Form 4: Scotts Miracle-Gro CEO Acquires Phantom Stock

Scotts Miracle-Gro Chairman & CEO James Hagedorn acquired 2,751.65 shares of phantom stock, increasing his beneficial ownership to 231,850.829 shares.

Summary

• James Hagedorn, Chairman & CEO, Director, and 10% Owner of The Scotts Miracle-Gro Company, reported a transaction.
• On December 5, 2025, Hagedorn acquired 2,751.65 shares of phantom stock.
• Following this transaction, James Hagedorn beneficially owns a total of 231,850.829 shares of phantom stock.
• Each share of phantom stock represents the right to receive one common share of the Issuer or its equivalent cash value.
• These phantom stock shares are payable in cash upon the termination of the reporting person's employment with the Issuer.
• The reporting person retains the ability to transfer his phantom stock into an alternative investment at any time.

Sentiment

Score: 7

Explanation: The acquisition of additional phantom stock by the Chairman & CEO, who is also a 10% owner, generally indicates strong insider confidence in the company's future prospects and aligns management's interests with shareholders.

Positives

• Chairman & CEO James Hagedorn increased his beneficial ownership in the company by acquiring 2,751.65 shares of phantom stock.
• The acquisition by a key insider, who is also a 10% owner, may signal continued confidence in the company's future performance and strategic direction.

Risks

• The value of the phantom stock is directly tied to the common shares of the Issuer, meaning its value can fluctuate with market performance and company-specific factors.
• Phantom stock is payable in cash following termination of employment, which could represent a future cash outflow for the company depending on the timing and scale of such payouts.

Stakeholder Impact

• Shareholders may interpret the insider acquisition as a positive signal of management's belief in the company's long-term value, potentially influencing investor sentiment.
• The transaction further aligns the financial interests of the Chairman & CEO with the performance of the company's common shares.

Key Dates

Recommendation

The acquisition of additional phantom stock by James Hagedorn, the Chairman & CEO and a 10% owner, signals strong insider confidence in Scotts Miracle-Gro's future performance. Such a move by a key executive often precedes positive company developments or reflects a belief that the stock is undervalued, making it a compelling signal for potential investors.

Keywords

Scotts Miracle-Gro, SMG, James Hagedorn, Insider Transaction, Phantom Stock, Executive Compensation, Beneficial Ownership, Form 4