Director defers board fees into shares at Stanley Black & Decker (SWK)

Rhea-AI Filing Summary

Stanley Black & Decker director Shane M. O’Kelly acquired 349.3997 deferred shares as part of his quarterly board fees, effectively converting cash compensation at a reference value of $70.77 per share into equity-linked units.

The deferred shares are credited under the company’s Deferred Compensation Plan for Non-Employee Directors. Each deferred share represents one share of common stock, to be settled in approximately three equal annual installments of common stock beginning on the January 15 immediately after he leaves the Board. Following this grant, his reported deferred share balance from this filing is 349.3997 units.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider OKelly Shane M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Shares	349.3997	$70.77	$25K

Holdings After Transaction: Deferred Shares — 349.3997 shares (Direct)

Footnotes (1)

1. F1. 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.

FAQ

What did Stanley Black & Decker (SWK) disclose about director Shane M. O’Kelly?

Stanley Black & Decker disclosed that director Shane M. O’Kelly received 349.3997 deferred shares as part of his quarterly director fees. These equity-linked units represent deferred compensation under the company’s non-employee director deferred compensation plan.

How many deferred shares did the SWK director receive and at what value?

Shane M. O’Kelly received 349.3997 deferred shares tied to a reference value of $70.77 per share. This reflects his decision to defer quarterly director cash fees into equity-linked compensation rather than taking immediate cash payment.

What do deferred shares represent for Stanley Black & Decker (SWK) directors?

For SWK directors, each deferred share represents the right to receive one share of common stock upon settlement. The units track deferred director fees and align compensation with long-term shareholder value instead of immediate cash payouts.

When will Shane M. O’Kelly’s deferred shares in SWK be settled?

The deferred shares will be settled in approximately three equal annual installments of common stock. Settlement begins on the January 15 immediately following the date Shane M. O’Kelly ceases to serve on Stanley Black & Decker’s Board of Directors.

Is the SWK director’s deferred share grant an open-market purchase or a grant?

The transaction is a grant of deferred shares, not an open-market stock purchase. It arises from deferral of quarterly director fees into the Deferred Compensation Plan for Non-Employee Directors, as part of routine board compensation arrangements.

How many deferred shares does the SWK director hold after this transaction?

After the transaction, Shane M. O’Kelly’s reported balance is 349.3997 deferred shares. This reflects the newly credited units from deferring his quarterly director cash fees into the company’s deferred compensation plan rather than taking them in cash.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 03/26/2026 - 05:07 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)
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

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	(1)	03/24/2026		A		349.3997		(1)	(1)	Common Stock	349.3997	$70.77	349.3997	D

Explanation of Responses:

1. 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.

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)