Home Depot (NYSE: HD) EVP granted stock options and performance shares

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

HOME DEPOT, INC. executive John A. Deaton, EVP – Supply Chain & Product Development, received new equity awards. He was granted 6,451 employee stock options with an exercise price of $332.51 per share, expiring on March 24, 2036, vesting in 25% increments beginning on the second anniversary of the grant date.

He also received 2,467 performance-based restricted shares of $.05 common stock, which vest 50% after 30 months and 50% after 60 months. The 2026 portion will be forfeited if FY2026 company operating profit is less than 90% of the target under the 2026 Management Incentive Plan. Separately, 155 shares of common stock were withheld at $330.91 per share to cover tax obligations, leaving Deaton with 16,441.0065 common shares held directly after these transactions.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Deaton John A.

Role EVP - Supply Chain & Prod. Dev

Type	Security	Shares	Price	Value
Grant/Award	Employee Stock Options	6,451	$0.00	--
Grant/Award	$.05 Common Stock	2,467	$0.00	--
Tax Withholding	$.05 Common Stock	155	$330.91	$51K

Holdings After Transaction: Employee Stock Options — 6,451 shares (Direct); $.05 Common Stock — 16,441.007 shares (Direct)

Footnotes (1)

The performance-based restricted shares were issued under The Home Depot, Inc. Omnibus Stock Incentive Plan, as amended and restated May 19, 2022, and vest 50% after 30 months and the remaining 50% after 60 months. The 2026 shares will be forfeited if FY2026 Company operating profit is not at least 90% of the target established under the 2026 Management Incentive Plan. The stock options were issued under The Home Depot, Inc. Omnibus Stock Incentive Plan, as amended and restated May 19, 2022 and vest annually in 25% increments beginning on the second anniversary of the grant date.

Form 4 Insider Transactions: What Each Field Means →

03/26/2026 - 04:43 PM

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

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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^*

Deaton John A.

(Last)

(First)

(Middle)

2455 PACES FERRY RD., SE

(Street)

ATLANTA

GEORGIA

30339

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HOME DEPOT, INC. [ HD ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP - Supply Chain & Prod. Dev

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
$.05 Common Stock	03/24/2026		F		155	D	$330.91	13,974.0065	D
$.05 Common Stock	03/25/2026		A		2,467⁽¹⁾	A	$0	16,441.0065	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Options	$332.51	03/25/2026		A		6,451		⁽²⁾	03/24/2036	$.05 Common Stock	6,451	$0	6,451	D

Explanation of Responses:

1. The performance-based restricted shares were issued under The Home Depot, Inc. Omnibus Stock Incentive Plan, as amended and restated May 19, 2022, and vest 50% after 30 months and the remaining 50% after 60 months. The 2026 shares will be forfeited if FY2026 Company operating profit is not at least 90% of the target established under the 2026 Management Incentive Plan.

2. The stock options were issued under The Home Depot, Inc. Omnibus Stock Incentive Plan, as amended and restated May 19, 2022 and vest annually in 25% increments beginning on the second anniversary of the grant date.

Remarks:

	/s/ Stephanie Bignon, Attorney-in-Fact for John A. Deaton	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)

Source: View Original Filing on SEC EDGAR

FAQ

What equity awards did HD executive John A. Deaton receive?

John A. Deaton received 6,451 stock options and 2,467 performance-based restricted shares. The options have a $332.51 exercise price and vest starting two years after grant, while the restricted shares vest over 30 and 60 months with FY2026 profit performance conditions.

How do John Deaton’s new Home Depot stock options vest?

Deaton’s 6,451 employee stock options vest in four equal annual tranches. They were issued under The Home Depot Omnibus Stock Incentive Plan and vest 25% per year beginning on the second anniversary of the grant date, with expiration on March 24, 2036.

What are the performance conditions on HD’s restricted shares granted to Deaton?

The 2026 restricted shares will be forfeited if FY2026 operating profit is under 90% of target. These performance-based restricted shares vest 50% after 30 months and 50% after 60 months, tied to the 2026 Management Incentive Plan operating profit goal.

Why were 155 Home Depot shares disposed of in this Form 4?

The 155 shares were withheld to pay tax obligations, not sold on the open market. They were disposed of at $330.91 per share as a tax-withholding transaction related to equity compensation, a routine, non-market event for executive awards.

How many Home Depot common shares does John Deaton own after these transactions?

After the reported transactions, Deaton directly holds 16,441.0065 common shares. This figure reflects his updated direct ownership following the grant of restricted shares and the withholding of 155 shares to satisfy associated tax liabilities.

Under what plan were John Deaton’s Home Depot equity awards granted?

Both the stock options and restricted shares were granted under The Home Depot Omnibus Stock Incentive Plan. The plan was amended and restated on May 19, 2022 and governs the vesting schedules and performance requirements attached to these awards.