newell Brands Inc. Pursuant to Rule 433 under the Securities Act of 1933 Registration Statement on Form S-3: No. 333-238122 NEWELL BRANDS INC. $1,000,000,000 6.375% Notes due 2027 (the “2027 Notes”) 6.625% Notes due 2029 (the “2029 Notes”) Revised Pricing Term Sheet Explanatory Note: This revised pricing term sheet corrects a typog

September 12, 2022 EX-FILING FEES

Calculation of Filing Fee Table (Form Type) Newell Brands Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amou

Exhibit 107 Calculation of Filing Fee Table 424(b)(5) (Form Type) Newell Brands Inc.

September 9, 2022 424B5

Subject to completion, dated September 9, 2022

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-238122 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities has become effective under the Securities Act of 1933, as amended. This preliminary prospectus supplement is not an offer to sell nor does it seek an offer to buy these secu

September 9, 2022 FWP

NEWELL BRANDS INC. 6.375% Notes due 2027 (the “2027 Notes”) 6.625% Notes due 2029 (the “2029 Notes”) Pricing Term Sheet

Issuer Free Writing Prospectus Filed by: Newell Brands Inc. Pursuant to Rule 433 under the Securities Act of 1933 Registration Statement on Form S-3: No. 333-238122 NEWELL BRANDS INC. $1,000,000,000 6.375% Notes due 2027 (the ?2027 Notes?) 6.625% Notes due 2029 (the ?2029 Notes?) Pricing Term Sheet Unless otherwise indicated, terms used but not defined herein have the meanings assigned to such ter

September 6, 2022 EX-99.1

Newell Brands Updates Outlook for Q3 and Full Year 2022 Anticipates Higher Impact from Retailer Inventory Rebalancing Taking Actions to Optimize Costs and Cash Flow

Exhibit 99.1 News Release Newell Brands Updates Outlook for Q3 and Full Year 2022 Anticipates Higher Impact from Retailer Inventory Rebalancing Taking Actions to Optimize Costs and Cash Flow ATLANTA, GA ? September 6, 2022 ? Newell Brands Inc. (NASDAQ: NWL) announced today updates to its outlook for Q3 and full year 2022, reflecting a more challenging than anticipated operating and consumer backdr

September 6, 2022 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): September 6, 2022 (August 31, 2022) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation)

September 6, 2022 EX-10.1

Third Amended and Restated Credit Agreement, dated as of August 31, 2022, among Newell Brands Inc., the Subsidiary Borrowers party thereto, the Guarantors from time to time party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated September 6, 2022, File No. 001-09608).

Exhibit 10.1 EXECUTION VERSION THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of August 31, 2022 among NEWELL BRANDS INC., as the Company, The SUBSIDIARY BORROWERS Party Hereto, The GUARANTORS from Time to Time Party Hereto, The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., BANK OF AMERICA, N.A., CITIBANK, N.A., HSBC SECURITIES (USA) I

July 29, 2022 EX-10.4

Amendment No. 3, dated June 7, 2022, to the Newell Brands Employee Savings Plan, (effective January 1, 2018, and most recently amended by the Second Amendment effective January 1, 2022) (incorporated by reference to Exhibit 10.4 of the Company’s Quarterly Report Form 10-Q for the quarterly period ended June 30, 2022, File No. 001-09608).

EXHIBIT 10.4 NEWELL BRANDS EMPLOYEE SAVINGS PLAN AMENDMENT NO. 3 THIS AMENDMENT NO. 3 is made by Newell Operating Company, a Delaware corporation, ("NOC") to the Newell Brands Employee Savings Plan (the "Plan"), which was amended and restated effective January 1, 2018, and most recently amended by the Second Amendment effective January 1, 2022. WITNESSETH: WHEREAS, NOC sponsors and maintains the P

July 29, 2022 EX-10.7

Form of 2022 Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2022 Incentive Plan for Non-Employee Director.

