SEC Form 4 · accession 0001523711-17-000103

· MAT

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

Reporting owner

Mary Margaret Hastings Georgiadis

Officer — CEO · Director

Period of report

Aug 1, 2017

Accepted (ET)

Aug 3, 2017 · 4:44 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	Aug 1, 2017	P	12,660	$19.6109	A	116,788	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option - Right to Buy^F2	$19.72	Aug 1, 2017	A	749,319	A	—	Aug 1, 2027	Common Stock	749,319	749,319	D
Restricted Stock Units^F3,F4	—	Aug 1, 2017	A	139,452	A	—	—	Common Stock	139,452	139,452	D

Explanation of responses

F1This transaction was executed in multiple trades at prices ranging from $19.52 to $19.71. The price reported reflects the weighted average purchase price. The Reporting Person hereby undertakes to provide to the SEC staff, the issuer or a security holder of the issuer, upon request, full information regarding the number of shares and prices at which the transactions were effected.
F2The option was granted on August 1, 2017 pursuant to the Mattel, Inc. Amended and Restated 2010 Equity and Long-Term Compensation Plan (the "Plan"). The option vests and becomes exercisable with regard to (a) 33% of the shares granted on the first anniversary of the date of grant, (b) an additional 33% of the shares granted on the second anniversary of the date of grant, and (c) the remaining 34% of the shares granted on the third anniversary of the date of grant.
F3The Restricted Stock Units ("RSUs" or "Units") were granted on August 1, 2017 pursuant to the Plan. Each Unit represents a contingent right to 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 such share).
F4The RSUs vest as to (a) 33% of the Units granted on the first anniversary of the date of grant, (b) an additional 33% of the Units granted on the second anniversary of the date of grant, and (c) the remaining 34% of the Units granted 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.