HASBRO INC

Executive Compensation Elements

The NEOs receive a mix of fixed and variable compensation. The following discussion summarizes the various elements of the executive compensation program.

Base Salary

The Company’s philosophy is to review base salaries annually or more often if circumstances warrant. Increases in executive base salaries are considered: (i) in the event of increases in responsibility; (ii) to maintain competitiveness with market compensation offered to executives with similar responsibilities, expertise and experience in other companies the Company considers to be comparable to and/or competitive with the Company; and (iii) to recognize continued individual performance and contribution.

Variable and Performance-Based Compensation Elements

A significant portion of the total compensation opportunity for our NEOs is variable and performance-based. When structuring incentive compensation, the Committee identifies the performance metrics it considers most important for driving Company value and return to shareholders. The Committee then ties incentive compensation to performance against those metrics. For 2024, the Committee determined that the following forms of compensation and performance metrics were appropriate for aligning executive compensation with Company performance and shareholder interests.

Annual Incentive Compensation

The annual incentive plan is designed to incentivize our NEOs to achieve critical goals that drive our financial and operational results and help to enhance shareholder value. The Committee is responsible for approving performance goals and related payout levels, setting each NEO’s target award opportunity and approving payouts under the annual incentive plan, each as more fully described below. The Committee reserves the right to reduce otherwise earned incentive payouts as it deems appropriate.

Target Annual Incentive Opportunity

The Committee assigned each NEO a target annual incentive award opportunity (expressed as a percentage of base salary) based on competitive market data and the executive’s position, responsibilities and role. The Annual Incentive Award opportunity was increased for Mr. Cocks in 2024 from 150% to 175% to more closely align with market as part of the planned progression of Mr. Cocks compensation as CEO.

Each eligible named executive officer may earn between 0% and 200% of his or her target annual incentive opportunity based on achieved performance againstpre-set performance goals, with the exception of Mr. Austin who was eligible to earn up to 240% of his target annual incentive opportunity to incent him to drive strong sales performance. For financial metrics, threshold performance results in a 50% of target payout and maximum performance results in a 200% payout, with the exception of the revenue metric for Mr. Austin which had the potential to earn a maximum of 300% to incent stronger sales performance. The final payouts are determined by interpolation and a payout scale that has a slower payout for modest growth with the rate increasing as performance increases. Strategic metric results are determined based onpre-set quantitative performance goals and qualitative factors that may significantly impact performance. Any amounts earned are paid in cash. Individual performance for each NEO, including the CEO, is evaluated by the Committee in determining final payout amounts. Awards can be adjusted down to 0% or up to +35% based on individual performance.

Annual Incentive Performance Metrics

The following shows the performance measures assigned to each of the Named Executive Officers, together with the indicated weight based on the Company’s 2024 operating plan and budget. As part of establishing the 2024 operating plan and budget, management along with the Committee underwent a rigorous goal setting process to ensure the annual incentive performance goals appropriately reflected the impact of key strategic decisions including the divestiture of the eOne Film & TV business, the decision toout-license several toy brands which adversely impacted the Company’s top line revenue and the impact of the forecasted decline in the toy industry. The emphasis on ourout-licensing business was and continues to be a key aspect of our strategy to focus on our profitability by embracing the strengths of our partners, recognizing that these types of activities may have a short-term effect on revenues. This decision toout-license certain brands had a positive impact on our profitability but a negative impact on our revenue.

Note: For the business area to have a payout on the business area component both business area metrics must achieve the minimum threshold.

The Company’s performance goals were set with the objective of achieving strong financial results while continuing with the Company’s transformation to a leading game, IP and toy company, and the business area performance goals were set with the objective of achieving strong profitable revenue growth while focusing on the transformation of the operations and cost-structure of the Company. The Committee believed these performance metrics captured the most important aspects of the top and bottom-line performance and strategy of the Company, the Wizards Business Area, Toys, Games, Licensing & Entertainment (“TGLE”), and the Commercial Business Area. The relative weighting among the performance metrics was aligned with the relative importance of those metrics, in the Committee’s view, to the Company and business area’s performance and the strength of the Company’s business. For TGLE, the focus on returning to profitability was viewed as a key driver in the metrics.

