Stanley Black SEC Filings

Jane Palmieri, a director of Stanley Black & Decker (SWK), received additional company shares on 09/16/2025 through dividend-equivalent credits and dividend reinvestment tied to director deferral plans. The filing reports the acquisition of 108.0405 shares of common stock at an effective price of $78.39, bringing her directly held common stock to 10,311.3653 shares. Separately, 21.7768 deferred shares were credited under the Deferred Compensation Plan, increasing deferred holdings to 2,078.3768 shares; those deferred shares convert one-for-one into common stock and are payable as a lump-sum after she leaves the board. The transactions reflect routine plan credits tied to cash dividends and the companys director compensation deferral arrangements.

John L. Garrison Jr., a director of Stanley Black & Decker (SWK), reported transactions dated 09/16/2025 showing acquisitions of equity and deferred-share credits related to director compensation plans. The filing reports a purchase of 34.7199 shares of common stock at $78.39 per share, leaving 3,313.6629 shares beneficially owned following the transaction. In addition, the report shows 398.6732 and 12.3061 deferred shares credited under the company’s Deferred Compensation and RSU Deferral plans, with underlying common-stock equivalents noted and settlement terms described in the explanations.

Michael D. Hankin, a director of Stanley Black & Decker (SWK), reported acquisitions on 09/16/2025. The Form 4 shows a non-derivative purchase of 125.7004 shares of common stock at $78.39 per share, increasing his direct holdings to 14,153.821 shares. The filing also reports acquisitions of 446.514 and 127.2868 deferred shares under the company’s director deferred compensation and RSU deferral plans; these deferred shares correspond to the same $78.39 per-share value and will convert to common stock on settlement in accordance with the applicable deferral elections. The transactions reflect dividend-equivalent credits and fee deferrals rather than open-market purchases by the reporting person.

Robert J. Manning, a director of Stanley Black & Decker, reported a transaction on 04/25/2025 in which 3,238 shares of Common Stock were acquired upon settlement of fully vested restricted stock units at a $0 per-share price. After the reported transaction Manning beneficially owns 7,698 shares directly and 30,000 shares indirectly through his spouse. The filing notes the shares were 100% vested upon grant and that the report was submitted late because of a technical filing issue. The Form 4 was signed by an attorney-in-fact on 09/05/2025.

Stanley Black & Decker’s Q2-25 10-Q shows a swing back to profitability but with mixed operating quality. Net sales slipped 2% YoY to $3.95 bn as soft demand in Tools & Outdoor and the smaller Engineered Fastening unit offset price/mix gains. Gross profit fell 6% and margin compressed 110 bps to 27.0%, while SG&A rose 5% on wage inflation and restructuring support costs.

Profitability recovered: pre-tax income from continuing ops improved to $26.7 m (Q2-24: -$22.1 m) and, aided by a $75 m tax benefit, produced net income of $101.9 m, or $0.67 diluted EPS versus a loss of $0.07 last year. YTD diluted EPS is $1.27 (vs $0.05).

Cash & balance sheet: YTD operating cash flow swung to a $206 m outflow (2024 inflow $142 m) driven by a $341 m working-capital drag as inventories rose 2% to $4.64 bn. Long-term debt declined $845 m to $4.76 bn through scheduled maturities and a $500 m repayment, but short-term borrowings jumped to $1.07 bn (nil at FY-24), reflecting commercial-paper funding of the inventory build. Liquidity remains solid with $312 m cash and $3.5 bn of undrawn credit lines.

Equity & OCI: Shareholders’ equity increased 4% to $9.06 bn, helped by $215 m of favourable FX translation and hedge movements that cut accumulated OCI loss to $1.98 bn. The company maintained its $0.82 quarterly dividend (cash cost $124 m) and executed nominal share buybacks.

• Q2 OCF: +$214 m; YTD –$206 m
• Inventory days: 153 (up 5 days YoY)
• Net debt/EBITDA (ttm, adj): ~3.8×

Outlook comments were not provided in the filing; investors should watch inventory normalization, demand recovery and refinancing of the $850 m maturities due within 12 months.

Stanley Black & Decker, Inc. (SWK) – Form 4 insider transaction

Chief Operating Officer & President, Tools & Outdoor, Christopher John Nelson, reported transactions dated 29 June 2025 related to the vesting of previously granted Restricted Stock Units (RSUs).

• RSU conversion (Code M): 3,213 and 19,639 RSUs converted to common stock, adding 22,852 shares to direct ownership.
• Share withholding for taxes (Code F): 1,437 and 8,779 shares automatically withheld at $67.955 per share to satisfy tax obligations, reducing the net addition.
• Net change: Directly owned shares increased by approximately 12,636, bringing total direct holdings to 27,765 shares after all transactions.
• All activity stemmed from scheduled RSU vesting; no open-market purchases or sales were disclosed.

The filing reflects routine equity award vesting rather than discretionary buying or selling, and therefore carries limited immediate valuation impact.

Stanley Black & Decker, Inc. (NYSE: SWK) filed an 8-K to announce a planned leadership transition effective 1 October 2025. The Board has appointed Christopher J. Nelson, currently Chief Operating Officer and President of the Tools & Outdoor segment, as the Company’s next President & Chief Executive Officer and a director. Incumbent CEO Donald Allan Jr. will become Executive Chairman through his retirement on 30 September 2026, providing a year of overlap to support continuity.

Key contractual economics were disclosed: Mr. Nelson will receive an $1.3 million annual base salary, a target annual bonus equal to 160 % of base pay, and 2026 equity awards valued at $10.345 million. A one-time “top-up” equity grant of $1.686 million will be issued post-transition (25 % RSUs, 25 % options, 50 % PSUs). Severance protection equals 2× salary plus target bonus and up to two years of benefits if terminated without cause or for good reason.

Mr. Allan, as Executive Chairman, will earn a $1.1 million salary, a target bonus of 150 % of salary, and 2026 equity awards worth $6 million (50 % RSUs / 50 % options). He retains company-paid welfare benefits until age 65.

The filing also notes that, on 30 June 2025, the Company released guidance and management updates via press release (Exhibit 99.1) and clarified that the furnished information is not deemed “filed” under the Exchange Act.

No related-party transactions or family relationships were reported. The disclosed agreements (Exhibits 10.1 & 10.2) contain customary confidentiality, non-compete and indemnification clauses.