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 (NYSE: SMG) files a range of documents with the U.S. Securities and Exchange Commission that provide detailed insight into its operations, governance and financial condition. As an Ohio‑incorporated issuer with common shares listed on the New York Stock Exchange, ScottsMiracle-Gro uses periodic reports and current reports to describe its branded consumer lawn and garden business, indoor and hydroponic growing operations and related financing arrangements.
On this page, you can review core filings such as the annual report on Form 10‑K and quarterly reports on Form 10‑Q, which include segment information for U.S. Consumer, Hawthorne and Other, along with discussions of risk factors, liquidity, capital resources and segment performance. These filings also elaborate on topics referenced in company news releases, such as gross margin trends, leverage, free cash flow and the role of credit facilities and receivables programs in the capital structure.
Current reports on Form 8‑K provide more targeted updates. Recent 8‑K filings describe a Seventh Amended and Restated Credit Agreement establishing senior secured loan facilities, amendments to a master receivables purchase agreement, results of operations for specific quarters and changes to the board of directors and equity award documentation. These filings outline key terms such as leverage and interest coverage covenants, security packages and the use of proceeds for working capital and general corporate purposes.
Definitive proxy statements on Schedule 14A offer detail on corporate governance and executive compensation. ScottsMiracle-Gro’s proxy materials cover board composition, committee responsibilities, director independence, say‑on‑pay proposals, long‑term incentive plan terms, stock ownership guidelines and severance and change‑in‑control arrangements.
This filings page combines real‑time access to new EDGAR submissions with AI‑generated summaries that explain the structure and implications of each document. Users can quickly identify items such as 10‑K and 10‑Q reports, 8‑K current reports, proxy statements and exhibits related to credit agreements or incentive plans, and use the summaries to focus on the sections most relevant to their analysis of SMG.
The Scotts Miracle-Gro Company executive reports new phantom stock awards. Executive Vice President, Chief Financial Officer and Chief Administrative Officer Mark J. Scheiwer, a reporting person for Scotts Miracle-Gro (SMG), reported two acquisitions of phantom stock tied to the company’s common shares. On 11/17/2025, he acquired 72.09 phantom stock units at a derivative security price of $56.07, bringing his total derivative securities beneficially owned to 1,163.244 units. On 11/26/2025, he acquired an additional 10.046 phantom stock units at a derivative security price of $56.61, increasing his holdings to 1,173.29 phantom stock units.
Each phantom stock unit represents the right to receive one common share of Scotts Miracle-Gro or its cash value, and these phantom shares are payable in cash after the end of Scheiwer’s employment. He may transfer his phantom stock into an alternative investment at any time.
The Scotts Miracle-Gro Company (SMG) filed its Form 10-K describing a branded lawn and garden business built around three segments: U.S. Consumer, Hawthorne (indoor and hydroponic gardening) and Other (primarily Canada). Key brands include Scotts, Miracle-Gro, Ortho, Tomcat and an exclusive agency to market Monsanto’s consumer Roundup products in the U.S. and certain other countries.
The business is highly seasonal, with more than 75% of annual North American consumer net sales occurring in the second and third fiscal quarters. The Home Depot and Lowe’s are critical partners, together accounting for 52% of fiscal 2025 net sales and 25% of accounts receivable as of September 30, 2025, creating concentration risk.
Scotts Miracle-Gro highlights exposure to volatile raw material, fuel and transportation costs and detailed regulatory oversight for pesticides, fertilizers, seeds, PFAS-related rules and packaging requirements. The company spent $34.8 million on research and development in fiscal 2025 and emphasizes human capital, ESG governance and safety programs across approximately 5,200 employees (about 6,900 at peak). As of November 21, 2025, there were 57,995,369 Common Shares outstanding.
The Scotts Miracle-Gro Company entered a Seventh Amended and Restated Credit Agreement providing new five-year senior secured loan facilities totaling $2.0 billion, made up of a $1.5 billion revolving credit facility and a $500 million term loan. The new agreement replaces the prior $2.5 billion credit facilities and extends the final maturity to November 21, 2030, with proceeds available for working capital, general corporate purposes and refinancing the former credit agreement.
