Stanley Black & Decker insider filing: director credited deferred shares and dividend equivalents

Rhea-AI Filing Summary

Susan K. Carter, a director of Stanley Black & Decker (SWK), reported acquisitions of company shares on 09/16/2025. The Form 4 shows a non-derivative acquisition of 58.5393 common shares at $78.39 per share, increasing her directly held common stock to 5,628.9792 shares. The filing also reports acquisition of 462.4609 and 29.8008 deferred shares (totaling 492.2617) under the companys director deferral plans; those deferred shares convert one-for-one into common stock on settlement. The filing includes explanations that some shares reflect dividend equivalents credited under the RSU Deferral Plan and reinvested dividends under the Deferred Compensation Plan.

Positive

• Director Susan K. Carter increased her beneficial ownership through plan credits, acquiring 58.5393 common shares at $78.39 per share on 09/16/2025
• Deferred compensation and RSU dividend equivalents credited (462.4609 and 29.8008 deferred shares) convert one-for-one into common stock on settlement, aligning director pay with equity

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director received routine director compensation converted into equity; transaction appears procedural and not an unusual insider trade.

The reported transactions are acquisitions tied to non-employee director compensation programs: dividend equivalents credited under the RSU Deferral Plan and deferred cash fees converted into deferred shares under the Deferred Compensation Plan. These are standard governance mechanisms to align director compensation with shareholder value. The amounts reported are modest relative to total holdings and reflect plan mechanics rather than open-market purchases or sales.

Securities Analyst

TL;DR: Transactions increase directors equity stake via plan credits; no cash sale or external financing activity reported.

The Form 4 documents acquisitions at $78.39 per share on 09/16/2025 and the crediting of deferred shares and dividend equivalents. The filing shows 5,628.9792 common shares owned after the non-derivative acquisition and 3,308.6211 shares reflected in the derivative/deferral section after these credits. These entries are administrative plan settlements and provide transparency on director holdings without indicating material change in control or market-impacting trades.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

CARTER SUSAN K

(Last) (First) (Middle)

1000 STANLEY DRIVE

(Street)

NEW BRITAIN CT 06053

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025

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
Common Stock	09/16/2025		A		58.5393(1)	A	$78.39	5,628.9792	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)	09/16/2025		A		462.4609		(2)	(2)	Common Stock	462.4609	$78.39	3,278.8203	D
Deferred Shares	(3)	09/16/2025		A		29.8008		(3)	(3)	Common Stock	29.8008	$78.39	3,308.6211	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 one lump sum payment of common stock on the first business day of the calendar year 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/ Janet M. Link, Attorney-in-Fact	09/18/2025
	** 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).
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FAQ

What did Susan K. Carter report on Form 4 for SWK?

The Form 4 reports acquisitions on 09/16/2025: 58.5393 common shares at $78.39 and 462.4609 plus 29.8008 deferred shares credited under director deferral plans.

Were the reported transactions open-market trades or plan-based credits?

They are plan-based acquisitions: dividend equivalents under the RSU Deferral Plan and deferred shares from the Deferred Compensation Plan, not open-market purchases.

How many common shares did the reporting person own after the transaction?

The Form 4 shows 5,628.9792 common shares beneficially owned following the reported non-derivative transaction.

When will deferred shares settle into common stock?

Deferred shares under the Deferred Compensation Plan will be settled in one lump sum of common stock on the first business day of the calendar year after the reporting person ceases board membership, per the filing.

What price was used for the reported acquisitions?

The reported per-share price for the acquisitions was $78.39.