Director at Scotts Miracle-Gro (SMG) gets $7,188 stock retainer

Rhea-AI Filing Summary

Johnson Stephen L reported acquisition or exercise transactions in this Form 4 filing.

Scotts Miracle-Gro director Stephen L. Johnson received a stock-based retainer grant valued at $7,188. He was awarded 112 Common Shares on the form’s reported date at a reference price of $61.01 per share, issued as Deferred Stock Units in lieu of a cash retainer. Following this grant, Johnson directly holds 31,239 Common Shares, so the award represents a small addition to his existing ownership and reflects routine director compensation rather than an open-market purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Johnson Stephen L

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	112	$61.01	$7K

Holdings After Transaction: Common Shares — 31,239 shares (Direct)

Footnotes (1)

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Key Figures

Shares granted: 112 Common Shares Grant reference price: $61.01 per share Retainer value: $7,188 +1 more

4 metrics

Shares granted 112 Common Shares Deferred Stock Units granted as director retainer

Grant reference price $61.01 per share Reporting price for the 112-share award

Retainer value $7,188 Director retainer paid in Deferred Stock Units

Shares held after grant 31,239 Common Shares Director’s direct ownership following the transaction

Key Terms

Deferred Stock Units, retainer, grant/award acquisition, Common Shares

4 terms

Deferred Stock Units financial

"The Deferred Stock Units were issued to the reporting person in lieu of retainer"

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.

retainer financial

"in lieu of retainer in the amount of $7,188"

grant/award acquisition financial

"transaction_action": "grant/award acquisition""

Common Shares financial

""security_title": "Common Shares""

Common shares are the basic units of ownership in a company that give holders a claim on profits and a right to vote on key matters, like electing the board. Think of them as membership cards in a club: they let you share in successes and losses, but in a bankruptcy or liquidation they are paid after creditors and preferred shareholders, so their value can swing more and matters for assessing risk and potential return.

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^*

Johnson Stephen L

(Last) (First) (Middle)

C/O THE SCOTTS MIRACLE-GRO COMPANY

14111 SCOTTSLAWN ROAD

(Street)

MARYSVILLE OHIO 43041

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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
Common Shares	04/01/2026		A		112	A	$61.01(1)	31,239	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. The Deferred Stock Units were issued to the reporting person in lieu of retainer in the amount of $7,188.

Remarks:

	/s/ Kathy L. Uttley as attorney-in-fact for Stephen L. Johnson	04/03/2026
	** 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)

FAQ

What did Stephen L. Johnson report in this Form 4 for SMG?

Stephen L. Johnson reported receiving 112 Common Shares of Scotts Miracle-Gro as a Deferred Stock Unit grant. The award was issued in lieu of a $7,188 retainer, reflecting routine director compensation rather than an open-market stock purchase.

How many Scotts Miracle-Gro shares does Stephen L. Johnson hold after this grant?

After the grant, Stephen L. Johnson directly holds 31,239 Common Shares of Scotts Miracle-Gro. The additional 112 shares from the Deferred Stock Unit award are a relatively small increase compared with his existing position, indicating a routine compensation-related transaction.

What was the value of the stock retainer granted to the SMG director?

The Deferred Stock Units were issued in lieu of a cash retainer of $7,188. This amount represents the director’s retainer compensation, paid in stock rather than cash, aligning director pay with the company’s share performance over time.

At what price per share was the SMG stock grant reported?

The Form 4 reports the 112 Common Shares at a reference price of $61.01 per share. This price is used for reporting purposes to calculate the grant’s value but does not indicate an open-market trade executed by the director.

Is this SMG Form 4 a stock purchase or a compensation grant?

This Form 4 reflects a compensation grant, not a market purchase. The 112 Common Shares were awarded as Deferred Stock Units in lieu of a $7,188 director retainer, categorized as a grant, award, or other acquisition, rather than an open-market buy transaction.