Scotts Miracle-Gro (SMG) director granted 68 dividend equivalent rights

Rhea-AI Filing Summary

Scotts Miracle-Gro director Roberto Candelino reported an equity-related award. On March 6, 2026, he acquired 68 dividend equivalent rights at a price of $0.0000 per right, bringing his holdings in these instruments to 218 rights.

The footnote explains that these dividend equivalent rights accrue on DSU or RSU grants and become exercisable in step with the underlying DSUs or RSUs. Each right is described as the economic equivalent of one common share of Scotts Miracle-Gro, aligning the director’s compensation with shareholder outcomes.

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^*

Candelino Roberto

(Last) (First) (Middle)

C/O THE SCOTTS MIRACLE-GRO COMPANY

14111 SCOTTSLAWN ROAD

(Street)

MARYSVILLE OH 43041

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SCOTTS MIRACLE-GRO CO [ SMG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

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

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
Dividend Equivalent Rights	(1)	03/06/2026		A		68		(1)	(1)	Common Shares	68	(1)	218	D

Explanation of Responses:

1. The dividend equivalent rights accrued on DSU or RSU grants and become exercisable proportionately with the DSUs or RSUs to which they relate. Each dividend equivalent right is the economic equivalent of one common share of the Issuer.

Remarks:

	/s/ Kathy L. Uttley as attorney-in-fact for Roberto Candelino	03/09/2026
	** 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 transaction did SMG director Roberto Candelino report?

Roberto Candelino reported receiving 68 dividend equivalent rights tied to DSU or RSU grants. These rights were granted at $0.0000 per right and increase his total holdings in such instruments to 218, aligning part of his compensation with Scotts Miracle-Gro common share performance.

What are dividend equivalent rights in the SMG insider filing?

Dividend equivalent rights in this filing are instruments that accrue on DSU or RSU grants and mirror dividends on common shares. Each right is the economic equivalent of one Scotts Miracle-Gro common share and becomes exercisable proportionately with the related DSUs or RSUs over time.

How many dividend equivalent rights does the SMG director now hold?

After the March 6, 2026 award, the director’s total reported holdings of dividend equivalent rights increased to 218. This reflects the newly acquired 68 rights added to his prior balance, all economically tied to Scotts Miracle-Gro common shares through related DSU or RSU grants.

Did Roberto Candelino buy or sell SMG shares in this transaction?

The reported activity was an acquisition through a grant, not a market trade. Candelino received 68 dividend equivalent rights at a stated price of $0.0000, connected to DSU or RSU awards, rather than buying or selling Scotts Miracle-Gro common shares directly on the open market.

How do the dividend equivalent rights affect SMG director compensation?

These rights tie a portion of the director’s compensation to Scotts Miracle-Gro’s share performance and dividends. Because each right is the economic equivalent of one common share and vests with DSUs or RSUs, they help align the director’s economic interests with long-term shareholder value creation.