MATTEL, INC. (NASDAQ:MAT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item5.02. Election of Director.

On June13, 2017, the Board of Directors (the Board) of Mattel,
Inc. (Mattel or the Company) elected Ynon Kreiz as a new director
of Mattel and approved an increase in the size of the Board from
11 to 12 directors, in each case effective immediately. In
accordance with Mattels director compensation program, Mr.Kreiz
will be entitled to a cash retainer of $91,667 and a grant of
restricted stock units valued at $128,333 (based on the closing
price of Mattels common stock on the grant date of June13, 2017),
which represents a pro-ration of the annual director compensation
based on the number of months (including partial months) he will
serve from June 2017 to the date of Mattels 2018 Annual Meeting
of Stockholders (the 2018 Annual Meeting).

Mr.Kreiz, 52, served as Chief Executive Officer of Maker Studios,
Inc. (Maker Studios), the global leader in online short-form
video and the largest content network on YouTube, from May 2013
to January 2015 and served as Chairman of its Board from June
2012 to May 2014. Before joining Maker Studios, from June 2008 to
June 2011, Mr.Kreiz was Chairman and Chief Executive Officer of
Endemol Group, the worlds largest independent television
production company. Prior to Endemol Group, Mr.Kreiz served as a
General Partner at Balderton Capital (formerly Benchmark Capital
Europe) and was co-founder, Chairman and Chief Executive Officer
of Fox Kids Europe N.V., a leading pay-TV channel in Europe and
the Middle East. Mr.Kreiz currently serves on the Board of
Advisors of UCLAs Anderson School of Management and has served as
a director of Warner Music Group Corp. and a member of its audit
committee since April 2016.

Mr.Kreiz has not yet been named to a committee of the Board of
Directors.

There are no transactions between Mr.Kreiz and Mattel that would
be reportable under Item404(a) of RegulationS-K.

Item5.02. Departure of Directors.

On June13, 2017, Christopher A. Sinclair, the Executive Chairman
of the Board and former Chief Executive Officer of Mattel,
announced that he intends to retire from the Board at the end of
his current term. Accordingly, Mr.Sinclair, a Mattel director
since 1996, will not stand for re-election as a director at
Mattels 2018 Annual Meeting. In addition, Dr.FrancesD. Fergusson,
who has served as a director since 2006, will have reached
Mattels mandatory retirement age at the time of the 2018 Annual
Meeting, and accordingly will not stand for re-election to the
Board.

Section7 Regulation FD

Item7.01. Regulation FD Disclosure.

On June13, 2017, Mattel issued a press release regarding the
election of Mr.Kreiz, a copy of which is furnished as Exhibit99.1
hereto.

In accordance with General InstructionB.2 of Form8-K,the
information in this Item7.01, including Exhibit99.1, shall not be
deemed to be filed for purposes of Section18 of the Securities
and Exchange Act of 1934, as amended (the Exchange Act), or
otherwise subject to the liability of that section, and shall not
be incorporated by reference into any registration statement or
other document filed under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set
forth by specific reference in such filing.

Section8 Other Events

Item8.01 Other Events.

On June14, 2017, Mattel announced that the Companys Board of
Directors has declared a quarterly dividend of $0.15 per share on
the Companys common stock, to be paid on September15, 2017 to
stockholders of record on August23, 2017.

Section9 Financial Statements and Exhibits

Item9.01. Financial Statements and Exhibits.

About MATTEL, INC. (NASDAQ:MAT)

Mattel, Inc. manufactures and markets a range of toy products around the world. The Company’s segments are North America; International and American Girl. Its portfolio of brands and products are grouped into approximately four major brand categories, including Mattel Girls & Boys Brands, Fisher-Price Brands, American Girl Brands and Construction and Arts & Crafts Brands. The Mattel Girls & Boys Brands category includes Barbie fashion dolls, Monster High, Disney Classics, Ever After High, Little Mommy, and Polly Pocket, Hot Wheels and Matchbox vehicles and play sets, and CARS, Disney Planes, BOOMco, Toy Story, Max Steel, WWE Wrestling and DC Comics. The Fisher-Price Brands category includes Fisher-Price, Little People, BabyGear, Laugh & Learn, Imaginext, Thomas & Friends, Blaze and The Monster Machines, Shimmer and Shine, Mickey Mouse Clubhouse, Minnie Mouse, Octonauts, and Power Wheels. The Construction and Arts & Crafts Brands category includes MEGA BLOKS, RoseArt and Board Dudes.