X0306 4 2017-03-17 0 0000814453 NEWELL BRANDS INC NWL 0000940603 FRANKLIN MARTIN E C/O NEWELL BRANDS 221 RIVER STREET HOBOKEN NJ 07030 1 0 0 0 Common Stock 2017-03-17 4 J 1 2653699 D 2047227 D Call Option (obligation to sell) 2017-03-17 4 J 1 2979961 0.00 D 2017-03-17 2017-03-17 Common Stock 2979961 0 D Put option (right to sell) 2017-03-17 4 J 1 2979961 0.00 D 2017-03-17 2017-03-17 Common Stock 2979961 0 D On March 17, 2017, the reporting person settled collar arrangements entered into the second quarter of 2016 pursuant to which he wrote a covered call option and purchased a put option. The collar arrangements obligated the reporting person to deliver to unaffiliated third party purchasers up to 2,979,961 shares of NWL common stock on the expiration date of the contracts. In exchange for assuming this obligation, the reporting person received a cash payment of $182.7 million as of the date of settlement of the contracts. The reporting person pledged 2,979,961 shares of NWL common stock (the "Pledged Shares") to secure his obligation under the contracts, and retained dividend and voting rights in the Pledged Shares during the term of the pledge. On March 17, 2017, the settlement price of the NWL common stock was $48.51. (continued from Footnote 1) Accordingly, the reporting person transferred to the purchasers 2,653,699 of the Pledged Shares, and the purchasers returned to the reporting person the remaining 326,262 Pledged Shares. /s/ Michael Peterson, attorney-in-fact for Martin E. Franklin 2017-03-21