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Scotts Miracle-Gro (SMG) Director Records 36-Share Dividend Equivalent Receipt

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

Rhea-AI Filing Summary

Roberto Candelino, a director of The Scotts Miracle-Gro Company (SMG), reported a small acquisition of company shares. On 09/05/2025 he received 36 common shares as dividend equivalent rights related to DSU/RSU grants at an economic value of $63.04 per share. The filing shows he beneficially owned 108 common shares following the transaction, held directly.

The Form 4 was signed on behalf of Mr. Candelino by an attorney-in-fact on 09/09/2025. The filing explains that dividend equivalent rights track DSU/RSU vesting and are each economically equivalent to one common share.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Director received dividend-equivalent shares; transaction appears routine and tied to equity compensation vesting.

The Form 4 documents a non-derivative acquisition of 36 common shares via dividend equivalent rights associated with DSU/RSU awards. This is a common corporate practice to distribute economic equivalents of dividends on deferred equity and does not indicate a change in board composition or insider control. The post-transaction beneficial ownership of 108 shares is small relative to typical director holdings, suggesting limited governance or control impact. Documentation was executed by an attorney-in-fact as permitted.

TL;DR: Transaction is immaterial to valuation; small share receipt tied to compensation mechanics, not market trading.

The 36-share acquisition at $63.04 each reflects dividend equivalents converting into shares alongside DSU/RSU vesting. Because the total resulting holding is 108 shares, the economic impact on Mr. Candelinos position and on SMGs float is negligible. There is no cash purchase or sale, and no indication of additional planned trades. Investors should view this as routine equity-compensation administration rather than material insider trading.

Insider Candelino Roberto
Role Director
Type Security Shares Price Value
Grant/Award Dividend Equivalent Rights 36 $63.04 $2K
Holdings After Transaction: Dividend Equivalent Rights — 108 shares (Direct)
Footnotes (1)
  1. [object Object]
Form 4 Insider Transactions: What Each Field Means →
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*
Candelino Roberto
(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)
09/05/2025
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) 09/05/2025 A 36 (1) (1) Common Shares 36 $63.04 108 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 Roberto Candelino 09/09/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Roberto Candelino report on Form 4 for SMG?

He reported receipt of 36 common shares as dividend equivalent rights on 09/05/2025, resulting in 108 shares beneficially owned.

What was the price or value reported for the shares received by the director?

The dividend equivalent rights were valued at $63.04 per share in the Form 4 entry.

Was the reported ownership direct or indirect for the 108 shares?

The filing lists the ownership form as Direct (D) following the transaction.

Why were dividend equivalent rights reported on this Form 4?

The filing states dividend equivalent rights accrue on DSU/RSU grants and become exercisable proportionately with those awards, each equivalent economically to one common share.

Who signed the Form 4 and when was it filed?

The signature was by Kathy L. Uttley as attorney-in-fact for Roberto Candelino with a signature date of 09/09/2025; the transaction date is 09/05/2025.