UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 14A

(Rule 14a-101)

 

INFORMATION REQUIRED IN PROXY STATEMENT

 

SCHEDULE 14A INFORMATION

 

Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934

 

(Amendment No. )

 

Filed by the Registrant ☐

 

Filed by a Party other than the Registrant ☒

 

Check the appropriate box:

 

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Preliminary Proxy Statement

 

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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

 

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Definitive Proxy Statement

 

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Definitive Additional Materials

 

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Soliciting Material Under Rule 14a-12

  

NEWELL BRANDS INC.

(Name of Registrant as Specified in Its Charter)

STARBOARD VALUE LP STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD STARBOARD VALUE AND OPPORTUNITY S LLC STARBOARD VALUE AND OPPORTUNITY C LP STARBOARD LEADERS QUEBEC LLC STARBOARD LEADERS SELECT FUND LP STARBOARD T FUND LP STARBOARD LEADERS SELECT N MASTER FUND LP STARBOARD VALUE R LP STARBOARD VALUE R GP LLC STARBOARD LEADERS FUND LP STARBOARD LEADERS SELECT V GP LLC STARBOARD VALUE A LP STARBOARD VALUE A GP LLC STARBOARD VALUE GP LLC STARBOARD PRINCIPAL CO LP STARBOARD PRINCIPAL CO GP LLC JEFFREY C. SMITH MARK R. MITCHELL PETER A. FELD PAULINE J. BROWN GERARDO I. LOPEZ BRIDGET RYAN BERMAN ROBERT A. STEELE

(Name of Persons(s) Filing Proxy Statement, if Other Than the Registrant)

 

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Starboard Value LP, together with its affiliates (collectively, “Starboard”), has filed a definitive proxy statement and accompanying BLUE proxy card with the Securities and Exchange Commission to be used to solicit proxies for the election of its slate of director nominees at the 2018 annual meeting of stockholders (the “Annual Meeting”) of Newell Brands Inc., a Delaware corporation (the “Company”).

 

On April 23, 2018, in connection with the entry into a settlement agreement with the Company, Starboard withdrew its slate of nominees for election to the Board of Directors of the Company at the Annual Meeting. Starboard will not vote any proxies received from stockholders of the Company at the Annual Meeting.