Calculation of 2024 Annual Incentive Payout

The tables below show the calculation of 2024 annual incentive award for each eligible NEO.

Mr. Cocks and Ms. Goetter’s 2024 Calculated Annual Incentive Payout

Company Strategic Metric

The Company Strategic Metric was assessed against a strategic cost-savings metric as part of the operational excellence program.

Note: Percentage Achievement shown againstmid-point of target range (e.g., $225 million).

Mr. Hight’s 2024 Calculated Annual Incentive Payout

Mr. Kilpin’s 2024 Calculated Annual Incentive Payout

Mr. Austin’s 2024 Calculated Annual Incentive Payout

Calculated Annual Incentive Payouts

With respect to the 2024 annual incentive plan payouts, the Committee reviewed the performance of the Company and its business areas against the annual incentive plan target metrics for fiscal year 2024. The Committee reviewed the base incentive awards that would have been received by the NEOs using the Company and business area performance against the target metrics. The Committee then determined how the NEO performed in achieving the individual strategic objectives established at the beginning of the year to determine, what, if any, adjustments should be made to the base incentive award to arrive at the final payout amount for each executive. The Committee can adjust the base incentive award down to 0% or up to +35% of the applicable base incentive award based upon the executive’s performance against individual objectives. After this review, the Committee determined to make individual performance adjustments for Mr. Cocks and Ms. Goetter for the reasons described below.

For Mr. Cocks, the Committee adjusted the calculated payout due to his exceptional performance in developing and revamping the Company’s strategy and guiding the Company through its transformation efforts. The Committee highlighted Mr. Cocks’s leadership and direction resulting in the development and implementation of a robust and comprehensive long-range plan; rolling out a new strategy for the company focused on gaming, IP, and toys, and demonstrating success of the strategy by delivering record results in gaming and licensing and delivering meaningful progress in toys against turnaround goals; leading the Company’s efforts in returning the toy business to profitability; directing investment in a growing pipeline of self-published andco-developed video games; and leading efforts resulting in achievement of adjusted operating margin in excess of 20% and cost-savings significantly ahead of plan.

For Ms. Goetter, Mr. Cocks recommended and the Committee approved the adjustment to her annual incentive due to her significant progress in directing the Company’s turnaround efforts and leadership in overseeing the Company’s refreshed strategy. The Committee recognized Ms. Goetter’s increased scope of responsibility, which included being tasked with the Chief Operating Officer duties; overseeing the transformation of the Company’s business and financial systems; leading the operational excellence program resulting in achievement of adjusted operating margin in excess of 20% and cost-savings significantly ahead of plan; leading the Company’s efforts in returning the toy business to profitability; leading the successful outsourcing of certain administrative functions; developing processes and procedures within the supply chain function; and successfully implementing a budgeting process allowing Hasbro to raise gross cost-savings targets to $1 billion by 2027.

2024 Annual Incentive Payouts

The table below shows each eligible NEO’s final 2024 annual incentive payout.

Long-Term Incentive Compensation

The long-term incentive plan is designed to incentivize our NEOs to achieve critical sustainable long-term shareholder value and align the NEOs with shareholder interests. The Committee is responsible for approving performance goals and related payout levels, setting each NEO’s target long-term incentive opportunity and approving payouts under the performance share units.

Annual Long-Term Incentive Awards

Long-term incentive compensation is provided to our NEOs, in the form of performance share units and time-based restricted stock units.

