Home Depot (HD) EVP earns performance shares, withholds stock for taxes

Rhea-AI Filing Summary

Home Depot executive Stephanie Smith reported equity award activity in the company’s common stock. She acquired 895 shares on February 26, 2026 as a grant described as performance shares earned upon vesting of the fiscal 2023–2025 performance share award. On the same date, 273 shares were disposed of to satisfy tax withholding obligations, based on a transaction price of $375.09 per share. After these transactions, she directly owned 5,675.8266 Home Depot common shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider SMITH STEPHANIE

Role EVP - Human Resources

Type	Security	Shares	Price	Value
Grant/Award	$.05 Common Stock	895	$0.00	--
Tax Withholding	$.05 Common Stock	273	$375.09	$102K

Holdings After Transaction: $.05 Common Stock — 5,948.827 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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
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^*

SMITH STEPHANIE

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP - Human Resources

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		895(1)	A	$0	5,948.8266	D
$.05 Common Stock	02/26/2026		F		273	D	$375.09	5,675.8266	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 Stephanie Smith	03/02/2026
	** 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 insider transactions did Home Depot (HD) executive Stephanie Smith report?

Stephanie Smith reported one acquisition and one disposition of Home Depot common stock. She received 895 performance shares upon vesting of a 2023–2025 award and had 273 shares withheld to cover tax obligations related to this equity compensation event.

Was the Home Depot (HD) insider transaction an open-market buy or sell?

The transactions were not open-market trades. Shares were acquired as a performance-based equity award, and shares were disposed of solely to satisfy tax withholding obligations, rather than being sold on the open market for investment or portfolio management purposes.

How many Home Depot (HD) shares does Stephanie Smith own after these transactions?

After the reported transactions, Stephanie Smith directly owns 5,675.8266 Home Depot common shares. This figure reflects the net result of the performance share award acquisition and the shares withheld to cover tax liabilities associated with that vesting event.

What was the nature of the performance shares granted to the Home Depot (HD) executive?

The 895 shares reflect performance shares earned upon vesting of a fiscal 2023–2025 performance share award. This means the executive met specified performance conditions over that period, leading to the issuance of these Home Depot common shares as compensation.

At what price were Home Depot (HD) shares used for tax withholding valued?

The 273 Home Depot shares disposed of for tax withholding were valued at $375.09 per share. This price was used to calculate the number of shares needed to satisfy the tax liability arising from the vesting of the performance share award.