What the changes say
- Newell Brands faces increased pressure from 2025 U.S. and Chinese tariffs, requiring pricing and manufacturing shifts.
- Total debt rose to $4.67 billion by end of 2025, with ongoing credit rating downgrades.
- Global headcount dropped to 21,900 employees as labor relations and talent retention remain critical.
What changed since the prior 10-K
New
- NewStrategic and Operational Risks
The Company’s operations and financial condition can be adversely impacted by global macroeconomic environment, including the impact of tariffs imposed by the U.S. and retaliatory tariffs imposed by other countries
New 2025 U.S. and Chinese tariffs on foreign imports increase costs for sourced products, though mitigation strategies like pricing and manufacturing relocation are underway.
- NewStrategic and Operational Risks
The Company’s ability to attract, retain and develop critical talent, including readiness for emerging technologies such as AI, is essential to executing its strategic objectives and sustaining long-term performance
Inability to attract, retain, and upskill talent—particularly in AI and emerging technologies—could impair innovation and operational goals.
Dropped
- DroppedStrategic and Operational Risks
The Company may not be able to attract, retain and develop key talent
- DroppedFinancial Risks
limitations, including the possibility of human error, the circumvention or overriding of controls, or fraud. Effective internal controls can provide only reasonable assurance with respect to the preparation and fair presentation of financial statements
- DroppedLegal, Tax and Regulatory Risks
current income tax impact of Pillar Two is immaterial, however we will continue to monitor both U.S. and international legislative developments to assess for any potential impacts
- DroppedLegal, Tax and Regulatory Risks
Company also faces exposure to product liability claims if one of its products is alleged to have resulted in property damage, bodily injury or other adverse effects
Reworded
- 77% rewrittenFinancial Risks
Failure to maintain effective internal control over financial reporting could result in material misstatements in our financial statements, and our failure to meet our reporting and financial obligations, which in turn could have a negative impact on our financial condition
Expanded to specify that failing to maintain effective internal controls could lead to material misstatements and failure to meet financial reporting obligations.
- 71% rewrittenLegal, Tax and Regulatory Risks
The Company’s business involves the potential for product recalls, product liability and other claims against it, which could affect its earnings and financial condition
Updated title to explicitly mention potential for product recalls and product liability claims affecting earnings.
- 51% rewrittenLegal, Tax and Regulatory Risks
The Company’s businesses and operations are subject to regulation in the U.S. and abroad
Changed 'competitive' to 'competition' in the list of laws and regulations governing the company's operations.
- 47% rewrittenFinancial Risks
Reductions in the Company’s credit ratings could materially and adversely affect its business, availability of future borrowings, financial condition and results of operations
Updated credit rating downgrade timeline to reference 2025 and 2024 downgrades by Moody's and S&P resulting in senior note coupon step-ups.
- 44% rewrittenFinancial Risks
The Company has substantial indebtedness, which could materially and adversely affect the Company and its financial position, including decreasing its business flexibility, impacting its ratings and increasing its borrowing costs
Updated total outstanding debt figure at December 31, 2025 to $4.67 billion, an increase of approximately $100 million versus 2024.
- 41% rewrittenStrategic and Operational Risks
The Company’s operating results can be adversely affected by inflation, changes in the cost or availability of raw materials, labor, energy, transportation and other necessary supplies and services
Retained inflation and cost increase risk factors while maintaining ongoing mitigation and cost reduction programs.
Was: The Company’s operating results can be adversely affected by inflation, changes in the cost or availability of raw materials, labor, energy, transportation and other necessary supplies and services, as well as the impact of tariffs
- 26% rewrittenStrategic and Operational Risks
A deterioration in labor relations could adversely impact the Company’s global business
Updated global workforce count to approximately 21,900 employees as of December 31, 2025.
- 26% rewrittenFinancial Risks
Continued declines in the future expected cash flows for the Company’s businesses or changes to underlying assumptions used to calculate fair value could result in additional impairment charges which could have a material adverse effect on the Company’s financial results of operations
Updated non-cash impairment charges figures, noting $340 million recorded for the year ended December 31, 2025.
All 35 risk factors
Headings as the filing states them, in filing order.
