SEC Form 4 
FORM 4	UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 	  
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	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).			
1. Name and Address of Reporting Person*
Larson Paula S	

(Last)	(First)	(Middle)	
C/O NEWELL RUBBERMAID INC.	
3 GLENLAKE PARKWAY	

(Street) 
ATLANTA	GA	30328	

(City)	(State)	(Zip)	
	2. Issuer Name and Ticker or Trading Symbol 
NEWELL RUBBERMAID INC [ NWL ] 	5. Relationship of Reporting Person(s) to Issuer 
(Check all applicable) 
	Director		10% Owner	
X	Officer (give title below)		Other (specify below)	
EVP, Human Resources 	
		
	3. Date of Earliest Transaction (Month/Day/Year)
12/16/2015 		
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) 
X	Form filed by One Reporting Person	
	Form filed by More than One Reporting Person	
	
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned	
1. Title of Security (Instr. 3) 	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8) 	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 	5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 	7. Nature of Indirect Beneficial Ownership (Instr. 4) 	
			Code	V	Amount	(A) or (D)	Price				
Common Stock	12/16/2015		M		4,281	A	$45.18 	9,985	D		
Common Stock	12/16/2015		F		1,428	D	$45.18 	8,557	D		
Common Stock	12/16/2015		M		4,281	A	$45.18 	12,838	D		
Common Stock	12/16/2015		F		1,428	D	$45.18 	11,410	D		
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities) 	
1. Title of Derivative Security (Instr. 3) 	2. Conversion or Exercise Price of Derivative Security 	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8) 	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 	6. Date Exercisable and Expiration Date (Month/Day/Year)	7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 	8. Price of Derivative Security (Instr. 5) 	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 	11. Nature of Indirect Beneficial Ownership (Instr. 4) 	
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares					
Restricted Stock Units	(1)	12/16/2015		M			4,281	(2) 	(2) 	Common Stock	4,281	$0 	4,281	D		
Restricted Stock Units	(1)	12/16/2015		M			4,281	(3) 	(3) 	Common Stock	4,281	$0 	4,281	D		
Explanation of Responses:	
1. Each restricted stock unit was the economic equivalent of one share of Newell Rubbermaid common stock.	
2. The reporting person previously met the stock price performance criteria applicable to the second tranche of the award. However, because the award was not permitted to vest any earlier than the second anniversary of the date of grant the reporting person did not become vested in the award until December 16, 2015. Any portion of the award not vested as of December 16, 2020 shall expire.	
3. The reporting person became vested in one-third of the total RSUs that were granted on December 16, 2013. The first third of the award had previously vested on December 16, 2014.	
Remarks:	
	
	/s/ Michael R. Peterson, Attorney in Fact for Paula Larson	12/18/2015	
	** Signature of Reporting Person	Date	
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.	
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).	
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).	
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.	
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.