The Committee approves target annual equity award values for each of the Company’s executive officers and other eligible employees, which are designed to provide a strong link between pay and performance. Targets are expressed as a percentage of each individual’s base salary. In 2024, the Committee working closely with Meridian, performed its annual review of each element of compensation for the CEO and each NEO on an individual basis and in totality as part of an overall compensation review. As a result, the Committee took the following action as it relates to 2024 long-term incentive awards.

The 2024 LTI Award target value for our NEOs were as follows:

Performance Share Units

Performance Share Units (“PSU Awards”) provide the recipient with the potential to earn shares of the Company’s common stock based on the Company’s achievement against financial performance metrics over a three-year performance period. For 2024, the Committee set the performance metric and respective weighting for the PSU Awards issued to our NEOs as cumulative diluted EPS (100%). The Committee selected this performance metric because it is an important driver of long-term sustainable Company performance with respect to effective profitability and balance sheet management. This metric is subject to +/- 25% modifier for the Company’s relative TSR performance against the S&P 500 TSR comparator group. The Committee believed that these performance metrics were key factors in creating long-term shareholder value and appropriately align the interests of our executives with those of our shareholders.

The following table outlines payout at threshold, target and maximum performance. For EPS, performance between threshold and target and target and maximum, the payout is determined by linear interpolation. With respect to the relative TSR modifier, if EPS achieves maximum performance (e.g. 200%) and relative TSR performance is above the 75th percentile, the PSU final payout factor will be 250%. If EPS achieves threshold performance (e.g. 50%) and relative TSR performance is below the 25th percentile, the PSU final payout factor will be 37.5%

FY22-FY24 PSU Award

Each year the Committee reviews the PSU Awards whose performance period ends during such fiscal year to determine whether the applicable performance criteria have been satisfied. In fiscal 2022, the Committee issued a PSU Award for the three-year performance period that included fiscal 2022, 2023 and 2024 (the “FY22-FY24 PSU Award”). The Committee issued awards to Messrs. Cocks and Austin. Ms. Goetter, Mr. Hight and Mr. Kilpin were not employed by the Company at the time the Committee granted the FY22-FY24 PSU Award and therefore did not receive such an award. After the end of the performance period, the Committee reviewed and determined that the FY22-FY24 PSU Award, which was subject to three performance metrics, achieved 17% of target performance.

The following table compares the actual results achieved for the FY22-FY24 PSU against the targeted goals for the three-year performance period.

Note: The target amounts and results have been adjusted to exclude the impact of eOne due to its divestiture in 2023.

The chart below shows the historical Performance Share Unit payouts over the last three years.

Restricted Stock Units

The Company uses restricted stock units as a reward and retention mechanism. The restricted stock units granted as part of our fiscal 2024 annual long-term incentive award to our NEOs, represented approximately 50% of their annual targeted equity award value and vest in three equal installments on the first three anniversaries of the grant date provided the recipient remains employed with the Company through the applicable vesting dates. Pro-rata vesting is provided earlier only in the event of the death, disability, early retirement at age 55 (with at least 10 years of credited service) or retirement at age 65 (with at least 5 years of credited service) of the executive. All other terminations of employment result in forfeiture of the awards.

Dividend Equivalent Units

Beginning with employee stock incentive awards granted in 2022, the payment of cash dividends to shareholders also results in the crediting of dividend equivalent units (“DEUs”) to holders of RSUs and PSUs. The DEUs are credited as additional RSUs or PSUs and settled concurrently with the vesting of associated awards. DEUs are forfeited in the event the underlying RSUs or PSU’s do not vest.

Equity Award Granting Practices

The Committee typically approves annual long-term incentive awards for NEOs and other members of the executive leadership team each February at a regular meeting of the Compensation and Talent Committee (CEO awards are approved by the full Board of Directors). The annual grant date typically takes place within a few weeks before the end of the first quarter.

