Sec Form 4 Filing - Saligram Ravichandra Krishnamurty @ NEWELL BRANDS INC. - 2022-10-02

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 Saligram Ravichandra Krishnamurty 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 X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) C/O NEWELL BRANDS INC., 6655 PEACHTREE DUNWOODY ROAD 3. Date of Earliest Transaction (MM/DD/YY) 10/02/2022 (Street) ALTANTA, 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

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 Options (Right to Buy) $ 17.79 10/02/2022 A 444,445 ( 1 ) ( 2 ) Common Stock 444,445 $ 0 1,333,333( 1 )( 2 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Saligram Ravichandra Krishnamurty C/O NEWELL BRANDS INC. 6655 PEACHTREE DUNWOODY ROAD ALTANTA, GA30328 X Chief Executive Officer Signatures /s/ Raj Dave, Attorney in Fact for Ravichandra K. Saligram 10/04/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On October 2, 2019 (the "Grant Date"), the Reporting Person was granted an award of 1,333,333 options. The option award vested in three (3) equal installments on the 18 month, second and third anniversaries of the Grant Date after the satisfaction of the following performance condition: the Company's closing stock price (as reported on the Nasdaq Stock Exchange) for any 30 continuous calendar day period between the 18-calendar month and third anniversary of the Grant Date must exceed 125% of the closing stock price of the Company's common stock on July 29, 2019 (the "Performance Criteria"). As previously reported, the Performance Criteria were met and the first and second installments of 444,444 options each, have vested and became exercisable. The third installment, consisting of 444,445 options, vested and became exercisable on October 2, 2022. ( 2 )Options expire on the tenth anniversary of the Grant Date. If the Reporting Person's employment with the Company terminates due to death, disability or retirement, then the options shall continue to vest as stated above, and shall instead expire on the third anniversary of the later of the Reporting Person's: (1) termination of employment or (ii) applicable vesting date, provided that any such date shall occur prior to the tenth anniversary of the Grant Date.

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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