EXHIBIT 10.7 NEWELL BRANDS INC. 2022 INCENTIVE PLAN NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT A Restricted Stock Unit (?RSU?) Award (the ?Award?) granted by Newell Brands Inc. , a Delaware corporation (the ?Company?), to the non-employee director (the ?Grantee?) named in the Award letter provided to the Grantee (the ?Award Letter?) relating to the common stock, par value $1.00 pe

July 29, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended June 30, 2022 Commission File Number 1-9608 NEW

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended June 30, 2022 Commission File Number 1-9608 NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 36-3514169 (State or other jurisdiction of incorpora

July 29, 2022 EX-10.3

Amendment No. 2, dated June 7, 2022, to the Newell Brands Supplemental Employee Savings Plan, (effective January 1, 2018, and amended by the First Amendment effective January 1, 2020).

EXHIBIT 10.3 NEWELL BRANDS SUPPLEMENTAL EMPLOYEE SAVINGS PLAN AMENDMENT NO. 2 THIS AMENDMENT NO. 2 is made by Newell Operating Company, a Delaware corporation, ("NOC") to the Newell Brands Supplemental Employee Savings Plan (the "Plan"), which was established effective January 1, 2018, and most recently amended effective January 1, 2020. WITNESSETH: WHEREAS, NOC sponsors and maintains the Plan for

July 29, 2022 S-8

As filed with the Securities and Exchange Commission on July 29, 2022

As filed with the Securities and Exchange Commission on July 29, 2022 Registration No.

July 29, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 29, 2022 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 Numb

July 29, 2022 EX-99.1

Newell Brands Announces Second Quarter 2022 Results Net Sales Decline 6.5%; Core Sales Growth 1.7% Net Sales In Line With Outlook; Operating Profit and EPS Ahead of Outlook Diluted EPS $0.49; Normalized Diluted EPS $0.57 Updates Outlook for Full Year

News Release Newell Brands Announces Second Quarter 2022 Results Net Sales Decline 6.

July 29, 2022 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Form S-8 (Form Type) Newell Brands Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $1.00 par value per share Other 6,490,751(2) $2

June 2, 2022 EX-10.1

Ninth Omnibus Amendment, dated as of May 26, 2022

Exhibit 10.1 NINTH OMNIBUS AMENDMENT THIS NINTH OMNIBUS AMENDMENT, dated as of May 26, 2022 (the ?Amendment?), is: (i) the Second Amendment to Amended and Restated Loan and Servicing Agreement entered into among JARDEN RECEIVABLES, LLC (the ?Borrower?); NEWELL BRANDS INC., as Servicer (the ?Servicer?); PNC BANK, NATIONAL ASSOCIATION (?PNC?), as Administrative Agent (in such capacity, the ?Administ

June 2, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): June 2, 2022 (May 26, 2022) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (Commis

May 27, 2022 EX-1.01

Newell Brands Inc. Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD for the Reporting Period January 1, 2021 to December 31, 2021

Exhibit 1.01 Newell Brands Inc. Conflict Minerals Report For The Year Ended December 31, 2021 This Conflict Minerals Report (the ?Report?) of Newell Brands Inc. (the ?Company?) for the calendar year ended December 31, 2021 is provided in accordance with Rule 13p-1 (the ?Rule?) under the Securities Exchange Act of 1934, as amended (the ?1934 Act?), the instructions to Form SD, and the Updated State

May 27, 2022 SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT NEWELL BRANDS INC. (Exact name of the registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or other jurisdiction of inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT NEWELL BRANDS INC. (Exact name of the registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or other jurisdiction of incorporation or organization) File Number) (IRS Employer Identification No.) 6655 Peachtree Dunwoody Rd. Atlanta, GA 30328 Bradford R. Turner (770) 418-

May 26, 2022 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-9608 A.

