Scotts Miracle-Gro director reports dividend-equivalent rights grant

Scotts Miracle-Gro director reports dividend-equivalent award A director of Scotts Miracle-Gro Co. reported a routine equity-related transaction involving derivative securities.

Accepted by SEC EDGAR 12/08/2025 - 02:54 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Scotts Miracle-Gro director reports dividend-equivalent award

A director of Scotts Miracle-Gro Co. reported a routine equity-related transaction involving derivative securities. On 12/05/2025, the reporting person acquired 187 dividend equivalent rights, recorded as an "A" (acquired) transaction. These rights are tied to existing deferred stock unit (DSU) or restricted stock unit (RSU) grants and become exercisable proportionately with the underlying DSUs or RSUs.

Each dividend equivalent right is described as the economic equivalent of one common share of Scotts Miracle-Gro. Following this transaction, the reporting person beneficially owned 1,210 derivative securities on a direct basis, reflecting ongoing participation in the company’s equity-based compensation programs rather than a change in control or role.

Insider Trade Summary

Grant/Award: 187 shares

Grant/Award 1 txn

Insider Shumlin Peter E

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Dividend Equivalent Rights	187	$0.00	$0.00

Holdings After Transaction: Dividend Equivalent Rights — 1,210 contracts (Direct)

Holdings Before and After: Dividend Equivalent Rights, 1,023 to 1,210 contracts (Direct)

Footnotes (1)

1. F1. 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.

FAQ

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What insider transaction did Scotts Miracle-Gro (SMG) report in this Form 4?

A director of Scotts Miracle-Gro Co. reported acquiring 187 dividend equivalent rights on 12/05/2025, linked to existing DSU or RSU grants.

What are the dividend equivalent rights reported for Scotts Miracle-Gro (SMG)?

The filing states that each dividend equivalent right is the economic equivalent of one common share of Scotts Miracle-Gro and accrues on DSU or RSU grants.

How many derivative securities does the Scotts Miracle-Gro (SMG) director own after this transaction?

After acquiring the 187 dividend equivalent rights, the reporting person beneficially owned 1,210 derivative securities directly.

When did the Scotts Miracle-Gro (SMG) dividend equivalent rights transaction occur?

The reported transaction date for the dividend equivalent rights acquisition is 12/05/2025.

How do the dividend equivalent rights become exercisable at Scotts Miracle-Gro (SMG)?

According to the explanation, the dividend equivalent rights accrue on DSU or RSU grants and become exercisable proportionately with the DSUs or RSUs to which they relate.

What is the reporting person’s relationship to Scotts Miracle-Gro (SMG)?

The reporting person is identified as a Director of Scotts Miracle-Gro Co. and files individually on this Form 4.

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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^*

Shumlin Peter E

(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)
12/05/2025

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)	12/05/2025		A		187		(1)	(1)	Common Shares	187	(1)	1,210	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 Peter E. Shumlin	12/08/2025
	** 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.