Form 4: Stanley Black & Decker Director Andrea J. Ayers Reports Changes in Beneficial Ownership

Director Andrea J. Ayers reports acquisition of common stock and deferred shares through dividend reinvestment and compensation deferral plans.

Summary

• On March 18, 2025, Andrea J. Ayers, a director of Stanley Black & Decker, Inc., reported changes in beneficial ownership of the company's common stock.
• Ayers acquired 615 shares of common stock at $0 through the settlement of restricted stock units, which were 100% vested upon grant and deferred under the RSU Deferral Plan.
• She also acquired 149.8825 shares at $81.335 due to dividend equivalents credited to her account under the RSU Deferral Plan.
• Additionally, Ayers acquired 384.2134 deferred shares at $81.335 through the Deferred Compensation Plan as a result of deferring quarterly director fees.
• She acquired 126.8124 additional deferred shares at $81.335 through the reinvestment of dividends paid on deferred shares credited to her account under the Deferred Compensation Plan.
• Following these transactions, Ayers beneficially owns 31,131.5815 shares of common stock and 13,089.4085 deferred shares.

Sentiment

Score: 6

Explanation: The sentiment is neutral. The filing reflects routine transactions related to director compensation and dividend reinvestment, indicating standard corporate governance practices.

Positives

• The director's participation in the company's compensation deferral plans demonstrates a long-term commitment to the company's success.
• Dividend reinvestment indicates confidence in the company's future performance.

Future Outlook

The restricted stock units will be settled in one lump sum on the 90th day following the date on which the reporting person ceases to be a member of the Board of Directors or in three, five or ten annual installments beginning on such settlement date, subject to the reporting person's election. The deferred shares credited to the reporting person's account under the Deferred Compensation Plan, including any additional deferred shares acquired through dividend reinvestment, will be settled in one lump sum payment of common stock on the first business day of the calendar year immediately following the date on which the reporting person ceases to be a member of the Board of Directors.

Industry Context

Form 4 filings are routine disclosures required by the SEC to provide transparency into the transactions of company insiders. These filings are closely watched by investors to gauge management's sentiment and confidence in the company's prospects.

Comparison to Industry Standards

• Director compensation structures, including stock options, restricted stock units, and deferred compensation plans, are common across publicly traded companies.
• Companies like General Electric, 3M, and Honeywell, which operate in similar industrial sectors, also utilize similar compensation strategies to align the interests of their directors with those of shareholders.
• The specific terms of the Stanley Black & Decker plans, such as the deferral options and dividend reinvestment features, are typical of executive compensation packages designed to incentivize long-term value creation.

Stakeholder Impact

• The transactions have a minor positive impact on shareholders as they demonstrate the director's continued investment in the company.
• Employees are indirectly impacted as the director's alignment with company performance can contribute to overall success.

Key Dates

Keywords

beneficial ownership, Form 4, Stanley Black & Decker, SWK, director, Andrea J. Ayers, common stock, deferred shares, restricted stock units, dividend equivalents, Deferred Compensation Plan, RSU Deferral Plan