Form 4: Scotts Miracle-Gro CEO Acquires Shares & Phantom Stock

James Hagedorn, Chairman and CEO of Scotts Miracle-Gro, reported the acquisition of common shares and phantom stock units.

Summary

• James Hagedorn acquired 38.0373 common shares of Scotts Miracle-Gro at a price of $52.58 per share on August 25, 2025.
• He also acquired 1,432.882 phantom stock units on August 26, 2025, with a derivative security price of $63.04 per unit.
• Each phantom stock unit represents the right to receive one common share or its cash equivalent upon termination of employment.
• Following these transactions, Hagedorn directly holds 79,766.9149 common shares and 221,975.964 phantom stock units.
• Indirect holdings include 29,413.378 common shares through a 401(K) Plan and 997,910 common shares through Hagedorn Partnership, L.P.

Sentiment

Score: 7

Explanation: The acquisition of shares and phantom stock by the CEO is generally a positive signal, indicating confidence in the company's future performance. While the amounts are not exceptionally large relative to total holdings, it's a net positive action.

Positives

• The acquisition of additional common shares and phantom stock by the Chairman & CEO indicates continued alignment of management's interests with shareholders.

Future Outlook

The filing does not provide specific forward-looking statements or guidance, beyond the nature of phantom stock being payable upon termination of employment.

Industry Context

This Form 4 filing details insider transactions for Scotts Miracle-Gro, a leader in the lawn and garden care industry. Such filings are routine disclosures and do not inherently provide broader industry context, though they reflect individual executive confidence in the company's prospects.

Related Party Transactions

• James Hagedorn's indirect beneficial ownership of 997,910 common shares through Hagedorn Partnership, L.P. (HPLP), where he is a general partner, is disclosed. He may be deemed a beneficial owner of more than 10% of the common shares held by the Partnership, representing his and certain family members' proportionate interest.

Stakeholder Impact

• Shareholders: The acquisition of shares by the CEO may be viewed positively as it aligns management's interests with shareholder value.
• Employees: The phantom stock acquisition is part of executive compensation, which is a standard practice for key personnel.

Key Dates

Recommendation

The insider acquisitions by the CEO are a positive signal, indicating confidence in the company. However, the transaction volume is not substantial enough to warrant a 'buy' recommendation solely based on this filing. It reinforces a 'hold' position for existing investors, suggesting no immediate negative catalysts from insider activity.

Keywords

Scotts Miracle-Gro, SMG, James Hagedorn, Insider Trading, Form 4, Stock Acquisition, Phantom Stock, CEO, Director, 10% Owner