HD: Edward Decker Exercises Options at $130.22 and Sells Shares Near $397

Rhea-AI Filing Summary

Edward P. Decker, Chair, President and CEO of Home Depot, Inc. (HD), reported insider transactions dated 08/21/2025. He exercised 32,897 employee stock options with an exercise price of $130.22 per share, resulting in the acquisition of 32,897 common shares. On the same date he sold 12,838 shares at a weighted-average price of $396.85 and 20,059 shares at a weighted-average price of $397.45. After these transactions he beneficially owned 122,424.5439 shares directly. The Form 4 was signed on 08/22/2025 by an attorney-in-fact for Mr. Decker. The filing notes the option grant had fully vested and that sale prices were reported as weighted averages across multiple trades.

Positive

• Timely and detailed disclosure of option exercise and subsequent sales, including weighted-average sale prices and an explicit note that options were fully vested
• Compliance with Section 16 reporting: Form 4 was filed and signed by an attorney-in-fact, indicating procedural adherence

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine exercise of vested options followed by market sales by CEO; net increase in issued shares offset by sizable disposals.

The filing shows a common pattern where an executive exercises vested options at a low exercise price ($130.22) and sells a portion of the resulting shares at prevailing market prices (weighted averages near $397). The transactions reduced Mr. Decker's direct holdings from 155,321.5439 to 122,424.5439 shares. This is consistent with liquidity actions post-exercise rather than an isolated large-scale divestiture. No change in indirect holdings or pledges is reported. From a market-impact perspective the trades are disclosed promptly and within Section 16 reporting norms, indicating compliance but not necessarily a change in company fundamentals.

Corporate Governance Expert

TL;DR: Insider exercised fully vested options and executed market sales; disclosure is complete and shows no unusual governance events.

The Form 4 identifies Mr. Decker as both director and CEO and documents standard option exercise and subsequent sales. The filing explicitly states the options were fully vested and exercisable and provides weighted-average pricing ranges for the disposals. There are no indications of equity pledge, related-party transfers, or transactions under a Rule 10b5-1 plan disclosed. For governance review, this filing reflects routine insider monetization with appropriate SEC disclosure.

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

OMB APPROVAL

OMB Number:			3235-0287
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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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Decker Edward P.

(Last) (First) (Middle)

2455 PACES FERRY RD

(Street)

ATLANTA GA 30339

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HOME DEPOT, INC. [ HD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chair, President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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
$.05 Common Stock	08/21/2025		M		32,897	A	$130.22	155,321.5439	D
$.05 Common Stock	08/21/2025		S		12,838	D	$396.85(1)	142,483.5439	D
$.05 Common Stock	08/21/2025		S		20,059	D	$397.45(2)	122,424.5439	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
Employee Stock Options	$130.22	08/21/2025		M			32,897	(3)	03/22/2026	$.05 Common Stock	32,897	$0	0	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $396.22 to $397.21, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $397.24 to $397.70, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

3. The options have vested in their entirety and are fully exercisable.

Remarks:

	/s/ Stephanie Bignon, Attorney-in-Fact for Edward P. Decker	08/22/2025
	** 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.

FAQ

What transactions did Edward P. Decker report on Form 4 for HD?

He reported exercising 32,897 employee stock options at an exercise price of $130.22 and selling 12,838 shares at a weighted-average of $396.85 and 20,059 shares at a weighted-average of $397.45 on 08/21/2025.

How many Home Depot shares does Edward P. Decker beneficially own after the reported transactions?

Following the transactions he beneficially owned 122,424.5439 shares directly.

Were the exercised options vested at the time of exercise?

Yes. The filing states the options had vested in their entirety and were fully exercisable.

Does the Form 4 indicate sales were executed at single prices or ranges?

The filing discloses the sale prices as weighted averages and provides the ranges for the multiple transactions that comprise those averages.

What role does Edward P. Decker hold at Home Depot per the filing?

The filing lists him as Chair, President and CEO and as a Director of Home Depot.