May 6, 2022 EX-99.1

Newell Brands Announces Chief Financial Officer Chris Peterson Named President & CFO

Exhibit 99.1 News Release Newell Brands Announces Chief Financial Officer Chris Peterson Named President & CFO ATLANTA, GA – May 5, 2022—Newell Brands Inc. (NASDAQ: NWL) announced today that Chris Peterson, Chief Financial Officer & President, Business Operations, has been named President & Chief Financial Officer, effective immediately. He will continue to lead all aspects of the company’s financ

May 6, 2022 EX-10.1

2022 Restricted Stock Unit Award Agreement under the Newell Brands Inc., 2022 Incentive Plan (incorporated by reference to 10.1 of the Company’s Current Report on Form 8-K dated May 6, 2022, File No. 001-09608).

EX-10.1 2 d350738dex101.htm EX-10.1 Exhibit 10.1 Newell Brands LTIP RSU Award May 2022 2022 RESTRICTED STOCK UNIT AWARD AGREEMENT (“AGREEMENT”) A Restricted Stock Unit (“RSU”) Award (the “Award”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Grantee”) named in the Award letter provided to the Grantee (the “Award Letter”) relating to the common stock,

May 6, 2022 EX-10.2

2022 Non-Qualified Stock Option Agreement under the 2022 Incentive Plan (incorporated by reference to 10.2 of the Company’s Current Report on Form 8-K dated May 6, 2022, File No. 001-09609).

Exhibit 10.2 May 2022 2022 NON-QUALIFIED STOCK OPTION AGREEMENT A Stock Option (the “Option”) granted by Newell Brands Inc., a Delaware corporation (the “Company”), to the employee (the “Optionee”) named in the option letter provided to the Optionee (the “Award Letter”), for common stock, par value $1.00 per share and related common stock purchase rights (the “Common Stock”), of the Company, shall

May 6, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): May 6, 2022 (May 5, 2022) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation) (Commissi

May 5, 2022 S-8

As filed with the Securities and Exchange Commission on May 5, 2022

As filed with the Securities and Exchange Commission on May 5, 2022 Registration No.

May 5, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 Form S-8 (Form Type) Newell Brands Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $1.00 par value per share Other(2) 36,974,500(3

April 29, 2022 EX-10.9

Amendment No. 2 dated December 30, 2021, to the Newell Brands Employee Savings Plan (as amended and restated effective January 1, 2018 and amended by the First Amendment effective January 1, 2019).

EXHIBIT 10.9 NEWELL BRANDS EMPLOYEE SAVINGS PLAN AMENDMENT NO. 2 THIS AMENDMENT NO. 2 is made by Newell Operating Company, a Delaware corporation, (?NOC?) to the Newell Brands Employee Savings Plan (the ?Plan?), which was amended and restated effective January 1, 2018, and most recently amended by the First Amendment effective January 1, 2019. W I T N E S S E T H: WHEREAS, NOC sponsors and maintai

April 29, 2022 EX-10.5

Form of 2022 Restricted Stock Unit Award Agreement under the Newell Rubbermaid Inc. 2013 Incentive Plan, as amended, for Awards to Employees (Vice President Level and above) (incorporated by reference to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022, File No. 001-09608).

EXHIBIT 10.5 2022 RESTRICTED STOCK UNIT AWARD AGREEMENT (?AGREEMENT?) A Restricted Stock Unit (?RSU?) Award (the ?Award?) granted by Newell Brands Inc. (formerly known as Newell Rubbermaid Inc.), a Delaware corporation (the ?Company?), to the employee (the ?Grantee?) named in the Award letter provided to the Grantee (the ?Award Letter?) relating to the common stock, par value $1.00 per share (the

April 29, 2022 EX-10.4

Form of 2022 Restricted Stock Unit Award Agreement under the Newell Rubbermaid Inc. 2013 Incentive Plan (as amended, for Awards to the Chief Executive Officer (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022, File No. 001-09608).