During fiscal 2024, equity awards generally were granted on regularly scheduled predetermined dates. The Committee does not grant equity awards in anticipation of the release of material

non-public

information and we do not time the release of material

non-public

information based on equity award grant dates. Beginning in 2024 Hasbro ceased granting stock options as an equity vehicle to all employees.

Benefits

The Company’s executive officers participate in certain employee benefit programs provided by the Company that are offered to the Company’s other full-time employees. The executive officers of the Company are eligible for life insurance benefits on the terms applicable to the Company’s other employees. The Company’s executive officers also participate in the same medical and dental benefit plans as are provided to the Company’s other employees.

Company-Sponsored Retirement Plans

The Company provides retirement benefits to employees of the Company’s U.S. operations primarily through the Hasbro, Inc. Retirement Savings Plan (the “401(k) Plan”) and the Supplemental Benefit Retirement Plan (the “Supplemental Plan”). The 401(k) Plan and Supplemental Plan provide for Company matching contributions and an annual Company contribution equal to 2% of aggregate salary and bonus. Executive officers are eligible to participate in the 401(k) Plan and Supplemental Plan on the same basis as all other U.S. Hasbro employees. The Supplemental Plan is intended to provide a competitive benefit for employees whose employer-provided retirement contributions would otherwise be limited. However, the Supplemental Plan is designed only to provide the benefit which the executive would have accrued under the Company’s 401(k) Plan if the Code limits had not applied. It does not further enhance those benefits. The amount of the Company’s contributions to our NEOs under both the 401(k) Plan and Supplemental Plan are included in the “All Other Compensation” column of the Summary Compensation Table.

The Company provides retirement benefits to employees of the Company’s

U

K operations primarily through the Hasbro UK Group Pension Plan. Executive officers are eligible to participate in this plan on the same basis as all other Hasbro UK employees. The plan provides for Company contributions equal to 7.7% of base salary plus employer National Insurance savings. The amount of the Company’s contributions to

UK-based

NEOs is included in the “All Other Compensation” column of the Summary Compensation Table.

Non-Qualified

Deferred Compensation Plan

Executive officers who are employees of the Company’s U.S. operations are also eligible to participate in the Company’s

Non-Qualified

Deferred Compensation Plan (the “Deferred Compensation Plan”), which is available to all the Company’s employees based in the United States at or above selected management levels and whose annual base salary is equal to or greater than $155,000 in 2024. The Deferred Compensation Plan allows participants to defer compensation into various measurement funds, the performance of which determines the return on compensation deferred under the plan. Potential investment choices include a fixed rate option, a choice that tracks the performance of the Company’s Common Stock, and other equity indices. Earnings recorded on compensation deferred by the executive officers do not exceed the returns on the relevant investments earned by other

non-executive

officer employees deferring compensation into the applicable investment vehicles.

Perquisites

The Company offers perquisites that the Committee believes are reasonable yet competitive for attracting, retaining and compensating the Company’s executives. The Company reimburses designated executive officers for the cost of certain tax and financial planning services they obtain from third parties provided that such costs are within the annual limits established by the Company. The 2024 annual limit on these costs for Mr. Cocks was $25,000, and $5,000 for each of the other NEOs. In connection with Mr. Cocks’s employment agreement, the Company pays a stipend of $125,000 per year to contribute to covering travel expenses incurred by Mr. Cocks or members of his family. This stipend replaces the reimbursement mechanism for these types of travel expenses included in his prior

employment agreement. In connection with their relocation, each Ms. Goetter and Mr. Kilpin is eligible to receive up to $100,000 for family travel expenses in 2024. Mr. Hight is eligible for up to $50,000 in family travel expense reimbursement within the initial 12 months of employment. The cost to the Company for these perquisites is included in the “All Other Compensation” column of the Summary Compensation Table.

Severance and Change in Control Benefits

A discussion of the severance and change in control benefits that may be payable to the NEOs in certain situations, as well as the plans under which those benefits are payable, can be found below under the heading “Potential Payments Upon Termination or Change in Control.”