Stanley Black & Decker (NYSE: SWK) director defers and receives share awards

Rhea-AI Filing Summary

Stanley Black & Decker director Andrea J. Ayers reported multiple equity awards and deferrals dated March 24, 2026. She acquired 441.6024 and 174.3887 deferred shares tied to restricted stock units and cash director fees, each convertible into common stock on future settlement.

She also received 33 and 247.8571 common shares as grants. Under the company’s deferral plans, these restricted stock units and deferred shares, including dividend equivalents, will be settled in lump sums or installments after she leaves the Board, based on her prior elections.

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).

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^*

Ayers Andrea J.

(Last) (First) (Middle)

1000 STANLEY DRIVE

(Street)

NEW BRITAIN CONNECTICUT 06053

(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)
03/24/2026

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	03/24/2026		A		33(1)	A	$70.77	36,665.0614	D
Common Stock	03/24/2026		A		247.8571(2)	A	$70.77	36,912.9185	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	(3)	03/24/2026		A		441.6024		(3)	(3)	Common Stock	441.6024	$70.77	15,309.8071	D
Deferred Shares	(4)	03/24/2026		A		174.3887		(4)	(4)	Common Stock	174.3887	$70.77	15,484.1958	D

Explanation of Responses:

1. Represents the number of shares of common stock to be delivered upon settlement of restricted stock units, which were 100% vested upon grant. The reporting person has elected to defer settlement of such restricted stock units under the terms of the Stanley Black & Decker, Inc. 2020 Restricted Stock Unit Deferral Plan for Non-Employee Directors (the "RSU Deferral Plan"). The restricted stock units will be settled in one lump sum on the 90th day following the date on which the reporting person ceases to be a member of the Board of Directors or in three, five or ten annual installments beginning on such settlement date, subject to the reporting person's election.

2. Under 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.

3. 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.

4. 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	03/26/2026
	** 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)

FAQ

What did SWK director Andrea J. Ayers acquire in the latest insider report?

Andrea J. Ayers acquired deferred and common shares as equity awards and fee deferrals. She received 441.6024 and 174.3887 deferred shares plus 33 and 247.8571 common shares, all dated March 24, 2026, under director compensation and deferral programs.

How do the deferred shares for SWK director Andrea Ayers work?

Each deferred share entitles Andrea Ayers to one Stanley Black & Decker common share upon settlement. These deferred shares arise from deferring quarterly cash director fees and reinvested dividends, and are paid in a lump sum after she leaves the Board in the following calendar year.

What are the deferred restricted stock units reported for SWK director Andrea Ayers?

Ayers’ restricted stock units were fully vested at grant but settlement was deferred under the 2020 RSU Deferral Plan. Dividend equivalents on these deferred RSUs are credited as additional units and will be settled in common stock according to her elected schedule after Board service ends.

When will SWK director Andrea Ayers receive the common stock from her deferred awards?

For the Deferred Compensation Plan, Ayers’ deferred shares will be paid in one lump sum of common stock on the first business day of the calendar year after she ceases being a Board member, following the plan’s settlement rules for non-employee directors.

How are dividends treated on SWK director Andrea Ayers’ deferred and RSU awards?

Cash dividends on Stanley Black & Decker common stock generate dividend equivalents for Ayers’ deferred RSUs and deferred shares. These are credited as additional restricted stock units or deferred shares, using the average high-low stock price on the dividend payment date, and settle with the underlying awards.