EXHIBIT 10.4 2022 RESTRICTED STOCK UNIT AWARD AGREEMENT (?AGREEMENT?) A Restricted Stock Unit (?RSU?) Award (the ?Award?) granted by Newell Brands Inc. (formerly known as Newell Rubbermaid Inc.), a Delaware corporation (the ?Company?), to the employee (the ?Grantee?) named in the Award letter provided to the Grantee (the ?Award Letter?) relating to the common stock, par value $1.00 per share (the

April 29, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended March 31, 2022 Commission File Number 1-9608 NE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended March 31, 2022 Commission File Number 1-9608 NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 36-3514169 (State or other jurisdiction of incorpor

April 29, 2022 EX-10.6

Form of 2022 Restricted Stock Unit Award Agreement under the Newell Rubbermaid Inc. 2013 Incentive Plan, as amended, for Awards to Employees (Director Level) (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022, File No. 001-09608).

EXHIBIT 10.6 2022 RESTRICTED STOCK UNIT AWARD AGREEMENT (?AGREEMENT?) A Restricted Stock Unit (?RSU?) Award (the ?Award?) granted by Newell Brands Inc. (formerly known as Newell Rubbermaid Inc.), a Delaware corporation (the ?Company?), to the employee (the ?Grantee?) named in the Award letter provided to the Grantee (the ?Award Letter?) relating to the common stock, par value $1.00 per share (the

April 29, 2022 EX-10.7

Form of 2022 Non-Qualified Stock Option Agreement under the Newell Rubbermaid Inc. 2013 Incentive Plan, as amended, for Awards to the Chief Executive Officer (incorporated by reference to Exhibit 10.7 to the Company’s Quarterly Report on Form 10-Q for the quarterly report period ended March 31, 2022, File No. 001-09608).

EXHIBIT 10.7 2022 NON-QUALIFIED STOCK OPTION AGREEMENT A Stock Option (the ?Option?) granted by Newell Brands Inc., a Delaware corporation (the ?Company?), to the employee (the ?Optionee?) named in the option letter provided to the Optionee (the ?Award Letter?), for common stock, par value $1.00 per share and related common stock purchase rights (the ?Common Stock?), of the Company, shall be subje

April 29, 2022 EX-10.8

Form of 2022 Non-Qualified Stock Option Agreement under the Newell Rubbermaid Inc. 2013 Incentive Plan, as amended, for Awards to Employees (incorporated by reference to Exhibit 10.8 to The Company’s Quarterly Report on Form 10-Q for the quarterly report period ended March 31, 2022, File No. 001-09608).

EXHIBIT 10.8 2022 NON-QUALIFIED STOCK OPTION AGREEMENT A Stock Option (the ?Option?) granted by Newell Brands Inc., a Delaware corporation (the ?Company?), to the employee (the ?Optionee?) named in the option letter provided to the Optionee (the ?Award Letter?), for common stock, par value $1.00 per share and related common stock purchase rights (the ?Common Stock?), of the Company, shall be subje

April 29, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 29, 2022 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 Num

April 29, 2022 EX-99.1

Newell Brands Announces First Quarter 2022 Results Net Sales Growth 4.4%; Core Sales Growth 6.9% Delivers Net Sales, Operating Profit and EPS Ahead of Outlook Diluted EPS $0.55; Normalized Diluted EPS $0.36 Reaffirms Outlook for Full Year 2022

News Release Newell Brands Announces First Quarter 2022 Results Net Sales Growth 4.

April 29, 2022 EX-10.10

Offer Letter, dated March 4, 2021, between the Company and Michal Geller.

EXHIBIT 10.10 March 4, 2021 Michal Geller Via electronic delivery Dear Michal, I am very pleased to offer you the position of President Ecommerce & Digital, Newell Brands, with a start date of April 12, 2021. I believe you will thrive in Newell Brands' culture, and we can help you achieve your professional goals. Your starting salary will be $25,000 per pay period (paid semi-monthly), or $600,000

March 23, 2022 DEF 14A

Schedule 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi

March 23, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

March 23, 2022 DEF 14A

SEC COURTESY COPY

March 7, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): March 7, 2022 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 Numb

February 22, 2022 EX-10.1

Purchase Agreement dated February 21, 2022 by and between the Company and the Icahn Parties.

