SEC Form 4 · accession 0001523711-15-000055

· MAT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — EVP Fisher-Price & AG

Period of report

Sep 4, 2015

Accepted (ET)

Sep 8, 2015 · 2:22 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000063276

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Sep 4, 2015	M	2,145	—	A	20,287	D
Common Stock^F2	Sep 4, 2015	F	773	$22.82	D	19,514	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F1	—	Sep 4, 2015	M	2,145	D	—	—	Common Stock	2,145	0	D

F1As reported on a Form 3 dated January 1, 2013 and filed on January 3, 2013, the reporting person received a grant of 4,289 Restricted Stock Units (the "RSUs" or the "Units") on September 4, 2012. The RSUs vest as to 50% of the Units on the second anniversary of the date of grant and as to the remaining 50% of the Units on the third anniversary of the date of grant. On each vesting date, for each Unit vesting on such date, the reporting person will receive one share of Mattel, Inc. common stock (or, at the election of Mattel, Inc., a cash amount equal to the fair market value of one share of common stock on the date of vesting), subject to tax withholding. On September 4, 2015, the remaining 50% of these RSUs vested, resulting in the issuance of 2,145 shares of Mattel, Inc. common stock.
F2Pursuant to the terms of the September 4, 2012 RSU grant, 773 shares of Mattel, Inc. common stock were automatically withheld at vesting to cover required tax withholding.