Form 4: Home Depot Director Gerard Arpey Receives Grant of Deferred Shares

Home Depot, Inc. Director Gerard J. Arpey was granted 669 deferred shares as part of the company's Omnibus Stock Incentive Plan.

Summary

• Gerard J. Arpey, a Director of Home Depot, Inc. (HD), was granted 669 Deferred Shares on May 22, 2025.
• These Deferred Shares were issued under The Home Depot, Inc. Omnibus Stock Incentive Plan, as amended and restated on May 19, 2022.
• The shares convert to Common Stock on a one-for-one basis upon the earliest of: the first anniversary of the director's termination of service, the director's death, retirement or disability, or a change in control of the Company.
• Following this transaction, Mr. Arpey beneficially owns 14,253.5284 Deferred Shares.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. It's a routine compensation event, indicating stability in governance and ongoing alignment of director interests with the company's performance, but it does not convey significant new financial or operational news.

Positives

• The grant of deferred shares aligns the director's interests with those of shareholders, as the value of the compensation is tied to the company's stock performance.
• This is a standard component of director compensation, indicating ongoing commitment and retention of key board members.

Future Outlook

The deferred shares are set to convert to common stock upon specific future events, including the director's termination of service, death, retirement, disability, or a change in control of the company.

Industry Context

This transaction represents a routine equity compensation grant to a director, a common practice across publicly traded companies to incentivize and retain board members by aligning their financial interests with long-term shareholder value.

Comparison to Industry Standards

• The grant of deferred shares as part of an omnibus stock incentive plan is a standard compensation practice for directors in large, established companies like Home Depot, comparable to practices at companies such as Lowe's (LOW) or Target (TGT) which also utilize equity-based compensation to align director and executive interests with shareholder returns.

Stakeholder Impact

• Shareholders: The grant of deferred shares is a form of compensation that aligns the director's long-term interests with shareholder value, though it represents a minor potential for future dilution upon conversion.
• Director (Gerard J. Arpey): Receives additional equity compensation, increasing his beneficial ownership and financial stake in the company.

Next Steps

• The 669 Deferred Shares will convert to Common Stock on a one-for-one basis upon the earliest of: the first anniversary of the director's termination of service as a Board member, the date of the director's death, retirement or disability, or the date of a change in control of the Company.

Key Dates

Keywords

Home Depot, HD, Gerard J. Arpey, Deferred Shares, Stock Incentive Plan, Director Compensation, SEC Form 4, Beneficial Ownership, Equity Grant