NEWELL BRANDS INC.·4

Feb 18, 4:01 PM ET

Schmidt Robert Andrew 4

4 · NEWELL BRANDS INC. · Filed Feb 18, 2026

Research Summary

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Newell Brands (NWL) CAO Robert Schmidt Exercises RSUs, Shares Withheld

What Happened
Robert Andrew Schmidt, Chief Accounting Officer of Newell Brands (NWL), had time‑based restricted stock units (TRSUs) vest and convert into common shares on February 17, 2026. Two conversions totaled 16,064 shares (8,977 and 7,087) recorded as acquired at $0.00 (M code). To cover tax obligations, the company withheld 3,589 and 2,838 shares (total 6,427 shares) at a withholding rate of $4.67/share, totaling $30,014 (F code). Net shares received by Schmidt were 9,637. The filing also shows the underlying TRSUs treated as disposed/cancelled upon conversion (zero-dollar derivative disposition entries).

Key Details

  • Transaction date: February 17, 2026; Form 4 filed February 18, 2026 (timely).
  • Conversions (M): 8,977 shares @ $0.00 and 7,087 shares @ $0.00 (total 16,064 shares).
  • Tax withholding (F): 3,589 shares @ $4.67 = $16,761 and 2,838 shares @ $4.67 = $13,253 (total ~$30,014); total withheld = 6,427 shares.
  • Net shares delivered to insider: 16,064 − 6,427 = 9,637 shares.
  • Shares owned after the transaction: not specified in the provided filing details.
  • Footnotes: F1 — withholding based on Feb 17 closing price; F3/F4/F6 — TRSUs are time‑based awards that vest per the grant schedules; F2 — some shares reported as owned jointly with spouse.
  • Transaction codes: M = exercise/conversion of derivative (TRSU to common stock); F = payment of tax liability via share withholding. No open‑market purchases or sales beyond tax withholding were reported.

Context
These entries reflect routine vesting and settlement of time‑based restricted stock units, not an open‑market buy or sell for investment purposes. The award conversion was a non‑cash settlement (no exercise price) and the company’s share withholding to cover taxes is a common administrative step; such withholdings are typically neutral regarding insider sentiment.

Insider Transaction Report

Form 4
Period: 2026-02-17
Schmidt Robert Andrew
Chief Accounting Officer
Transactions
  • Exercise/Conversion

    Common Stock

    2026-02-17+8,97713,767 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-17$4.67/sh3,589$16,76110,178 total
  • Exercise/Conversion

    Common Stock

    2026-02-17+7,08717,265 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-17$4.67/sh2,838$13,25314,427 total
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F4][F5]
    2026-02-178,97717,954 total
    Common Stock (8,977 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F6][F5]
    2026-02-177,0877,087 total
    Common Stock (7,087 underlying)
Holdings
  • Common Stock

    [F2]
    10,728
Footnotes (6)
  • [F1]Withholding of shares to cover taxes on the vesting was calculated based on the Company's closing stock price on February 17, 2026.
  • [F2]Represents shares owned in a joint account with reporting person's spouse.
  • [F3]Each Time Based Restricted Stock Unit ("TRSU") represents a contingent right to receive one share of the Company's common stock.
  • [F4]The TRSU vests ratably in one-third increments on the grant date's first, second and third anniversaries, subject to the reporting person's continuous employment with the Company.
  • [F5]N/A
  • [F6]The TRSU vests ratably in one-half increments on the grant date's first and second anniversaries, subject to the Reporting Person's continuous employment with the Company.
Signature
/s/ Bradford R. Turner, Attorney in Fact for Robert A. Schmidt|2026-02-18

Documents

1 file
  • 4
    wk-form4_1771448489.xmlPrimary

    FORM 4