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Home Depot EVP reports phantom stock unit change

HOME DEPOT, INC. executive Michael F. Rowe reported an administrative change involving phantom stock units linked to the company’s common stock.

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

HOME DEPOT, INC. executive Michael F. Rowe reported an administrative change involving phantom stock units linked to the company’s common stock. On May 28, 2026, a total of 714.1204 phantom stock units were adjusted, leaving him with 0 units of this derivative holding.

The phantom stock units represented interests in a unitized stock fund made up of Home Depot stock and cash. According to the disclosure, these units were subject to non-discretionary liquidation when Rowe separated from service with a Canadian affiliate, making this a mechanistic plan event rather than a market trade.

Positive

  • None.

Negative

  • None.
Insider Rowe Michael F.
Role EVP, Pro
Type Security Shares Price Value
Other Phantom Stock Units 714.1204 $0.00 $0.00
Holdings After Transaction: Phantom Stock Units — 0 contracts (Direct)
Footnotes (2)
  1. F1. The number of phantom stock units the reporting person was deemed to own could change due to differences in the percentages of cash and stock in the unitized fund on any given date.
  2. F2. The phantom stock units, which represented interests in a unitized issuer stock fund comprised of stock and cash, were subject to non-discretionary liquidation upon the reporting person's separation from service from a Canadian affiliate of the issuer.
Phantom stock units transacted 714.1204 units Code J transaction on May 28, 2026
Price per phantom unit $0.0000 Reported transaction price per unit
Phantom units after transaction 0.0000 units Total phantom stock units following transaction
Underlying common shares 714.1204 shares Underlying $.05 common stock represented by units
Phantom Stock Units financial
"The number of phantom stock units the reporting person was deemed to own could change..."
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
unitized issuer stock fund financial
"which represented interests in a unitized issuer stock fund comprised of stock and cash..."
non-discretionary liquidation financial
"were subject to non-discretionary liquidation upon the reporting person's separation from service..."

FAQ

What insider transaction did Home Depot (HD) EVP Michael F. Rowe report?
Michael F. Rowe reported an administrative transaction involving 714.1204 phantom stock units. These units, tied to a Home Depot stock and cash fund, were adjusted in connection with his separation from a Canadian affiliate, resulting in zero phantom stock units remaining.

How many Home Depot (HD) phantom stock units were affected in Michael Rowe’s Form 4?
The Form 4 shows that 714.1204 phantom stock units were involved in the transaction. These units represented interests in a unitized issuer stock fund, and following the event, Rowe’s balance in this phantom stock unit position was reduced to 0 units.

Was Michael Rowe’s Form 4 for Home Depot (HD) a buy or sell of common stock?
The filing does not report a traditional buy or sell of common stock. Instead, it records an “other” transaction (code J) involving phantom stock units tied to Home Depot stock, driven by plan rules upon his separation from a Canadian affiliate.

What are the phantom stock units referenced in Home Depot (HD) EVP Michael Rowe’s filing?
The phantom stock units represented interests in a unitized issuer stock fund consisting of Home Depot stock and cash. Their value could change based on the mix of cash and stock in the fund on any given date, as described in the footnotes.

Why were Michael Rowe’s Home Depot (HD) phantom stock units liquidated?
The filing states the phantom stock units were subject to non-discretionary liquidation upon Rowe’s separation from service with a Canadian affiliate. This means the plan’s terms, not Rowe’s trading decisions, required the units to be liquidated at that time.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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
Estimated average burden
hours per response:0.5
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*
Rowe Michael F.
(Last)(First)(Middle)
2455 PACES FERRY RD., SE
(Street)
ATLANTA GEORGIA 30339
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
HOME DEPOT, INC. [ HD ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Pro
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/28/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units(1)05/28/2026J(2)714.1204 (2) (2)$.05 Common Stock714.1204(1)(1)0D
Explanation of Responses:
1. The number of phantom stock units the reporting person was deemed to own could change due to differences in the percentages of cash and stock in the unitized fund on any given date.
2. The phantom stock units, which represented interests in a unitized issuer stock fund comprised of stock and cash, were subject to non-discretionary liquidation upon the reporting person's separation from service from a Canadian affiliate of the issuer.
Remarks:
/s/ Stephanie Bignon, Attorney-in-Fact for Michael F. Rowe05/29/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR