Form 4: SWK Director Susan Carter Increases Stake

Stanley Black & Decker Director Susan K. Carter acquired additional common stock and deferred shares through routine compensation deferral and dividend reinvestment plans.

Summary

• Susan K. Carter, a Director of Stanley Black & Decker, Inc. (SWK), acquired 63.177 shares of common stock on December 16, 2025, at a price of $73.4 per share.
• These common shares represent dividend equivalents credited to her account under the 2020 Restricted Stock Unit Deferral Plan for Non-Employee Directors.
• Carter also acquired 493.9029 deferred shares on December 16, 2025, at $73.4 per share, resulting from the deferral of quarterly director fees under the Deferred Compensation Plan for Non-Employee Directors.
• An additional 37.3938 deferred shares were acquired on December 16, 2025, at $73.4 per share, through the reinvestment of dividends paid on existing deferred shares under the Deferred Compensation Plan.
• Following these transactions, Carter directly beneficially owns 5,692.1562 shares of common stock and 3,839.9178 deferred shares (combining the two deferred share holdings).

Sentiment

Score: 7

Explanation: The filing details routine insider transactions where a director acquired additional shares through compensation deferral and dividend reinvestment. This is a positive signal of alignment with shareholder interests, though it does not reflect new operational or financial performance.

Positives

• A director increasing their beneficial ownership, even through routine compensation mechanisms, generally signals confidence in the company's long-term prospects.
• The deferral of director fees into company stock aligns the director's financial interests more closely with those of common shareholders.

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. Other deferred shares will be settled according to the deferral election made by the reporting person.

Industry Context

This filing reflects a standard practice in corporate governance where non-employee directors receive compensation, often including equity or equity-linked instruments, and may elect to defer cash fees into company stock. Dividend reinvestment plans are also common for such holdings, further aligning director interests with shareholders.

Comparison to Industry Standards

• The practice of non-employee directors deferring cash compensation into company equity and reinvesting dividends is a widely adopted corporate governance standard across various industries. This mechanism is designed to align the financial interests of board members with those of long-term shareholders, promoting responsible oversight and strategic decision-making.
• Many publicly traded companies, including peers in the industrial and consumer goods sectors, utilize similar deferred compensation and equity-based incentive plans for their non-employee directors. This transaction is consistent with typical compensation structures aimed at fostering director commitment and long-term value creation.

Stakeholder Impact

• Shareholders: Increased alignment of a director's financial interests with those of common shareholders, potentially fostering more shareholder-centric decision-making.

Next Steps

• Settlement of deferred shares upon the reporting person's cessation of Board membership or according to individual deferral elections.

Key Dates

Recommendation

The filing details a routine acquisition of shares by a director through compensation deferral and dividend reinvestment. This action, while positive for aligning director and shareholder interests, does not introduce new material information about the company's operational or financial performance that would warrant a change in investment recommendation.

Keywords

Stanley Black & Decker, SWK, Form 4, Insider Transaction, Director Stock Acquisition, Deferred Compensation, Dividend Reinvestment, Beneficial Ownership