NEWELL BRANDS INC. 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Issuer Purchases of Equity Securities 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 of Shares Purchased (1) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs January — $ — — $ — February 257,230 14.94 — — March — — — — Total 257,230 $ 14.94 — (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. 32 Table of Contents Item 6. Exhibits Exhibit Number Description of Exhibit 10.1 Amendment No. 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. 001-09608). 10.2* Retirement Agreement between Ravichandra K. Saligram and Newell Brands Inc. 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. 001-09608). 10.3* 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. 001-09608). 10.4* Newell Brands Inc. 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. 001-09608). 10.5* Amendment to the Newell Brands Inc. 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. 001-09608). 10.6*† Form of 2023 Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2022 Incentive Plan for Executives 10.7*† Form of 2023 Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2022 Incentive Plan for the Chief Executive Officer. 10.8*† Form of 2023 Restricted Stock Unit Award Agreement under the Newell Brands Inc. 2022 Incentive Plan for the President. 10.9*† Form of Non-Qualified Stock Option Agreement under the Newell Bands Inc. 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. 31.2† Certification of Chief Financial 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. 32.1† Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2† Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 101.SCH XBRL Taxonomy Extension Schema 101.CAL XBRL Taxonomy Extension Calculation Linkbase 101.DEF XBRL Taxonomy Extension Definition Linkbase 101.LAB XBRL Taxonomy Extension Label Linkbase 101.PRE XBRL Taxonomy Extension Presentation Linkbase 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). † Filed herewith. * Represents management contracts and compensatory plans and arrangements. 33 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. NEWELL BRANDS INC. Registrant Date: April 28, 2023 /s/ Mark J. Erceg Mark J. Erceg Chief Financial Officer Date: April 28, 2023 /s/ Jeffrey M. Sesplankis Jeffrey M. Sesplankis Chief Accounting Officer 34