Home Depot director receives deferred stock awards

HOME DEPOT, INC. director Gregory D. Brenneman reported compensation-related equity awards rather than open-market trades.

Rhea-AI Filing Summary

HOME DEPOT, INC. director Gregory D. Brenneman reported compensation-related equity awards rather than open-market trades. He received 446.1728 Deferred Stock Units and 796 Deferred Shares, each convertible into an equal number of common shares.

The Deferred Shares were granted under The Home Depot, Inc. Omnibus Stock Incentive Plan and vest on the date of the next annual shareholders meeting, then convert one-for-one into common stock upon certain events such as termination of board service, death, retirement, disability, or a change in control. The Deferred Stock Units also convert one-for-one into common stock following termination of service under the NonEmployee Directors' Deferred Stock Compensation Plan. After these awards, he holds 42,463.2167 Deferred Stock Units and 109,552.5692 Deferred Shares directly.

Insider Trade Summary

Grant/Award: 1,242.1728 shares

Grant/Award 2 txns

Insider BRENNEMAN GREGORY D

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Shares	796	$0.00	$0.00
Grant/Award	Deferred Stock Units	446.1728	$313.78	$140K

Holdings After Transaction: Deferred Shares — 109,552.5692 contracts (Direct); Deferred Stock Units — 42,463.2167 contracts (Direct)

Footnotes (2)

1. F1. The Deferred Shares were granted under The Home Depot, Inc. Omnibus Stock Incentive Plan, as amended and restated May 19, 2022, and convert to shares of Common Stock on a one-for-one basis upon the earliest of (i) the first anniversary of the director's termination of service as a Board member, (ii) the date of the director's death, retirement or disability, or (iii) the date of a change in control of the Company. Vesting of shares occurs on the date of the next annual shareholders meeting.
2. F2. The Deferred Stock Units convert to shares of Common Stock on a one-for-one basis following a termination of service as described in The Home Depot, Inc. NonEmployee Directors' Deferred Stock Compensation Plan.

Key Figures

Deferred Stock Units granted: 446.1728 units Deferred Shares granted: 796 shares Price reference for DSUs: $313.78 per unit +3 more

6 metrics

Deferred Stock Units granted 446.1728 units Grant to director on May 21, 2026

Deferred Shares granted 796 shares Grant to director on May 21, 2026

Price reference for DSUs $313.78 per unit Transaction price per Deferred Stock Unit

Deferred Stock Units held after grant 42,463.2167 units Director’s DSU balance following transaction

Deferred Shares held after grant 109,552.5692 shares Director’s Deferred Shares balance following transaction

Conversion ratio 1:1 to common stock Applies to Deferred Shares and Deferred Stock Units

Key Terms

Deferred Stock Units, Deferred Shares, Omnibus Stock Incentive Plan, NonEmployee Directors' Deferred Stock Compensation Plan, +1 more

5 terms

Deferred Stock Units financial

"The Deferred Stock Units convert to shares of Common Stock on a one-for-one basis"

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

Deferred Shares financial

"The Deferred Shares were granted under The Home Depot, Inc. Omnibus Stock Incentive Plan"

Deferred shares are a class of stock whose economic benefits or certain shareholder rights are delayed or paid later than ordinary shares—for example, dividends may be paid only after other shareholders receive theirs, or voting or redemption rights may be postponed. For investors, that timing difference matters because deferred shares typically offer lower near-term income and different risk, affecting expected returns, priority in payouts, and the share’s market value; think of them like a delayed paycheck compared with a regular salary.

Omnibus Stock Incentive Plan financial

"granted under The Home Depot, Inc. Omnibus Stock Incentive Plan, as amended and restated May 19, 2022"

NonEmployee Directors' Deferred Stock Compensation Plan financial

"described in The Home Depot, Inc. NonEmployee Directors' Deferred Stock Compensation Plan"

change in control financial

"or (iii) the date of a change in control of the Company"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did HD director Gregory Brenneman report in this Form 4?

Gregory D. Brenneman reported receiving equity awards as a director of Home Depot. He acquired 446.1728 Deferred Stock Units and 796 Deferred Shares, both tied to common stock, as part of board compensation rather than through open-market purchases or sales.

Are the HD Form 4 transactions open-market buys or sells?

The reported HD transactions are not open-market buys or sells. They are compensation-related awards of Deferred Stock Units and Deferred Shares granted to director Gregory D. Brenneman under company plans, with no purchase or sale activity in the market disclosed here.

How many deferred stock instruments does Gregory Brenneman now hold at Home Depot (HD)?

Following these awards, Gregory D. Brenneman holds 42,463.2167 Deferred Stock Units and 109,552.5692 Deferred Shares directly. Each unit and share is linked to Home Depot common stock on a one-for-one basis under the company’s director compensation and incentive plans.

When do the Deferred Shares reported for HD convert into common stock?

The Deferred Shares convert into Home Depot common stock one-for-one upon the earliest of the director’s first anniversary after leaving the board, death, retirement, disability, or a company change in control. Vesting of these shares occurs on the date of the next annual shareholders meeting.

What are Deferred Stock Units in this Home Depot (HD) filing?

The Deferred Stock Units are director compensation instruments that convert into Home Depot common stock on a one-for-one basis. Conversion occurs after the director’s termination of service, as described in The Home Depot, Inc. NonEmployee Directors' Deferred Stock Compensation Plan.

Under which plan were the Home Depot (HD) Deferred Shares granted?

The Deferred Shares were granted under The Home Depot, Inc. Omnibus Stock Incentive Plan, as amended and restated May 19, 2022. This plan governs the grant, vesting at the next annual shareholders meeting, and subsequent one-for-one conversion into common stock upon specified service-related events.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 05/26/2026 - 04:25 PM EDT Learn about SEC filing dates

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^*

BRENNEMAN GREGORY D

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Deferred Shares	(1)	05/21/2026		A		796		(1)	(1)	common stock	796	$0	109,552.5692	D
Deferred Stock Units	(2)	05/21/2026		A		446.1728		(2)	(2)	common stock	446.1728	$313.78	42,463.2167	D

Explanation of Responses:

1. The Deferred Shares were granted under The Home Depot, Inc. Omnibus Stock Incentive Plan, as amended and restated May 19, 2022, and convert to shares of Common Stock on a one-for-one basis upon the earliest of (i) the first anniversary of the director's termination of service as a Board member, (ii) the date of the director's death, retirement or disability, or (iii) the date of a change in control of the Company. Vesting of shares occurs on the date of the next annual shareholders meeting.

2. The Deferred Stock Units convert to shares of Common Stock on a one-for-one basis following a termination of service as described in The Home Depot, Inc. NonEmployee Directors' Deferred Stock Compensation Plan.

Remarks:

	/s/ Stephanie Bignon, Attorney-in-Fact for Gregory D. Brenneman	05/26/2026
	** 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.
* Form 4: SEC 1474 (03-26)