Initial interest on U.S. dollar loans is set at either the Alternate Base Rate plus a 0.75% spread for ABR loans or Adjusted Term SOFR plus a 1.75% spread for benchmark loans, with a 0.30% commitment fee on unused revolver commitments until quarter-end financials for December 27, 2025 are delivered. The facilities are guaranteed by certain domestic subsidiaries and secured by first-priority liens on key assets and equity interests, and include financial covenants requiring a maximum leverage ratio of 5.00 to 1.00 and minimum interest coverage between 3.00 to 1.00 and 3.50 to 1.00. Restricted payments are capped at $225 million per fiscal year when leverage exceeds 4.0 to 1.0.
Hagedorn Partnership, L.P. and related family members have filed Amendment No. 8 to their Schedule 13D on The Scotts Miracle-Gro Company common shares. The Partnership reports beneficial ownership of 13,217,641 shares, representing 22.9% of the 57,738,577 shares outstanding as reported in a recent Form 10-Q.
The filing describes a Seventh Amended and Restated Partnership Agreement dated November 19, 2025, which allows partners, if elected by the general partners or class representatives, to sell allocated portions of their indirect interests in Scotts Miracle-Gro while prohibiting transfers that would reduce the Partnership’s holdings below 17% of the outstanding shares. The Partnership has pledged 1,100,000 shares as collateral under an existing credit agreement. The filing also notes early termination on March 6, 2025 of a Rule 10b5-1 plan that could have sold up to 250,000 shares, with no sales completed under that plan.
Scotts Miracle-Gro (SMG) Chairman & CEO, who is also a director and more than 10% owner, reported changes in his ownership of common shares. On 11/13/2025, he acquired 41,353 common shares at a stated price of $0, which typically reflects a stock award or similar non-cash grant. On the same date, he disposed of 18,216 common shares at $58.4 per share in a transaction coded “F,” indicating shares were withheld, commonly for taxes on an award.
Following these transactions, he directly held 121,307.8158 common shares and additional indirect holdings, including 31,533.64 common shares through a 401(k) plan and 997,910 common shares through Hagedorn Partnership, L.P., in which he is a general partner. For purposes of determining 10% ownership, he may be deemed a beneficial owner of shares held by this partnership.
Christopher J. Hagedorn, EVP & Chief of Staff of The Scotts Miracle-Gro Company, reported equity transactions in company common shares. On 11/13/2025, he acquired 12,258 common shares at a price of $0 per share and disposed of 6,232 common shares at a price of $58.4 per share. Following these transactions, he reported beneficial ownership of 60,102.1034 common shares, held directly.
Scotts Miracle-Gro Company executive Dimiter Todorov reported insider transactions in company common shares. On 11/13/2025, he acquired 9,748 common shares at a price of $0, likely reflecting an equity award. On the same date, he disposed of 4,148 common shares at $58.4 per share. After these transactions, he directly owned 21,268 common shares of Scotts Miracle-Gro.
Scotts Miracle-Gro Company President and COO Nathan E. Baxter reported insider transactions in the company’s common shares. On 11/13/2025, he acquired 28,510 common shares at $0 per share, then disposed of 12,702 common shares at $58.4 per share in a transaction coded “F.” After these transactions, he beneficially owned 66,536.1148 common shares directly and 36,993 common shares indirectly through Hagedorn Partnership, L.P. For purposes of determining whether he is a more than 10% beneficial owner, he may be deemed to beneficially own the partnership-held shares under Exchange Act Rule 16a-1(a)(1).
The Scotts Miracle-Gro Company (SMG) reported an insider equity transaction by its EVP, CFO & CAO, Mark J. Scheiwer. On 11/13/2025, he acquired 11,520 common shares at a price of $0, increasing his directly held stake. On the same date, 4,880 common shares were disposed of at $58.4 per share, reported with transaction code “F,” which typically relates to tax or similar withholding tied to equity awards. After these transactions, he directly beneficially owned 15,279.505 common shares and indirectly held 493.482 common shares through a 401(k) plan.
The Scotts Miracle-Gro Company announced it will begin using a new form of restricted stock unit (RSU) award notice starting November 13, 2025. The notice will be used to grant awards to certain employees, including named executive officers, under the company’s Long‑Term Incentive Plan.
The filing includes the form as Exhibit 10.1. No financial statements or pro forma information accompany this update.