1 unchanged sentence
Issuer Purchases of Equity Securities
−Removed: The following table provides information about the Company’s purchases of equity securities during the three months ended September 30, 2022:
+Added: The following table provides information about the Company’s purchases of equity securities during the three months ended March 31, 2023:
Calendar Month Total Number
4 unchanged sentences
Under the Plans or Programs
−Removed: July — $ — — $ 50,000,231
−Removed: August — — — 50,000,231
−Removed: September 2,014 18.60 — 50,000,231
+Added: January — $ — — $ —
+Added: February 257,230 14.94 — —
+Added: March — — — —
Total 257,230 $ 14.94 —
−Removed: (1) On February 6, 2022, the Company's Board of Directors authorized a $375 million Share Repurchase Program (“SRP”), effective immediately through the end of 2022.
−Removed: The Company’s common shares may be purchased by the Company in the open market, in negotiated transactions or in other manners, as permitted by federal securities laws and other legal requirements See Footnote 14 of the Notes to the Unaudited Condensed Consolidated Financial Statements for further information on shares repurchased during the three and nine months ended September 30, 2022.
−Removed: (2) Shares purchased during the three months ended September 30, 2022 were acquired to satisfy employees’ tax withholding and payment obligations in connection with the vesting of awards of restricted stock units and were purchased by the Company based on their fair market value on the vesting date.
+Added: (1) Shares purchased during the three months ended March 31, 2023 were acquired by the Company based on their fair market value on the vesting date in order to satisfy employees’ tax withholding and payment obligations in connection with the vesting of awards of restricted stock units.
Exhibit Number Description of Exhibit
−Removed: 10.1 Third Amended and Restated Credit Agreement, dated as of August 31, 2022, among Newell Brands Inc., the Subsidiary Borrowers party there, the Guarantors from time to time party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated September 6, 2022, File No.
−Removed: Form of 6.375% note due 2027 issued pursuant to the Indenture, dated as of November 19, 2014, between Newell Brands Inc.
−Removed: (formerly known as “Newell Rubbermaid Inc.”) and U.S.
−Removed: Bank Trust Company, National Association (formerly known as “U.S.
−Removed: Bank National Association”), as trustee (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K dated September 14, 2022, File No.
−Removed: 001-09608) Newell Brands Inc.
−Removed: 2022 Incentive Plan, (incorporated by reference to Appendix B to the Company's Proxy Statement dated March 23, 2022, File No.
−Removed: Form of 6.625% note due 2029 issued pursuant to the Indenture dated as of November 19, 2014, between Newell Brands Inc.
−Removed: (formerly known as “Newell Rubbermaid Inc.”) and U.S.
−Removed: Bank Trust Company, National Association (formerly known as “U.S.
−Removed: Bank National Association”), as trustee (incorporated by reference to Exhibit 4.2 of the Current Report on Form 8-K dated September 14, 2022, File No.
+Added: 10.1 Amendment No.
+Added: 1, dated March 27, 2023, to the Third Amended and Restated Credit Agreement, dated as of August 31, 2022, among Newell Brands Inc., the Subsidiary Borrowers party thereto, the Guarantors from time-to-time party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K dated March 31, 2023, File No.
+Added: Retirement Agreement between Ravichandra K.
+Added: Saligram and Newell Brands Inc.
+Added: dated February 8, 2023, (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K dated February 10, 2023, File No.
+Added: CEO Offer Letter, dated February 9, 2023, (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K dated February 10, 2023, File No.
Newell Brands Inc.
−Removed: 2022 Incentive Plan, (incorporated by reference to Appendix B to the Company's Proxy Statement dated March 23, 2022, File No.
−Removed: Fifth Amendment to the Newell Rubbermaid Inc.
−Removed: 2008 Deferred Compensation Plan effective August 10, 2022.
+Added: 2023 Long Term Incentive Plan Terms and Conditions, (incorporated by reference to Exhibit 10.3 of the Current Report on Form 8-K dated February 10, 2023, File No.
+Added: Amendment to the Newell Brands Inc.
+Added: Executive Severance Plan dated February 8, 2023, (incorporated by reference to Exhibit 10.4 of the Current Report on Form 8-K dated February 10, 2023, File No.
+Added: 10.6*† Form of 2023 Restricted Stock Unit Award Agreement under the Newell Brands Inc.
+Added: 2022 Incentive Plan for Executives
+Added: 10.7*† Form of 2023 Restricted Stock Unit Award Agreement under the Newell Brands Inc.
+Added: 2022 Incentive Plan for the Chief Executive Officer.
+Added: 10.8*† Form of 2023 Restricted Stock Unit Award Agreement under the Newell Brands Inc.
+Added: 2022 Incentive Plan for the President.
+Added: 10.9*† Form of Non-Qualified Stock Option Agreement under the Newell Bands Inc.
+Added: 2022 Incentive Plan for the Chief Financial Officer.
31.1† Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
9 unchanged sentences
101.PRE XBRL Taxonomy Extension Presentation Linkbase
+Added: 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
† Filed herewith.
2 unchanged sentences
NEWELL BRANDS INC.
−Removed: October 28, 2022
−Removed: /s/ Christopher H.
−Removed: Christopher H.
−Removed: President and Chief Financial Officer
−Removed: October 28, 2022
+Added: April 28, 2023
+Added: Chief Financial Officer
+Added: April 28, 2023
/s/ Jeffrey M.
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.