Exhibit 10.1 PURCHASE AGREEMENT This PURCHASE AGREEMENT (this ?Agreement?) is made and entered into as of February 21, 2022 by and among Newell Brands Inc., a Delaware corporation (the ?Company?), on the one hand, and Icahn Partners LP and Icahn Partners Master Fund LP (collectively, the ?Icahn Group?), on the other hand. WHEREAS, the members of the Icahn Group listed in Schedule A hereto (each, a

February 22, 2022 SC 13D/A

NWL / Newell Brands Inc / ICAHN CARL C - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Newell Brands Inc. (Name of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securities) 651229 10 6 (CUSIP Number) Jesse A. Lynn Chief Operating Officer Icahn Capital LP 16690 Collins Avenue, PH-1 Sunny Isles Beach, FL 33160 (305) 422-4100 (Name, Ad

February 22, 2022 EX-99.1

Newell Brands Announces Agreement to Repurchase $275 Million of its Shares from Icahn Enterprises

Exhibit 99.1 News Release Newell Brands Announces Agreement to Repurchase $275 Million of its Shares from Icahn Enterprises ATLANTA, GA ? February 22, 2022 ? Newell Brands Inc. (NASDAQ: NWL) announced today that on February 21, 2022, it entered into an agreement to repurchase approximately $275 million of the company?s common shares beneficially owned by Carl C. Icahn and certain of his affiliates

February 22, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): February 22, 2022 (February 21, 2022) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporatio

February 14, 2022 EX-21.1

Subsidiaries of the Registrant.

EXHIBIT 21.1 NEWELL BRANDS INC. AND SUBSIDIARIES SUBSIDIARIES OF THE REGISTRANT DECEMBER 31, 2021 NAME OF ENTITY STATE OR JURISDICTION Alleghany International Exercise Co. Delaware Allegre Puericulture France Alltrista Limited Canada American Household, Inc. Delaware American Tool Companies Holding B.V. Netherlands Aparatos Electronicos de Saltillo, S.A. de C.V. Mexico Application des Gaz France A

February 14, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED COMMISSION FILE NUMBER December 31, 2021 1-9608 NEWELL BR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED COMMISSION FILE NUMBER December 31, 2021 1-9608 NEWELL BRANDS INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Delaware 36-3514169 (State or other jurisdiction of incorporation or organization) (I

February 14, 2022 EX-10.36

Form of Non-Employee Director Restricted Stock Unit Award Agreement, for Annual Awards Issued to Non-Employee Directors under the Newell Rubbermaid Inc. 2013 Incentive Plan, as amended May

EXHIBIT 10.36 Newell Brands LTIP RSU Award February 2019 2019 RESTRICTED STOCK UNIT AWARD AGREEMENT (?AGREEMENT?) A Restricted Stock Unit (?RSU?) Award (the ?Award?) granted by Newell Brands Inc. (formerly known as Newell Rubbermaid Inc.), a Delaware corporation (the ?Company?), to the employee (the ?Grantee?) named in the Award letter provided to the Grantee (the ?Award Letter?) relating to the c

February 14, 2022 EX-4.1

Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.

EXHIBIT 4.1 DESCRIPTION OF THE REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of February 11, 2022, Newell Brands Inc. (the "Company," "we," or "our,") has one class of securities, our Common Stock (as defined below), registered under Section 12 of the Securities Exchange Act of 1934, as amended. DESCRIPTION OF COMMON STOCK The following descrip

