SCOTTS MIRACLE-GRO (NYSE: SMG) director awarded 121 dividend equivalent rights

Rhea-AI Filing Summary

Kingdon Mark D reported acquisition or exercise transactions in this Form 4 filing.

SCOTTS MIRACLE-GRO CO director Mark D. Kingdon received a grant of 121 Dividend Equivalent Rights. These rights accrued on existing DSU or RSU grants and are economically equivalent to 121 common shares. Following this award, Kingdon directly holds 673 Dividend Equivalent Rights tied to common shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Kingdon Mark D

Role null

Type	Security	Shares	Price	Value
Grant/Award	Dividend Equivalent Rights	121	$0.00	--

Holdings After Transaction: Dividend Equivalent Rights — 673 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Dividend Equivalent Rights granted: 121 rights Total Dividend Equivalent Rights after grant: 673 rights Economic equivalence: 1 right = 1 common share +1 more

4 metrics

Dividend Equivalent Rights granted 121 rights Grant to Mark D. Kingdon on derivative security

Total Dividend Equivalent Rights after grant 673 rights Directly held by Mark D. Kingdon following transaction

Economic equivalence 1 right = 1 common share Each Dividend Equivalent Right equals one common share economically

Transaction code A Grant, award, or other acquisition of derivative security

Key Terms

Dividend Equivalent Rights, DSU, RSU, economic equivalent

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 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^*

Kingdon Mark D

(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		121		(1)	(1)	Common Shares	121	(1)	673	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 Mark D. Kingdon	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 insider transaction did SCOTTS MIRACLE-GRO CO (SMG) report for Mark D. Kingdon?

SCOTTS MIRACLE-GRO CO reported that director Mark D. Kingdon received 121 Dividend Equivalent Rights. These were granted as an acquisition award and relate to existing DSU or RSU grants, increasing his directly held Dividend Equivalent Rights to 673 tied to common shares.

What are Dividend Equivalent Rights in the SCOTTS MIRACLE-GRO CO Form 4?

Dividend Equivalent Rights are awards that accrue on DSU or RSU grants. According to the filing, each Dividend Equivalent Right is the economic equivalent of one common share of SCOTTS MIRACLE-GRO CO and becomes exercisable proportionately with the underlying DSUs or RSUs.

How many Dividend Equivalent Rights did Mark D. Kingdon receive from SCOTTS MIRACLE-GRO CO?

Mark D. Kingdon received 121 Dividend Equivalent Rights from SCOTTS MIRACLE-GRO CO. The Form 4 describes this as a grant or award acquisition, increasing his directly held Dividend Equivalent Rights that are economically equivalent to the company’s common shares.

What is Mark D. Kingdon’s total Dividend Equivalent Rights position after this SMG transaction?

After the reported transaction, Mark D. Kingdon holds 673 Dividend Equivalent Rights. The filing notes these rights are held directly and are economically equivalent to common shares, becoming exercisable proportionately with the associated DSU or RSU grants.

How do SCOTTS MIRACLE-GRO CO dividend equivalents relate to common shares?

Each Dividend Equivalent Right in the SCOTTS MIRACLE-GRO CO filing is the economic equivalent of one common share. They accrue on DSU or RSU grants and become exercisable on the same schedule as those underlying DSUs or RSUs, aligning value with common stock performance.

Was the SCOTTS MIRACLE-GRO CO Form 4 transaction a buy or sell in the market?

The Form 4 shows a grant or award acquisition of 121 Dividend Equivalent Rights, not an open-market buy or sell. It is compensation-related, linked to DSU or RSU grants, and classified as a derivative-type transaction rather than a market trade.