Posthauer Robert F. 4

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

AI-generated summary of this filing

Updated Feb 18, 2026

Newell Brands (NWL) President Robert Posthauer Receives 29,251 Shares

What Happened

Robert F. Posthauer, President, Home & Commercial — Commercial at Newell Brands (NWL), had restricted stock units convert/vest in mid-February 2026. A total of 29,251 shares were issued to him at $0.00 (conversion of RSU/PRSU).
To cover tax withholding on the vesting, 9,795 of those shares were surrendered/disposed, generating approximately $45,810 in value (withheld at prices of $4.70 and $4.67). Net shares added to his holdings from this vesting event: 19,456.
These transactions are routine vesting and tax-withholding events rather than open-market purchases or discretionary sales.

Key Details

Transaction dates and amounts:
- 2026-02-16: 6,519 shares issued (vested); 2,233 shares withheld for taxes at $4.70 (=$10,495).
- 2026-02-17: 4,027, 7,374 and 11,331 shares issued (vested); 1,380, 2,301 and 3,881 shares withheld for taxes at $4.67 (=$6,445; $10,746; $18,124).
Total shares issued on vesting: 29,251; total withheld for taxes: 9,795; total value of withheld shares: $45,810; net new shares retained: 19,456.
Footnotes: withholding amounts were calculated using the Company’s closing prices on Feb 13, 2026 (F1) and Feb 17, 2026 (F2). Each TRSU is one share (F3); TRSUs vest ratably in one-third increments (F4). PRSUs represent one share each and vested on Feb 17, 2026 (F6, F7).
Transaction codes: M = exercise/conversion of a derivative (RSU/PRSU conversion to shares); F = payment/withholding for taxes.
Filing appears timely (reporting period 2026-02-16; filed 2026-02-18). Shares owned after the transactions are not provided in the supplied data.

Context

This was a vesting of time- and performance-based restricted stock units (not an open-market purchase or a voluntary sale). The issued shares were received at $0 because they are RSU/PRSU payouts; the only disposition was the company withholding shares to satisfy tax obligations (a routine, administrative step).
For retail investors: vesting and tax-withholding do not signal the same intent as an open-market purchase or sale.

Form 4

Period: 2026-02-16

President, Home & Com. - Com.

Transactions

Exercise/Conversion
Common Stock
2026-02-16+6,519→ 63,835 total
Tax Payment
Common Stock
[F1]
2026-02-16$4.70/sh−2,233$10,495→ 61,602 total
Exercise/Conversion
Common Stock
2026-02-17+4,027→ 65,629 total
Tax Payment
Common Stock
[F2]
2026-02-17$4.67/sh−1,380$6,445→ 64,249 total
Exercise/Conversion
Common Stock
2026-02-17+7,374→ 71,623 total
Tax Payment
Common Stock
[F2]
2026-02-17$4.67/sh−2,301$10,746→ 69,322 total
Exercise/Conversion
Common Stock
2026-02-17+11,331→ 80,653 total
Tax Payment
Common Stock
[F2]
2026-02-17$4.67/sh−3,881$18,124→ 76,772 total
Exercise/Conversion
Restricted Stock Units
[F3][F4][F5]
2026-02-16−6,519→ 6,519 total
→ Common Stock (6,519 underlying)
Exercise/Conversion
Restricted Stock Units
[F3][F4][F5]
2026-02-17−4,027→ 0 total
→ Common Stock (4,027 underlying)
Exercise/Conversion
Restricted Stock Units
[F3][F4][F5]
2026-02-17−7,374→ 14,748 total
→ Common Stock (7,374 underlying)
Exercise/Conversion
Restricted Stock Units
[F6][F7][F5]
2026-02-17−11,331→ 0 total
→ Common Stock (11,331 underlying)

Footnotes (7)

[F1]The withholding of shares to cover taxes on the vesting was calculated on the Company's closing stock price on February 13, 2026.
[F2]The withholding of shares to cover taxes on the vesting was calculated on the Company's closing stock price on February 17, 2026.
[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]Each Performance Based Restricted Stock Unit ("PRSU") represents the right to receive one share of the Company's common stock.
[F7]The terms of the reporting person's PRSUs provide for vesting on February 17, 2026, subject to continuous employment with the Company.

Signature

/s/ Bradford R. Turner, Attorney in Fact for Robert F. Posthauer|2026-02-18

1 file