February 11, 2022 EX-99.1

Newell Brands Announces Fourth Quarter and Full Year 2021 Results

EX-99.1 2 exhibit991-q4xdec2021.htm EX-99.1 News Release Newell Brands Announces Fourth Quarter and Full Year 2021 Results Q4 Net Sales Growth 4.3%; Core Sales Growth 5.8% Q4 Diluted EPS $0.22; Normalized Diluted EPS $0.42 Q4 Net Sales, Operating Profit and EPS Exceed Outlook Provides Initial Outlook for Full Year 2022 ATLANTA, GA – February 11, 2022 – Newell Brands (NASDAQ: NWL) today announced i

February 11, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 11, 2022 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

February 11, 2022 EX-10.2

Letter Agreement, dated February 9, 2022, between the Company and Christopher H. Peterson regarding Participation in the Executive Severance Plan (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K dated February 11, 2022, File No. -001-09608.).

Exhibit 10.2 February 9, 2022 Christopher Peterson Via email RE: Participation in Executive Severance Plan Dear Chris, This letter agreement (the ?Letter Agreement?) documents your participation in the Newell Brands Executive Severance Plan (the ?Plan?). Your participation in the Plan will commence on the date of your countersignature of the Letter Agreement. By signing below, you acknowledge and

February 11, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): February 11, 2022 (February 9, 2022) NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9608 36-3514169 (State or Other Jurisdiction of Incorporation

February 11, 2022 EX-10.1

2022 Long Term Incentive Plan Terms and Conditions (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated February 11, 2022, File No. 001-09608).

Exhibit 10.1 Newell Brands Inc. 2022 Long-Term Incentive Plan Terms and Conditions 1.Grants. Under the terms and provisions of the Newell Rubbermaid Inc. 2013 Incentive Plan, or any successor plan (the ?Stock Plan?), the Compensation and Human Capital Committee and its Equity Award Subcommittee (individually or collectively referred to herein as the ?Committee?) of the Board of Directors of Newell

February 10, 2022 SC 13G/A

NWL / Newell Brands Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)* Name of issuer: Newell Brands Inc. Title of Class of Securities: Common Stock CUSIP Number: 651229106 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ?

February 7, 2022 EX-99.1

Newell Brands Announces Agreement to Sell the Connected Home & Security Business to Resideo Technologies, Inc.

News Release Exhibit 99.1 Newell Brands Announces Agreement to Sell the Connected Home & Security Business to Resideo Technologies, Inc. ATLANTA, GA ? February 7, 2022 ? Newell Brands Inc. (NASDAQ: NWL) announced today that it has signed a definitive agreement to sell the Connected Home & Security (CH&S) business to Resideo Technologies, Inc. (NYSE: REZI), a leading global provider of home comfort

February 7, 2022 8-K

Financial Statements and Exhibits, Other Events

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): February 7, 2022 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 N

January 24, 2022 SC 13G

NWL / Newell Brands Inc / JPMORGAN CHASE & CO - FILING NEWELL BRANDS INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* NEWELL BRANDS INC. (Name of Issuer) Common stock, $1 par value per share (Title of Class of Securities) 651229106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

January 21, 2022 SC 13G/A

NWL / Newell Brands Inc / PZENA INVESTMENT MANAGEMENT LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G AMENDMENT NO 2 Under the Securities Exchange Act of 1934 NEWELL BRANDS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 651229106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul

November 18, 2021 8-K

Regulation FD Disclosure

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): November 18, 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

October 29, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended September 30, 2021 Commission File Number 1-960

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the Quarterly Period Ended September 30, 2021 Commission File Number 1-9608 NEWELL BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 36-3514169 (State or other jurisdiction of inco

October 29, 2021 EX-99.1

Newell Brands Announces Third Quarter 2021 Results Net Sales Growth 3.3%; Core Sales Growth 3.2% Delivers Operating Profit and EPS Ahead of Outlook Diluted EPS $0.44; Normalized Diluted EPS $0.54 Raises Net Sales and Improves EPS Outlook for Full Yea

News Release Newell Brands Announces Third Quarter 2021 Results Net Sales Growth 3.

October 29, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 29, 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 N

October 15, 2021 8-K

Regulation FD Disclosure

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 15, 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 N

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