SEC Form 4 · accession 0000899243-17-007679
NEWELL BRANDS INC. · NWL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ian G H Ashken
Director
Period of report
Mar 13, 2017
Accepted (ET)
Mar 15, 2017 · 9:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000814453
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 13, 2017 | S | 30,000 | $48.47 | D | 962,909 | D | |
| Common Stock | Mar 14, 2017 | S | 21,000 | $47.99 | D | 941,909 | D | |
| Common StockF1,F2 | Mar 14, 2017 | J | 430,535 | — | D | 511,374 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Call Option (obligation to sell)F1,F2 | — | Mar 14, 2017 | J | 481,852 | D | Mar 14, 2017 | Mar 14, 2017 | Common Stock | 481,852 | 0 | D |
| Put option (right to sell)F1,F2 | — | Mar 14, 2017 | J | 481,852 | D | Mar 14, 2017 | Mar 14, 2017 | Common Stock | 481,852 | 0 | D |
Explanation of responses
- F1On March 14, 2017, the reporting person settled a collar arrangement entered into in the second quarter of 2016 pursuant to which he wrote a covered call option and purchased a put option. The collar arrangement obligated the reporting person to deliver to an unaffiliated third party purchaser up to 481,852 shares of NWL common stock on the expiration date of the contract. In exchange for assuming this obligation, the reporting person received a cash payment of $20.8 million as of the date of settlement of the contract. The reporting person pledged 481,852 shares of NWL common stock (the "Pledged Shares") to secure his obligation under the contract, and retained dividend and voting rights in the Pledged Shares during the term of the pledge.
- F2(Continued from Footnote 1) On March 14, 2017, the settlement price of the NWL common stock was $48.369. Accordingly, the reporting person transferred to the purchaser 430,535 of the Pledged Shares, and the reporting person requested that the remaining approximately 51,000 Pledged Shares be sold in an open market transaction.