Home Depot (HD) CEO gets 13,992-share award, withholds stock for taxes

Rhea-AI Filing Summary

Home Depot, Inc. director and Chair, President and CEO Edward P. Decker reported a mix of equity award and tax-related share dispositions in $.05 common stock. He acquired 13,992 shares at no cost as a grant, reflecting performance shares earned from the Fiscal 2023–2025 award. He then disposed of 6,233 shares and 3,973 shares at $375.09 per share in tax-withholding transactions used to pay the exercise price or tax liabilities, rather than open-market sales. After these transactions, he directly owned 126,245.5584 shares of Home Depot common stock.

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

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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., SE

(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)
02/26/2026

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	02/26/2026		A		13,992(1)	A	$0	136,451.5584	D
$.05 Common Stock	02/26/2026		F		6,233	D	$375.09	130,218.5584	D
$.05 Common Stock	02/26/2026		F		3,973	D	$375.09	126,245.5584	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

Explanation of Responses:

1. Reflects performance shares earned upon vesting of the Fiscal 2023-2025 performance share award.

Remarks:

	/s/ Stephanie Bignon, Attorney-in-Fact for Edward P. Decker	03/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Home Depot (HD) CEO Edward Decker report in this Form 4 filing?

Edward Decker reported a grant of 13,992 shares of Home Depot $.05 common stock and two tax-withholding dispositions totaling 10,206 shares, all dated February 26, 2026. These transactions adjusted his direct equity holdings as part of his compensation.

How many Home Depot (HD) shares was the CEO awarded in this transaction?

He was awarded 13,992 shares of $.05 common stock at a price of $0.00 per share. According to the footnote, these shares reflect performance shares earned upon vesting of the Fiscal 2023–2025 performance share award, representing incentive compensation rather than a market purchase.

What are the details of the tax-withholding dispositions in the Home Depot (HD) Form 4?

Two dispositions occurred under transaction code F, which covers tax or exercise price payments. Decker delivered 6,233 shares and 3,973 shares of $.05 common stock at $375.09 per share to satisfy obligations, instead of selling shares in the open market for discretionary reasons.

How many Home Depot (HD) shares does Edward Decker own after these Form 4 transactions?

Following the grant and tax-withholding dispositions, Edward Decker directly owns 126,245.5584 shares of Home Depot $.05 common stock. This figure reflects his updated direct ownership position as reported in the filing after all February 26, 2026 transactions.

Were any of the Home Depot (HD) CEO’s Form 4 transactions classified as open-market buys or sells?

No transactions were classified as open-market buys or sells. The filing shows one grant or award acquisition at no cost and two tax-withholding dispositions under code F, which are used to cover tax or exercise price obligations rather than discretionary trading activity.