Form 424B5 NEWELL BRANDS INC.

Ball Company. Home fragrances are sold primarily under the Chesapeake Bay Candle, WoodWick and Yankee Candle brands.

The Home Solutions segment primarily markets its products directly to warehouse clubs, department stores, grocery stores, home centers, mass merchants, specialty retailers, distributors and e-commerce retailers, as well as directly to consumers online and at Yankee Candle retail stores.

learning and development. The Learning and Development segment designs, manufactures, sources, markets and distributes writing instruments, including markers and highlighters, pens and pencils; artistic products; activity gluing and cutting products; labeling solutions; articles for babies and childcare products. Writing instruments, activity-based adhesive and cutting products, and labeling solutions products are sold primarily under the Dymo, Elmer’s, EXPO, Mr. Sketch, Paper Mate, Parker, Prismacolor, Sharpie, Waterman and X-Acto brands. Baby equipment and baby care and health products are sold primarily under the Aprica, Baby Jogger, Graco, NUK and Tigex brand names.

The Learning and Development segment mainly markets its products directly to mass merchants, warehouse clubs, drugstores/grocery stores, office superstores, office supply stores, contract stationers, travel retailers, distributors and e-commerce
retailers and directly to consumers online.

Outdoors and leisure. The Outdoors and Recreation segment designs, manufactures, sources, markets and distributes active lifestyle products for global consumers for outdoor and outdoor-related activities. Active lifestyle products are sold primarily under the Campingaz, Coleman, Contigo, ExOfficio and Marmot brands.

The Outdoors and Recreation segment primarily markets its products directly to warehouse clubs, department stores, grocery stores, mass merchandisers, sporting and specialty retailers, distributors and e-commerce retailers, as well as directly to consumers online.

We are a Delaware corporation. Our principal executive offices are located at 6655 Peachtree Dunwoody Road, Atlanta, Georgia 30328, and our telephone number is (770) 418-7000.

RECENT DEVELOPMENTS

COVID-19[feminine] Pandemic, supply chain constraints, inflation and consumer demand factors

The COVID-19[feminine] pandemic, which began in late 2019, rising inflation and other events since then have continued to disrupt our global operations, similar to those of many large multinational companies in two main areas:

Supply Chain. The Company continues to face product, supply and labor shortages, capacity constraints and logistical challenges across its operations, including port congestion, limited availability shipping containers and delays in picking up carriers, which negatively impacted the Company’s ability to meet demand for its products, creating backlog in certain categories. The Company also continues to face significant inflation in raw materials, including resin and metals, sourced finished goods, transportation and labor, which had a high single-digit negative impact on costs of goods sold in the first half of 2022. These various disruptions have persisted in the third quarter of 2022 to date and are expected to persist, at least in the short term. In particular, in the third quarter of 2022, the Company experienced a pullback in retail orders as retailers rebalance inventory in light of continued inflationary pressures on consumers, which the Company expects will materially impact its sales. net income, profitability and cash flow from operations in the third quarter. quarter 2022 and fiscal 2022. To help mitigate the negative impact of the above on the operating performance of its businesses, the Company has obtained selective price increases and made efforts to contain overhead costs. It is also

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