Scotts Miracle-Gro Insider Form 4 Shows 0.5% Stake Trim by 10% Owner
Rhea-AI Filing Summary
On 08/04/2025, Hagedorn Partnership, L.P.—a control entity for the Hagedorn family and therefore a 10% owner and related party to several directors/officers—reported two open-market sales of The Scotts Miracle-Gro Company (SMG) common stock.
- 38,314 shares sold at a weighted-average $62.14
- 31,686 shares sold at a weighted-average $62.45
Total shares disposed: 70,000, representing roughly 0.5 % of the Partnership’s direct position. Direct ownership moved from 13,344,274 to 13,274,274 shares. No derivative securities were involved and the filing does not reference a Rule 10b5-1 trading plan.
Additional indirect holdings were disclosed for CEO James Hagedorn (≈79.7 k shares, plus 29.4 k in a 401(k)), Director Katherine Hagedorn Littlefield (6.9 k), and COO Nathan Baxter (50.6 k). The sale size is modest relative to the family’s aggregate stake and appears routine, but it still signals net insider selling.
Positive
- None.
Negative
- 10 % owner and multiple insiders sold 70 k shares, marking the second straight disclosure period with net selling and introducing mild negative sentiment.
Insights
TL;DR
Small insider sale (0.5 % of stake) by 10 % owner; unlikely to shift fundamentals but mildly negative sentiment.
Details: The Partnership’s divestiture of 70 k shares generates ≈$4.4 m in proceeds. Remaining direct stake worth ≈$825 m at the sale price maintains strong alignment with shareholders. Lack of 10b5-1 language suggests discretionary selling, which can be interpreted cautiously, yet the minimal percentage change limits impact on float or control. No option exercises, no leverage reduction, and no guidance implications were disclosed.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Shares | 38,314 | $62.14 | $2.38M |
| Sale | Common Shares | 31,686 | $62.45 | $1.98M |
| holding | Common Shares | -- | -- | -- |
| holding | Common Shares | -- | -- | -- |
| holding | Common Shares | -- | -- | -- |
| holding | Common Shares | -- | -- | -- |
Footnotes (1)
- The transaction was executed in multiple trades at prices ranging from $61.28 to $62.27 The price above reflects the weighted average sales price. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer or a security holder of the Issuer. The transaction was executed in multiple trades at prices ranging from $62.28 to $62.61 The price above reflects the weighted average sales price. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer or a security holder of the Issuer. Held by the Hagedorn Partnership, L.P. (the "Hagedorn Partnership"). James Hagedorn, Katherine Hagedorn Littlefield, Peter Hagedorn, Robert Hagedorn, and Susan Hagedorn are the general partners of the Hagedorn Partnership. Each of the general partners disclaim beneficial ownership of the reported securities, except to the extent of their pecuniary interest therein. Held directly by James Hagedorn. Held indirectly by a 401(K) plan for James Hagedorn. Mr. Hagedorn is Chairman, Chief Executive Officer and President of the Issuer. Held directly by Katherine Hagedorn Littlefield. Held directly by Nathan Baxter. Mr. Baxter is Executive Vice President and Chief Operating Officer of the Issuer.
