Welcome to our dedicated page for Scotts Miracle Gr SEC filings (Ticker: SMG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Scotts Miracle-Gro Company filings document the formal record for a North American branded consumer lawn and garden company. Recent 8-K disclosures furnish operating results and financial condition, revised historical financial information reflecting Hawthorne as a discontinued operation, and the completed sale of The Hawthorne Gardening Company.
The filing record also covers capital structure and governance matters, including a senior secured credit agreement, shareholder approval of an amended and restated Long-Term Incentive Plan, forms of restricted stock unit, performance unit and stock option awards, and definitive proxy disclosures on annual meeting proposals and executive compensation.
Scotts Miracle-Gro Company insider James Hagedorn, who serves as Chairman, CEO, director and a 10% owner, reported receiving new phantom stock units tied to the company’s common shares. On 12/26/2025, he acquired 1,563.94 phantom stock units at $57.76 per unit. Each phantom stock unit represents the right to receive either one common share or the cash value of a share.
Following this grant, Hagedorn beneficially owns 233,414.769 phantom stock units on a direct basis. These units are payable in cash after his employment with the company ends, and he may transfer the phantom stock into an alternative investment at any time, according to the disclosure.
The Scotts Miracle-Gro Company is asking shareholders to vote on key items at its 2026 virtual annual meeting, including electing four directors, an advisory vote on executive pay, ratifying Deloitte & Touche LLP as auditor for fiscal 2026, and approving an amended and restated long-term incentive plan that increases the common shares available for equity awards.
The proxy describes a 12‑member board led by combined Chairman & CEO James Hagedorn, supported by a Lead Independent Director and a Vice Chair, with most directors meeting NYSE independence standards and serving on fully independent audit, compensation and governance committees. It outlines robust risk oversight, including quarterly cybersecurity reporting to the Audit Committee, and details non‑employee director pay, which blends a $115,000 annual cash retainer with equity grants (heavily weighted to RSUs) and strict stock ownership guidelines to align directors with long‑term shareholder interests.
The Scotts Miracle-Gro Company major shareholder group led by the Hagedorn family has updated its Schedule 13D to reflect current holdings and new financing and trading arrangements. Hagedorn Partnership, L.P. reports beneficial ownership of 13,217,641 common shares, or 22.8% of the company’s common stock, based on 57,995,369 shares outstanding as reported in the company’s Form 10-K filed on November 25, 2025. Individual reporting persons, including James Hagedorn, report beneficial ownership levels of up to 13,352,309.71 shares, or 23.0% of the common stock.
On September 16, 2025, the partnership, on behalf of Katherine Hagedorn Littlefield, adopted a Rule 10b5-1 trading plan providing for periodic sales of up to an aggregate of 130,000 shares beginning on December 18, 2025, ending when all sale orders are executed or on December 17, 2026, or earlier termination under the plan’s terms. On December 9, 2025, the partnership also entered into a Credit Agreement with Wells Fargo Bank for a revolving line of credit of up to $75,000,000, using proceeds to repay a prior facility and pledging 3,000,000 shares as collateral; the reporting persons state they intend this credit line to provide liquidity without selling additional shares.
The Scotts Miracle-Gro Company director reports a routine equity-related transaction. On 12/05/2025, a director of Scotts Miracle-Gro Co. filed a Form 4 detailing the accrual of 121 dividend equivalent rights tied to existing deferred stock unit (DSU) or restricted stock unit (RSU) grants. These dividend equivalent rights become exercisable proportionately with the DSUs or RSUs they relate to, and each right is the economic equivalent of one common share of the issuer.
Following this transaction, the reporting person held 783 derivative securities directly. The filing reflects standard equity compensation mechanics rather than a cash transaction in the company’s stock.
The Scotts Miracle-Gro Company executive reports derivative equity awards. EVP, CFO & CAO Mark J. Scheiwer filed a Form 4 showing two transactions dated 12/05/2025. He acquired 50 dividend equivalent rights, each economically equal to one common share of Scotts Miracle-Gro, bringing his total beneficially owned derivative position in this award type to 363 units. He also acquired 14.07 shares of phantom stock, increasing his phantom stock balance to 1,187.36 units. Dividend equivalent rights accrue on DSU or RSU grants and become exercisable proportionately with the related awards, while each share of phantom stock represents the right to receive one common share or its cash value, generally payable in cash after employment ends.
Scotts Miracle-Gro Company director files Form 4 for derivative award. A company director reported acquiring 18 dividend equivalent rights on December 5, 2025, tied to existing deferred stock unit (DSU) or restricted stock unit (RSU) grants. These rights become exercisable in step with the related DSUs or RSUs and each right is the economic equivalent of one common share of Scotts Miracle-Gro. Following this transaction, the director beneficially owned 33 derivative securities in direct ownership form.
Scotts Miracle-Gro director David C. Evans reported a routine equity-related change in ownership. On 12/05/2025, he acquired 121 dividend equivalent rights linked to deferred stock units (DSUs) or restricted stock units (RSUs). Each dividend equivalent right is described as the economic equivalent of one common share of Scotts Miracle-Gro. Following this transaction, Evans beneficially owned 783 derivative securities, held directly. These rights accrue on prior DSU or RSU grants and become exercisable proportionately with the underlying units.
Scotts Miracle-Gro director reports derivative equity accruals. A Form 4 filing shows director Nick Miaritis reported a transaction dated 12/05/2025 involving dividend equivalent rights linked to deferred stock units (DSUs) or restricted stock units (RSUs) of Scotts Miracle-Gro Co. (SMG).
The filing reports the acquisition of 37 dividend equivalent rights, which are derivative securities that become exercisable proportionately with the related DSUs or RSUs. Each dividend equivalent right is described as the economic equivalent of one common share of Scotts Miracle-Gro. Following this transaction, Miaritis is shown as beneficially owning 130 derivative securities of this type, held directly.
The Scotts Miracle-Gro Company director Mark D. Kingdon reported a small equity-related award. On 12/05/2025, a Form 4 filing shows the acquisition of 106 dividend equivalent rights tied to existing deferred stock unit (DSU) or restricted stock unit (RSU) grants. Each dividend equivalent right is described as the economic equivalent of one common share of Scotts Miracle-Gro.
Following this transaction, Kingdon beneficially owned 612 derivative securities in total, held in direct ownership form. The filing clarifies that these dividend equivalent rights become exercisable proportionately with the underlying DSUs or RSUs, aligning their value with the company’s common shares over time.