SCOTTS MIRACLE-GRO (SMG) director receives 55 dividend equivalent rights grant

Rhea-AI Filing Summary

Miller Austin Scott reported acquisition or exercise transactions in this Form 4 filing.

SCOTTS MIRACLE-GRO CO director Austin Scott Miller received a grant of 55 dividend equivalent rights tied to common shares. These rights were awarded at no cost and increase his derivative-based holdings to 136 dividend equivalent rights, each economically equivalent to one common share of the company.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Miller Austin Scott

Role null

Type	Security	Shares	Price	Value
Grant/Award	Dividend Equivalent Rights	55	$0.00	--

Holdings After Transaction: Dividend Equivalent Rights — 136 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Dividend equivalent rights granted: 55 rights Dividend equivalent rights after grant: 136 rights Grant price: $0.0000 per right +1 more

4 metrics

Dividend equivalent rights granted 55 rights Grant on 2026-06-05

Dividend equivalent rights after grant 136 rights Total derivative holdings following transaction

Grant price $0.0000 per right Dividend equivalent rights award

Underlying common shares 55 shares Underlying security for the new rights

Key Terms

Dividend Equivalent Rights, DSU, RSU, economic equivalent of one common share

4 terms

Dividend Equivalent Rights financial

"The dividend equivalent rights accrued on DSU or RSU grants and become exercisable proportionately..."

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

DSU financial

"The dividend equivalent rights accrued on DSU or RSU grants and become exercisable proportionately..."

RSU financial

"The dividend equivalent rights accrued on DSU or RSU grants and become exercisable proportionately..."

Restricted stock units (RSUs) are a form of company shares given to employees as part of their compensation, usually with certain restrictions or conditions, such as remaining with the company for a set period. When these restrictions lift, employees receive actual shares that they can sell or hold. For investors, RSUs can impact a company's stock supply and reflect the company's commitment to attracting and retaining talent.

economic equivalent of one common share financial

"Each dividend equivalent right is the economic equivalent of one common share of the Issuer."

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Form 4 Insider Transactions: What Each Field Means →

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^*

Miller Austin Scott

(Last) (First) (Middle)

C/O THE SCOTTS MIRACLE-GRO COMPANY

14111 SCOTTSLAWN ROAD

(Street)

MARYSVILLE OHIO 43041

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SCOTTS MIRACLE-GRO CO [ SMG ]

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)
06/05/2026

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
Dividend Equivalent Rights	(1)	06/05/2026		A		55		(1)	(1)	Common Shares	55	(1)	136	D

Explanation of Responses:

1. The dividend equivalent rights accrued on DSU or RSU grants and become exercisable proportionately with the DSUs or RSUs to which they relate. Each dividend equivalent right is the economic equivalent of one common share of the Issuer.

Remarks:

	/s/ Kathy L. Uttley as attorney-in-fact for Austin Scott Miller	06/09/2026
	** 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 SCOTTS MIRACLE-GRO (SMG) director Austin Scott Miller report on this Form 4?

Austin Scott Miller reported receiving 55 dividend equivalent rights as a grant. These rights are tied to existing DSU or RSU awards and are economically equivalent to common shares, increasing his total dividend equivalent rights position to 136.

What are dividend equivalent rights in the SCOTTS MIRACLE-GRO (SMG) Form 4 filing?

Dividend equivalent rights are compensation instruments that track dividends on underlying DSU or RSU grants. Each right is economically equivalent to one SCOTTS MIRACLE-GRO common share and becomes exercisable proportionately with the related DSUs or RSUs as they vest.

How many dividend equivalent rights did the SMG director hold after this transaction?

After the reported grant, the director held a total of 136 dividend equivalent rights. The filing shows 55 new rights awarded on the transaction date, adding to an existing balance to reach this updated derivative-based holding level.

Did the SCOTTS MIRACLE-GRO (SMG) Form 4 involve any open-market share purchases or sales?

No open-market purchases or sales were reported. The filing only shows a grant-type acquisition of 55 dividend equivalent rights, awarded at a price of zero, as part of the director’s compensation rather than a market transaction.

Are the dividend equivalent rights reported by SMG’s director the same as common shares?

They are not common shares but are economically equivalent. Each dividend equivalent right mirrors the value of one SCOTTS MIRACLE-GRO common share and is linked to DSU or RSU awards, becoming exercisable in step with those underlying equity units.