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Scotts Miracle-Gro (SMG) CEO receives 29K-share equity grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SCOTTS MIRACLE-GRO CO President and CEO Nathan Eric Baxter reported equity compensation and ownership updates. On 2026-07-01, he received a grant of 29,168 Common Shares at $0.0000 per share as a “grant, award, or other acquisition,” bringing his direct holdings to 90,377.1778 Common Shares.

A prior 2026-06-30 entry labeled as “other acquisition or disposition” covered 95.383 Common Shares at $52.4200, after which direct holdings were 61,209.1778 Common Shares. He also reports an indirect interest in 36,993.0000 Common Shares held through Hagedorn Partnership, L.P., reflecting his proportionate and family pecuniary interests.

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Insider Baxter Nathan Eric
Role President and CEO
Type Security Shares Price Value
Grant/Award Common Shares 29,168 $0.00 --
holding Common Shares -- -- --
Other Common Shares 95.383 $52.42 $5K
Holdings After Transaction: Common Shares — 90,377.178 shares (Direct, null); Common Shares — 36,993 shares (Indirect, HPLP)
Footnotes (1)
  1. [object Object]
Equity grant 29,168.0000 Common Shares Grant, award, or other acquisition on July 1, 2026
Grant price $0.0000 per share Price for 29,168-share Common Shares award
Direct holdings after grant 90,377.1778 Common Shares Direct ownership after July 1, 2026 award
Other transaction size 95.3830 Common Shares Other acquisition or disposition on June 30, 2026
Other transaction price $52.4200 per share Price for 95.3830-share transaction
Direct holdings after other transaction 61,209.1778 Common Shares Direct ownership after June 30, 2026 event
Indirect partnership interest 36,993.0000 Common Shares Proportionate interest via Hagedorn Partnership, L.P.
Grant, award, or other acquisition financial
"transaction code description is “Grant, award, or other acquisition”"
other acquisition or disposition financial
"transaction code description is “Other acquisition or disposition”"
beneficial owner financial
"the reporting person may be deemed to be the beneficial owner"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
pecuniary interest financial
"those family members in whose holdings he may be deemed to have a pecuniary interest"
Exchange Act Rule 16a-1(a)(1) regulatory
"Pursuant to Exchange Act Rule 16a-1(a)(1), the reporting person may be deemed"
Hagedorn Partnership, L.P. financial
"Common Shares held by Hagedorn Partnership, L.P., a Delaware limited partnership"
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SEC Form 4
FORM 4UNITED 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*
Baxter Nathan Eric

(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)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
President and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Shares06/30/2026JV95.383A$52.4261,209.1778D
Common Shares07/01/2026A29,168A$090,377.1778D
Common Shares36,993IHPLP(1)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Pursuant to Exchange Act Rule 16a-1(a)(1), the reporting person may be deemed, solely for purposes of determining whether he is a beneficial owner of more than 10% of the common shares of the Issuer ("Common Shares"), to be the beneficial owner of the securities of the Issuer that are held by Hagedorn Partnership, L.P., a Delaware limited partnership in which the reporting person is a general partner (the "Partnership"). Represents the aggregate proportionate interest of the reporting person and those family members in whose holdings he may be deemed to have a pecuniary interest, in Common Shares held by the Partnership.
Remarks:
/s/ Kathy L. Uttley as attorney-in-fact for Nathan E. Baxter07/06/2026
** Signature of Reporting PersonDate
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 SCOTTS MIRACLE-GRO CO (SMG) CEO Nathan Baxter report in this Form 4?

The Form 4 shows Nathan Eric Baxter reporting changes in his holdings of Common Shares, including an equity grant and minor ownership adjustments. It updates his direct and indirect positions without recording any open-market buys or sells in the provided data.

How many SCOTTS MIRACLE-GRO CO (SMG) shares were granted to the CEO?

Nathan Eric Baxter received a grant of 29,168 Common Shares at a price of $0.0000 per share. This entry is coded as a grant, award, or other acquisition and increased his total directly held Common Shares as reported after the transaction.

What were Nathan Baxter’s direct SCOTTS MIRACLE-GRO CO (SMG) holdings after the award?

Following the 29,168-share grant on July 1, 2026, Nathan Eric Baxter’s direct ownership stood at 90,377.1778 Common Shares. This reflects his post-transaction position, incorporating the new award and previously reported direct holdings in the company’s stock.

What is the 95.383-share transaction reported for SCOTTS MIRACLE-GRO CO (SMG)?

On June 30, 2026, a transaction involving 95.383 Common Shares at $52.4200 per share was reported as “other acquisition or disposition.” After this event, Baxter’s direct holdings were 61,209.1778 Common Shares, indicating a relatively small adjustment to his position.

How many SCOTTS MIRACLE-GRO CO (SMG) shares does the CEO report indirectly?

Baxter reports an indirect interest in 36,993.0000 Common Shares held by Hagedorn Partnership, L.P. Under Exchange Act Rule 16a-1(a)(1), he may be deemed a beneficial owner for 10% tests based on his and certain family members’ proportionate pecuniary interests in that partnership stake.

Does this SCOTTS MIRACLE-GRO CO (SMG) Form 4 show any open-market buying or selling?

The summary data indicate no open-market purchases or sales, with buyCount and sellCount both at zero. Reported entries are a share grant, an “other” transaction, and an indirect holding update, which are generally administrative or compensation-related rather than market trades.