Form 4: Stanley Black & Decker Director John L. Garrison Jr. Increases Holdings Through Compensation and Dividend Reinvestment

Stanley Black & Decker, Inc. Director John L. Garrison Jr. reported an increase in his beneficial ownership of company common stock and deferred shares through routine compensation deferrals and dividend reinvestment plans.

Summary

• John L. Garrison Jr., a Director of Stanley Black & Decker, Inc. (SWK), reported acquisitions of company securities on June 17, 2025.
• He acquired 40.943 shares of Common Stock at a price of $64.85 per share, representing dividend equivalents credited as additional restricted stock units under the 2020 Restricted Stock Unit Deferral Plan for Non-Employee Directors.
• An additional 481.8812 deferred shares were acquired at $64.85 per share, resulting from the deferral of quarterly director fees under the Stanley Black & Decker Deferred Compensation Plan for Non-Employee Directors.
• A further 8.4948 deferred shares were acquired at $64.85 per share through the reinvestment of dividends paid on existing deferred shares under the Deferred Compensation Plan.
• Following these transactions, Mr. Garrison directly beneficially owns 3,278.943 shares of Common Stock and a total of 1,162.1879 deferred shares.
• Each deferred share entitles the holder to receive one share of common stock upon settlement, typically upon cessation of Board membership.

Sentiment

Score: 6

Explanation: Slightly positive, as a director is increasing their stake in the company, albeit through compensation and dividend reinvestment, which aligns their interests with shareholders. No negative implications are present.

Positives

• The Director's increased beneficial ownership, even through compensation and dividend reinvestment, signals continued alignment of interests with shareholders.
• The existence of structured deferral and dividend reinvestment plans for non-employee directors indicates established corporate governance practices for executive compensation.

Future Outlook

Deferred shares acquired through the Deferred Compensation Plan will be settled in a 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. Deferred restricted stock units will be settled in accordance with the deferral election made by the reporting person.

Management Comments

• The transactions reflect the operation of the Stanley Black & Decker, Inc. 2020 Restricted Stock Unit Deferral Plan for Non-Employee Directors and the Stanley Black & Decker Deferred Compensation Plan for Non-Employee Directors, indicating adherence to established compensation policies.

Industry Context

This Form 4 filing is a routine disclosure of insider transactions and does not provide information directly related to broader industry trends or competitive landscape. It reflects standard compensation practices for non-employee directors in publicly traded companies.

Comparison to Industry Standards

• The use of deferred compensation plans and restricted stock units for non-employee directors is a common practice among large publicly traded companies, aligning director incentives with long-term shareholder value.
• The specific terms of the plans (e.g., dividend equivalents, settlement upon cessation of board membership) are typical mechanisms used to retain directors and encourage long-term commitment.

Corporate Governance

Related Party Transactions

• Acquisition of common stock and deferred shares by John L. Garrison Jr., a Director of Stanley Black & Decker, Inc., through the company's 2020 Restricted Stock Unit Deferral Plan for Non-Employee Directors and the Deferred Compensation Plan for Non-Employee Directors. These transactions represent compensation paid in equity and dividend reinvestments.

Stakeholder Impact

• Shareholders: The increase in a director's equity holdings, even through compensation, generally signals confidence in the company's future and aligns director interests with shareholder returns.
• Employees: No direct impact on employees is indicated by this filing.
• Customers/Suppliers/Creditors: No direct impact on these stakeholders is indicated by this filing.

Next Steps

• Settlement of deferred shares and restricted stock units will occur in accordance with the terms of the respective deferral plans, primarily upon the reporting person ceasing to be a member of the Board of Directors.

Key Dates

Keywords

Stanley Black & Decker, SWK, Form 4, Insider Transaction, Director Holdings, Stock Acquisition, Deferred Compensation, Dividend Reinvestment, Restricted Stock Units, Corporate Governance