NEWELL BRANDS INC.·4

Mar 3, 5:29 PM ET

Erceg Mark J 4

4 · NEWELL BRANDS INC. · Filed Mar 3, 2026

Research Summary

AI-generated summary of this filing

Updated

Newell Brands (NWL) CFO Mark Erceg Exercises Awards; Shares Withheld

What Happened

  • Mark J. Erceg, Chief Financial Officer of Newell Brands, had performance-based equity convert to common stock on February 27, 2026. The filing shows 1,655,172 derivative units converted to shares (exercise/conversion), and 742,180 of those shares were withheld to cover tax liability at $4.55 per share, totaling $3,376,919. The filing also reports an award/acquisition of 443,681 derivative shares (reported as an A transaction).

Key Details

  • Transaction date: February 27, 2026; Form 4 filed March 3, 2026 (filed within the two-business-day window).
  • Conversion/exercise: 1,655,172 derivative units converted to shares (reported at $0.00 per share because these were equity awards vesting).
  • Tax withholding: 742,180 shares were withheld (F code) to cover taxes at $4.55/share = $3,376,919; withholding calculated using the company’s closing price on Feb 27, 2026 (footnote F1).
  • Award: 443,681 shares reported as a grant/award (A transaction) in the filing.
  • Shares owned after the transactions: not specified in the provided filing excerpt.
  • Footnotes of interest: PRSUs = performance-based restricted stock units that vested on Feb 27, 2026 (F4–F5); TRSUs = time-based restricted stock units with future vesting through 2029 (F7–F8); F2/F3 note some shares are held jointly or in a 401(k).

Context

  • These transactions are compensation-related (vesting/conversion of RSUs/PRSUs) rather than open-market purchases or discretionary sales. The F code withholding indicates a cashless tax-withholding event (shares retained to pay taxes), which is a routine administrative step and not a direct market trade by the insider. Such vesting/withholding activity is common and should be interpreted differently than an insider buying or selling shares in the market.

Insider Transaction Report

Form 4
Period: 2026-02-27
Erceg Mark J
Chief Financial Officer
Transactions
  • Exercise/Conversion

    Common Stock

    2026-02-27+1,655,1721,972,621.35 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-27$4.55/sh742,180$3,376,9191,230,441.35 total
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F5][F6]
    2026-02-271,655,1720 total
    Common Stock (1,655,172 underlying)
  • Award

    Restricted Stock Units

    [F7][F8][F6]
    2026-02-27+443,681443,681 total
    Common Stock (443,681 underlying)
Holdings
  • Common Stock

    [F2]
    243,725
  • Common Stock

    [F3]
    (indirect: By 401(k))
    4,750.79
Footnotes (8)
  • [F1]The withholding of shares to cover taxes on the vesting was calculated on the Company's closing stock price on February 27, 2026.
  • [F2]Represents shares owned in a joint account with reporting person's spouse.
  • [F3]Represents shares held by the reporting person in the Newell Brands Employee Savings Plan, a 401(k) plan.
  • [F4]Each Performance Based Restricted Stock Unit ("PRSU") represents the right to receive one share of the Company's common stock.
  • [F5]The terms of the PRSUs provide for vesting on February 27, 2026, subject to continuous employment with the Company.
  • [F6]N/A
  • [F7]Each Time Based Restricted Stock Unit ("TRSU") represents a contingent right to receive one share of the Company's common stock.
  • [F8]The TRSUs vest ratably, with one-third (1/3) vesting on February 27, 2027, one-third (1/3) vesting on February 15, 2028, and the remainder of shares vesting on February 15, 2029, subject to continuous employment with the Company.
Signature
/s/ Bradford R. Turner, Attorney in Fact for Mark J. Erceg|2026-03-03

Documents

1 file
  • 4
    wk-form4_1772576946.xmlPrimary

    FORM 4