Strategic and Operational Risks
- 01The Company is subject to intense competition in a marketplace dominated by large omni-channel and e-commerce retailers
- 02The Company’s customers may further consolidate, which could materially adversely affect the Company’s sales and margins
- 03The Company’s sales are dependent on purchases by several large customers and any significant decline in these purchases or pressure from these customers to reduce prices could have a negative effect on the Company’s future financial performance
- 04If the Company is unable to innovate and commercialize a continuing stream of new products that create demand, the Company’s ability to compete in the marketplace and financial results may be adversely impacted
- 05If the Company does not continue to develop and maintain leading brands or realize the anticipated benefits of advertising and promotion spend over the long term, its operating results may suffer
- 06Failure to further expand the Company’s e-commerce business, despite e-commerce investments, may materially and adversely affect the Company’s market position, net sales and financial performance
- 07The Company’s plans to execute its turnaround plan and restructuring initiatives, improve productivity and reduce complexity and costs may not be successful, which would materially adversely affect its financial results
- 08The Company’s operations are dependent upon third-party vendors and suppliers whose failure to perform adequately could disrupt the Company’s business operations
- 09The Company may use artificial intelligence in its business, and challenges with properly managing its use could result in reputational harm, competitive harm, and legal liability, and could adversely affect the Company’s business
- 10A cyber-attack or failure of one or more key information technology systems, networks, processes, associated sites or service providers could have a material adverse impact on the Company’s business or reputation
- 11The Company may face particular data protection and privacy risks in connection with privacy laws and regulations globally
- 12The Company’s operating results can be adversely affected by inflation, changes in the cost or availability of raw materials, labor, energy, transportation and other necessary supplies and services41% rewritten
- 13The Company’s operations and financial condition can be adversely impacted by global macroeconomic environment, including the impact of tariffs imposed by the U.S. and retaliatory tariffs imposed by other countriesNew
- 14Unfavorable shifts in industry-wide demand for the Company’s products could result in inventory valuation risk
- 15that result in existing inventory obsolescence, or new product introductions, which eliminate demand for existing products. Remaining inventory balances are adjusted to approximate net realizable market value
- 16The Company’s ability to attract, retain and develop critical talent, including readiness for emerging technologies such as AI, is essential to executing its strategic objectives and sustaining long-term performanceNew
- 17Damage to the Company’s reputation or loss of consumer confidence could have an adverse effect on the Company’s business
- 18A deterioration in labor relations could adversely impact the Company’s global business26% rewritten
- 19Risks related to the strength of global retail, commercial and industrial sectors and changes in foreign, cultural, political and financial market conditions could impair the Company’s international operations and financial performance
- 20In addition, our global operations expose us to risks associated with public health crises, such as pandemics and epidemics, which could harm our business and cause our operational results to suffer
Financial Risks
- 21The Company has substantial indebtedness, which could materially and adversely affect the Company and its financial position, including decreasing its business flexibility, impacting its ratings and increasing its borrowing costs44% rewritten
- 22Reductions in the Company’s credit ratings could materially and adversely affect its business, availability of future borrowings, financial condition and results of operations47% rewritten
- 23Failure to maintain effective internal control over financial reporting could result in material misstatements in our financial statements, and our failure to meet our reporting and financial obligations, which in turn could have a negative impact on our financial condition77% rewritten
- 24Continued declines in the future expected cash flows for the Company’s businesses or changes to underlying assumptions used to calculate fair value could result in additional impairment charges which could have a material adverse effect on the Company’s financial results of operations26% rewritten
- 25The Company is exposed to both foreign currency translation and transaction risks that may materially adversely affect the Company’s operating results, financial condition and liquidity
- 26Circumstances associated with divestitures and brand or product line exits could adversely affect the Company’s results of operations and financial condition
Legal, Tax and Regulatory Risks
- 27Governmental investigations or actions by other third parties could have a material adverse effect on management and the Company’s business operations
- 28The Company’s businesses and operations are subject to regulation in the U.S. and abroad51% rewritten
- 29The resolution of the Company’s tax contingencies may result in additional tax liabilities, which could adversely impact the Company’s cash flows and results of operations
- 30The Company may incur significant costs in order to comply with environmental remediation obligations
- 31The Company’s business involves the potential for product recalls, product liability and other claims against it, which could affect its earnings and financial condition71% rewritten
- 32If the Company fails to adequately protect its intellectual property rights, competitors may manufacture and market the same or similar products, which could adversely affect the Company’s market share and results of operations
- 33If the Company is found to have infringed the intellectual property rights of others or cannot obtain necessary intellectual property rights from others, its competitiveness could be negatively impaired
- 34Climate change and increased focus by governmental and non-governmental organizations and customers on sustainability issues, including those related to climate change, may adversely affect our business and financial results
- 35Expectations relating to environmental, social and governance considerations expose the Company to potential liabilities, increased costs, reputational harm and other adverse effects on the Company’s business
Other Newell Brands 10-Ks
- FY2024 10-K risk factors37 risks
Newell Brands faces significant customer concentration and retail consolidation risks that heavily impact sales and pricing power. High debt levels, heavy reliance on third-party manufacturing, and complex turnaround execution dominate its risk profile.
Filed Feb 14, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.