Sec Form 4 Filing - SPRIESER JUDITH A @ NEWELL BRANDS INC. - 2024-05-08

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person SPRIESER JUDITH A 2. Issuer Name and Ticker or Trading Symbol NEWELL BRANDS INC. [ NWL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O NEWELL BRANDS INC., 6655 PEACHTREE DUNWOODY ROAD 3. Date of Earliest Transaction (MM/DD/YY) 05/08/2024 (Street) ATLANTA, GA30328 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 05/08/2024 M 18,285 A $ 0 30,534 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Units ( 1 ) 05/08/2024 M 18,285 ( 2 ) ( 3 ) Common Stock 18,285 $ 0 0 D Restricted Stock Units ( 1 ) 05/09/2024 A 19,441 ( 2 ) ( 3 ) Common Stock 19,441 $ 0 19,441 D Deferred RSU Phantom Stock ( 4 ) ( 5 ) ( 3 ) Common Stock 48,898.39 48,898.39 ( 5 ) ( 6 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SPRIESER JUDITH A C/O NEWELL BRANDS INC. 6655 PEACHTREE DUNWOODY ROAD ATLANTA, GA30328 X Signatures /s/ Bradford R. Turner, Attorney In Fact for Judith Sprieser 05/10/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each restricted stock unit represents a contingent right to receive one share of Newell Brands Inc. common stock. ( 2 )The award shall vest in full upon the earlier of: (i) the first anniversary of the grant date of the award; or (ii) the Company's next annual meeting of stockholders, which is at least 50 weeks after the Company's 2024 annual meeting of stockholders, provided the Reporting Person remains in continuous service on the Company's Board of Directors. ( 3 )N/A ( 4 )The Reporting Person's phantom stock units will convert to shares of the Company's Common Stock on a one-for-one basis after the end of the reporting person's service on the Company's Board, in accordance with the DCP. ( 5 )Represents a vested award of 43,297 RSU's granted in 2018, 2019 and 2020, pursuant to the Newell Rubbermaid Inc. 2013 Incentive Plan. The Reporting Person elected to defer settlement on the scheduled vesting date and the RSU's instead converted to an equal number of phantom stock units, in accordance with the DCP. The phantom stock units will settle on a one-for-one basis for shares of the Company's Common Stock after the end of the Reporting Person's service on the Company's Board. ( 6 )The report total includes 4,971.39 phantom stock units acquired by the Reporting Person pursuant to a dividend reinvestment feature of the DCP, of which 995.66 phantom stock units were acquired since the date of the last report. The additional phantom stock units acquired pursuant to the dividend reinvestment feature will be settled for cash after the end of the Reporting Person's service on the Company's Board.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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