Scotts Miracle-Gro director granted 179 rights

SMG director Brian E. Sandoval received additional dividend equivalent rights tied to prior DSU or RSU grants, increasing his directly held rights position.

Available on EDGAR 09/09/2026 - 08:35 AM EDT Accepted by SEC EDGAR 09/09/2026 - 08:35 AM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

SCOTTS MIRACLE-GRO CO (SMG) director Brian E. Sandoval reported an acquisition of 179 Dividend Equivalent Rights on September 4, 2026. These rights accrued on existing DSU or RSU grants and are each economically equivalent to one common share of SMG. Following this award, he holds 1,143 Dividend Equivalent Rights directly. No Rule 10b5-1 trading plan is reported in connection with this transaction.

Insider Trade Summary

Grant/Award: 179 shares

Grant/Award 1 txn

Insider Sandoval Brian E

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Dividend Equivalent Rights F1	179	--	--

Holdings After Transaction: Dividend Equivalent Rights — 1,143 contracts (Direct)

Holdings Before and After: Dividend Equivalent Rights, 964 to 1,143 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.

Key Figures

Dividend Equivalent Rights acquired: 179 rights Dividend Equivalent Rights held after transaction: 1,143 rights Underlying common shares per right: 1 common share equivalent per right +1 more

4 metrics

Dividend Equivalent Rights acquired 179 rights Grant/award acquisition on September 4, 2026

Dividend Equivalent Rights held after transaction 1,143 rights Total Dividend Equivalent Rights directly held by Brian E. Sandoval after the September 4, 2026 award

Underlying common shares per right 1 common share equivalent per right Each dividend equivalent right is the economic equivalent of one common share of the issuer

Number of derivative transactions reported 1 transaction Single derivative-type acquisition reported in this Form 4

Key Terms

Dividend Equivalent Rights, Deferred Stock Units, Restricted Stock Units, economic equivalent

4 terms

Dividend Equivalent Rights financial

"The dividend equivalent rights accrued on DSU or RSU grants"

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

Deferred Stock Units financial

"The dividend equivalent rights accrued on DSU or RSU grants"

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.

Restricted Stock Units financial

"The dividend equivalent rights accrued on DSU or RSU grants"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

economic equivalent financial

"Each dividend equivalent right is the economic equivalent of one common share"

FAQ

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

What insider transaction did SMG director Brian E. Sandoval report?

He reported an acquisition of 179 Dividend Equivalent Rights on September 4, 2026, as a grant or award related to prior DSU or RSU grants, each economically equivalent to one common share of SCOTTS MIRACLE-GRO CO.

How many Dividend Equivalent Rights does Brian E. Sandoval hold after this SMG Form 4?

After the September 4, 2026 transaction, Brian E. Sandoval directly holds 1,143 Dividend Equivalent Rights, according to the reported total shares following the transaction.

What are Dividend Equivalent Rights in the SMG Form 4 filing?

The filing states that the Dividend Equivalent Rights accrued on DSU or RSU grants and become exercisable proportionately with those DSUs or RSUs. Each dividend equivalent right is the economic equivalent of one common share of SCOTTS MIRACLE-GRO CO.

Was the SMG insider transaction made under a Rule 10b5-1 trading plan?

No. The filing indicates the Rule 10b5-1 checkbox is not affirmed, so no Rule 10b5-1 trading plan is reported for this acquisition of Dividend Equivalent Rights.

Does the SMG Form 4 involve common shares or derivative securities?

The reported transaction involves Dividend Equivalent Rights, which are derivative securities. Each right is described as economically equivalent to one SMG common share and is linked to existing DSU or RSU grants.

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

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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^*

Sandoval Brian E

(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)
09/04/2026

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
Dividend Equivalent Rights	(1)	09/04/2026		A		179		(1)	(1)	Common Shares	179	(1)	1,143	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 Brian E. Sandoval	09/09/2026
	** 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.
* Form 4: SEC 1474 (03-26)