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 EVP, CFO & CAO Mark J. Scheiwer reported new equity awards and updated share holdings. On January 30, 2026, he received 29,649 stock options with an exercise price of $64.22 per common share, all held directly. The same day, he acquired 2.888 common shares at $51.93 each, bringing his directly held common shares to 15,288.741. He also reported indirect ownership of 493.482 common shares through a 401(k) plan.
Scotts Miracle-Gro director Stephen L. Johnson reported two stock awards. On January 30, 2026, he acquired 112 common shares of SCOTTS MIRACLE-GRO at $64.22 per share, bringing this holding to 27,520 shares.
On the same date, Johnson also received 3,271 common shares at a price of $0, described as Deferred Stock Units issued in lieu of a $7,188 retainer. After this grant, his directly held common shares increased to 30,791.
Scotts Miracle-Gro Chairman & CEO James Hagedorn, also a director and more than 10% owner, reported equity-related changes in his holdings. On January 30, 2026, he received a stock option grant for 142,315 common shares with an exercise price of $64.22 per share, expiring between January 30, 2029 and January 30, 2036. He also acquired 38.513 common shares at $51.93 per share, bringing his directly held common shares to 104,112.9728. In addition, he reported indirect holdings of 31,533.64 common shares through a 401(k) plan and 997,910 common shares through Hagedorn Partnership, L.P., reflecting his proportionate and family pecuniary interests.
Scotts Miracle-Gro director Brian E. Sandoval reported routine equity awards and vesting activity. On 01/30/2026, he acquired 448 common shares at $64.22 as deferred stock units issued in lieu of a $28,750 director retainer, and 3,271 additional common shares at $0.
On 02/02/2026, 182 restricted stock units, including dividend equivalent rights from a grant of 1,398 units awarded on February 3, 2023, converted into 182 common shares on a one-for-one basis. After these transactions, he directly owned 18,387 common shares and 972 dividend equivalent rights. The filing reflects compensation and vesting rather than an open‑market sale.
Scotts Miracle-Gro director Mark D. Kingdon reported acquiring additional company stock. On January 30, 2026, he acquired 3,271 common shares of The Scotts Miracle-Gro Company at a stated price of $0 per share.
Following this transaction, Kingdon directly beneficially owned 11,493 common shares of Scotts Miracle-Gro. The filing lists him as a director and shows no derivative securities transactions for this date.
Scotts Miracle-Gro executive Dimiter Todorov, EVP, Chief Legal Officer and Corporate Secretary, received a grant of stock options on January 30, 2026. The award covers 18,976 stock options with an exercise price of $64.22 per common share and expires on January 30, 2036.
The Scotts Miracle-Gro Company reported results of its January 26, 2026 Annual Meeting, where shareholders approved an amendment and restatement of the Long-Term Incentive Plan to increase the maximum number of common shares available for grant by 2,750,000 Common Shares.
Shareholders elected four directors to terms ending at the 2029 annual meeting, approved on an advisory basis the compensation of named executive officers, and ratified Deloitte & Touche LLP as independent auditor for the fiscal year ending September 30, 2026. About 91% of the 58,007,149 Common Shares outstanding as of December 1, 2025 were represented, establishing a quorum. Beginning January 30, 2026, the company will use updated equity award agreement forms for employees and non-employee directors under the Long-Term Incentive Plan.
Scotts Miracle-Gro executive Mark J. Scheiwer, EVP, CFO & CAO, reported an award of phantom stock on 01/26/2026. He received 10.367 phantom stock units at a reference price of $62.70 per unit, increasing his phantom stock holdings to 1,207.573 units, held directly.
Each phantom stock unit represents the right to receive one common share of Scotts Miracle-Gro or its cash value. These phantom stock units are payable in cash after his employment with the company ends, and he may transfer the units into an alternative investment at any time.
Scotts Miracle-Gro Chairman and CEO James Hagedorn received 1,329.114 phantom stock units on January 26, 2026. These units were valued at $62.7 per phantom share and are linked to Scotts Miracle-Gro common shares.
After this award, Hagedorn beneficially owns 233,802.271 phantom stock units directly. Each phantom unit represents the right to receive one common share of the company or its cash value, generally payable in cash after his employment with the company ends.
The Scotts Miracle-Gro Company filed a current report to note that it has released a news announcement covering its financial results for the three months ended December 27, 2025 and its financial condition as of that date. The company furnished this news release as Exhibit 99.1, making the detailed figures and commentary available through the attached exhibit rather than in the body of the report.