Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e)2019 Long Term Incentive Plan Awards
On February 12, 2019, Newell Brands Inc. (the “Company”) disclosed on a Current Report on Form8-K that the Organizational Development & Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of the Company approved the 2019 Long Term Incentive Plan Terms and Conditions under the Company’s shareholder approved 2013 Incentive Plan (as amended, the “LTIP”), pursuant to which the Company makes annual long term incentive awards based on shares of the Company’s common stock, including restricted stock units (“RSUs”).
Effective February 19, 2019, awards were made to the following named executive officers, all of which are based on the closing price of the Company’s stock on February 19, 2019, or $17.01 (the “2019 LTIP Awards”):
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| Michael Polk, President & Chief Executive Officer | | 411,522 performance-based RSUs, representing a value of $7,000,000 |
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| Christopher Peterson, Executive Vice President, Chief Financial Officer | | 176,366 performance-based RSUs, representing a value of $3,000,000 |
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| Bradford Turner, Chief Administrative & Legal Officer and Corporate Secretary | | 65,843 performance-based RSUs and 28,218 time based RSUs, representing a total value of $1,600,000 |
In connection with the 2019 LTIP Awards, the Company and named executive officers above will enter into updated Restricted Stock Unit Award Agreements (the “RSU agreement”). Under the RSU Agreements, performance-based RSUs will vest on the third anniversary of the grant date, subject to continuous employment and the level of attainment of applicable performance metrics based on relative total shareholder return and cumulative free cash flow. Time-based RSUs will vest in equal installments on each of the first, second and third anniversaries of the grant date, subject to continuous employment. The RSU agreement, among other things, also provides that if the Grantee’s employment with the Company and all affiliates is terminated by the Company for any reason other than Good Cause (as defined in the RSU agreement) or is terminated by the Grantee for Good Reason (as defined in the RSU agreement), prior to the third anniversary of the Award Date (as defined in the RSU agreement), unvested time-based RSUs and performance-based RSUs will remain outstanding until the applicable vesting date, upon which time they will vest inpro-rata amounts corresponding to the date of termination (without regard to any continuous employment requirements), provided that any performance-based RSUs will only vest to the extent the applicable performance criteria are achieved. The RSU agreement also provides for full and/orpro-rata vesting of such awards in the event of the Grantee’s death, disability or retirement. The updated RSU agreement applicable to named executive officers provides that the Grantee will be subject to confidentiality,non-solicitation,non-competition andnon-disparagement restrictive covenants. This does not purport to be a complete description of the updated form of RSU agreement and is qualified in its entirety by reference to the updated form of RSU agreement, a copy of which is attached to this Current Report onForm 8-K as Exhibit 10.1 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
