Stanley Black & Decker director adds 343 deferred shares

Director-fee deferrals settle in installments after board service ends, while dividend-reinvestment shares follow the applicable deferral election.

Rhea-AI Filing Summary

STANLEY BLACK & DECKER, INC. director Shane M. OKelly acquired 24 common shares on September 22, 2026, through dividend-equivalent credits; direct holdings afterward were 2,653 shares. OKelly also acquired 343 deferred shares through deferral of quarterly director fees paid in cash and 7 through dividend reinvestment. Each deferred share entitles its holder to one common share upon settlement. Director-fee deferrals settle in three approximately equal annual installments beginning on the January 15 immediately following the date OKelly ceases to be a board member.

Insider Trade Summary

Grant/Award: 373.5578 shares

Grant/Award 3 txns

Insider OKelly Shane M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Shares F2	342.691	$91.19	$31K
Grant/Award	Deferred Shares F3	6.6539	$91.19	$606.77
Grant/Award	Common Stock F1	24.2129	$91.19	$2K

Holdings After Transaction: Deferred Shares — 1,071.69 contracts (Direct); Common Stock — 2,652.7596 shares (Direct)

Footnotes (3)

1. F1. Under the Stanley Black & Decker, Inc. 2020 Restricted Stock Unit Deferral Plan for Non-Employee Directors (the "RSU Deferral Plan"), each director's account is credited with dividend equivalents on the deferred restricted stock units when the Company pays cash dividends on its common stock (including special dividends, if any), and such dividend equivalents are denominated in additional restricted stock units based on the average of the high and low price per share on the New York Stock Exchange on the payment date applicable to such dividend. The number of shares reflects the credit of such dividend equivalents to the reporting person's account under the RSU Deferral Plan, which will be settled in accordance with the deferral election made by the reporting person applicable to the underlying deferred restricted stock units.
2. F2. Represents deferred shares acquired pursuant to the Stanley Black & Decker Deferred Compensation Plan for Non-Employee Directors (the "Deferred Compensation Plan") as a result of the deferral of quarterly director fees paid in cash to the reporting person. Each deferred share entitles the holder thereof to receive one share of common stock upon settlement. The deferred shares credited to the reporting person's account under the Deferred Compensation Plan, including any additional deferred shares acquired through dividend reinvestment, will be settled in three approximately equal annual installments of common stock beginning on the January 15 immediately following the date on which the reporting person ceases to be a member of the Board of Directors.
3. F3. Represents additional deferred shares acquired through the reinvestment of dividends paid on deferred shares credited to the reporting person's account under the Deferred Compensation Plan. Each deferred share entitles the holder thereof to receive one share of common stock upon settlement. Such deferred shares will be settled in accordance with the deferral election made by the reporting person applicable to the underlying deferred shares.

Key Figures

Common shares acquired: 24 shares Direct common shares held after transaction: 2,653 shares Deferred shares credited through director-fee deferral: 343 shares +2 more

5 metrics

Common shares acquired 24 shares September 22, 2026; dividend-equivalent credits

Direct common shares held after transaction 2,653 shares Following the September 22, 2026 transaction

Deferred shares credited through director-fee deferral 343 shares September 22, 2026

Deferred shares credited through dividend reinvestment 7 shares September 22, 2026

Reported price per common share 91.1900 per share September 22, 2026 common-share transaction

Key Terms

dividend equivalents, RSU Deferral Plan, Deferred Compensation Plan, deferred shares, +1 more

5 terms

dividend equivalents financial

"account is credited with dividend equivalents"

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

RSU Deferral Plan financial

"under the RSU Deferral Plan"

Deferred Compensation Plan financial

"pursuant to the Deferred Compensation Plan"

A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.

deferred shares financial

"Each deferred share entitles the holder thereof"

Deferred shares are a class of stock whose economic benefits or certain shareholder rights are delayed or paid later than ordinary shares—for example, dividends may be paid only after other shareholders receive theirs, or voting or redemption rights may be postponed. For investors, that timing difference matters because deferred shares typically offer lower near-term income and different risk, affecting expected returns, priority in payouts, and the share’s market value; think of them like a delayed paycheck compared with a regular salary.

deferral election financial

"in accordance with the deferral election"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares did SWK director Shane M. OKelly acquire?

On September 22, 2026, Shane M. OKelly acquired 24 common shares through dividend-equivalent credits, with direct holdings afterward of 2,653 shares. The same date, OKelly acquired 343 deferred shares through deferral of quarterly director fees paid in cash and 7 deferred shares through dividend reinvestment.

How are Shane M. OKelly's deferred shares settled?

Each deferred share entitles its holder to one common share upon settlement. Deferred shares credited through director-fee deferrals settle in three approximately equal annual installments of common stock beginning on the January 15 immediately following the date OKelly ceases to be a board member. Dividend-reinvestment shares follow the applicable deferral election.

Were Shane M. OKelly's SWK transactions made under a Rule 10b5-1 plan?

No Rule 10b5-1 plan is reported for these transactions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Available on EDGAR 09/24/2026 - 04:46 PM Accepted by SEC EDGAR 09/24/2026 - 04:45 PM Learn about SEC filing dates

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^*

OKelly Shane M

(Last) (First) (Middle)

1000 STANLEY DRIVE

(Street)

NEW BRITAIN CONNECTICUT 06051

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
STANLEY BLACK & DECKER, INC. [ SWK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/22/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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
Common Stock	09/22/2026		A		24.2129(1)	A	$91.19	2,652.7596	D

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
Deferred Shares	(2)	09/22/2026		A		342.691		(2)	(2)	Common Stock	342.691	$91.19	1,065.0361	D
Deferred Shares	(3)	09/22/2026		A		6.6539		(3)	(3)	Common Stock	6.6539	$91.19	1,071.69	D

Explanation of Responses:

1. Under the Stanley Black & Decker, Inc. 2020 Restricted Stock Unit Deferral Plan for Non-Employee Directors (the "RSU Deferral Plan"), each director's account is credited with dividend equivalents on the deferred restricted stock units when the Company pays cash dividends on its common stock (including special dividends, if any), and such dividend equivalents are denominated in additional restricted stock units based on the average of the high and low price per share on the New York Stock Exchange on the payment date applicable to such dividend. The number of shares reflects the credit of such dividend equivalents to the reporting person's account under the RSU Deferral Plan, which will be settled in accordance with the deferral election made by the reporting person applicable to the underlying deferred restricted stock units.

2. Represents deferred shares acquired pursuant to the Stanley Black & Decker Deferred Compensation Plan for Non-Employee Directors (the "Deferred Compensation Plan") as a result of the deferral of quarterly director fees paid in cash to the reporting person. Each deferred share entitles the holder thereof to receive one share of common stock upon settlement. The deferred shares credited to the reporting person's account under the Deferred Compensation Plan, including any additional deferred shares acquired through dividend reinvestment, will be settled in three approximately equal annual installments of common stock beginning on the January 15 immediately following the date on which the reporting person ceases to be a member of the Board of Directors.

3. Represents additional deferred shares acquired through the reinvestment of dividends paid on deferred shares credited to the reporting person's account under the Deferred Compensation Plan. Each deferred share entitles the holder thereof to receive one share of common stock upon settlement. Such deferred shares will be settled in accordance with the deferral election made by the reporting person applicable to the underlying deferred shares.

Remarks:

	/s/ Donald J. Riccitelli, Attorney-in-Fact	09/24/2026
	** 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.
* Form 4: SEC 1474 (03-26)