FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Hammer David Mark
2. Date of Event Requiring Statement (MM/DD/YYYY)
5/11/2020 

3. Issuer Name and Ticker or Trading Symbol

NEWELL BRANDS INC. [NWL]
(Last)        (First)        (Middle)

C/O NEWELL BRANDS INC., 6655 PEACHTREE DUNWOODY ROAD
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
Business Unit CEO - A&C /
(Street)

ATLANTA, GA 30328      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 23998.9079 (1)D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units  (2) (3)Common Stock 6311.0  (4)D  
Restricted Stock Units  (5) (3)Common Stock 8074.0  (4)D  
Stock Option (Right to Buy)  (6)2/18/2030 Common Stock 27914.0 $20.02 D  

Explanation of Responses:
(1) Includes 2,839.9079 shares of Newell Brands Inc. (the "Company") common stock owned in a joint account with the reporting person's spouse.
(2) Restricted stock units granted on February 14, 2018. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock. These restricted stock units will vest in full on the third anniversary of the grant date, but the award may vest earlier in the event of the reporting person's death or disability.
(3) N/A
(4) Restricted stock units convert into shares of the Company's common stock on a one-for-one basis.
(5) Restricted stock units granted on February 19, 2019. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock. These restricted stock units will vest ratably in one-half increments on the second and third anniversaries of the award, but the award may vest earlier in the event of the reporting person's death or disability.
(6) Stock option granted on February 18, 2020. The option vests ratably in one-third increments on the first, second, and third anniversaries of the grant date, subject to the reporting person's continuous employment with the Company.

Remarks:
Exhibit 24 - Power of Attorney

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Hammer David Mark
C/O NEWELL BRANDS INC.
6655 PEACHTREE DUNWOODY ROAD
ATLANTA, GA 30328


Business Unit CEO - A&C

Signatures
/s/ Miriam Steinberg, Attorney in Fact for David M. Hammer5/19/2020
**Signature of Reporting PersonDate

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