Director at Scotts Miracle-Gro (NYSE: SMG) gains 64 dividend rights

Rhea-AI Filing Summary

Miaritis Nick reported acquisition or exercise transactions in this Form 4 filing.

Scotts Miracle-Gro director Nick Miaritis reported an equity-related award rather than an open-market trade. He received 64 dividend equivalent rights on March 6, 2026, at a price of $0.00 per right, bringing his directly held dividend equivalent rights to 194.

The filing explains these dividend equivalent rights accrue on deferred or restricted stock units and become exercisable in step with those underlying awards. Each right is described as economically equivalent to one common share of Scotts Miracle-Gro, aligning the director’s compensation more closely with shareholder returns.

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^*

Miaritis Nick

(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		64		(1)	(1)	Common Shares	64	(1)	194	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 Nick Miaritis	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.
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FAQ

What did Scotts Miracle-Gro (SMG) director Nick Miaritis report in this Form 4?

Nick Miaritis reported an award of 64 dividend equivalent rights, not a market purchase or sale. The rights were granted at $0.00 per right and increase his directly held dividend equivalent rights to 194, tied to existing deferred or restricted stock unit awards.

What are dividend equivalent rights in Scotts Miracle-Gro’s (SMG) Form 4?

Dividend equivalent rights are equity-linked awards that accrue on deferred or restricted stock units. According to the filing, each right is economically equivalent to one common share of Scotts Miracle-Gro and becomes exercisable proportionately as the related DSUs or RSUs vest and become exercisable.

Did the Scotts Miracle-Gro (SMG) director buy or sell common shares in this transaction?

No, the director did not buy or sell common shares in the market. The Form 4 reports a grant of 64 dividend equivalent rights at no cost, linked to existing equity awards, which are economically tied to common shares but are not themselves an open-market stock trade.

How many dividend equivalent rights does the Scotts Miracle-Gro (SMG) director hold after this award?

After the reported grant, the director directly holds 194 dividend equivalent rights. These rights accumulate on his existing deferred or restricted stock unit grants and track the economic value of Scotts Miracle-Gro common shares as those underlying awards vest over time, according to the filing.

How do the dividend equivalent rights affect Scotts Miracle-Gro (SMG) director compensation?

The dividend equivalent rights align the director’s compensation with shareholder outcomes by mirroring common share economics. Each right is described as the economic equivalent of one common share and vests proportionately with related DSU or RSU awards, reinforcing long-term, equity-based incentives instead of immediate cash compensation.