Statistiche di base
| LEI | 2TH9E0JTOUXOEGI2R879 |
| CIK | 825542 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to The Scotts Miracle-Gro Company
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| May 7, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer of incorporation or organization) File Number) Identification No.) 14111 Scottslawn Road, Marysville, Ohio 43041 (Address o |
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| May 6, 2026 |
DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of March 28, 2026, are located at the left margin, each subsidiary tier thereunder is indented. |
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| May 6, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 28, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Scott |
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| May 6, 2026 |
LIST OF GUARANTOR SUBSIDIARIES Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of March 28, 2026, guarantors of the Company's 5. |
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| April 29, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2026 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer o |
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| April 29, 2026 |
Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Reports Strong Second Quarter Results; Increase in Sales and Gross Margin Improvement Drive EPS Growth Net sales increased by 5% Gross margin rate improved by over 200 basis points Net leverage at 3.71x, down from prior year of 4.41x MARYSVILLE, Ohio, April 29, 2026 – The Scotts Miracle-Gro Company (NYSE: SMG), the leading marketer |
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| April 29, 2026 |
Condensed Consolidated Statements of Operations (4) (In millions, except per share data) Exhibit 99.2 THE SCOTTS MIRACLE-GRO COMPANY Condensed Consolidated Statements of Operations (4) (In millions, except per share data) (Unaudited) Three Months Ended Six Months Ended Footnotes March 28, 2026 March 29, 2025 % Change March 28, 2026 March 29, 2025 % Change Net sales $ 1,459.5 $ 1,389.7 5 % $ 1,814.0 $ 1,756.3 3 % Cost of sales 849.0 842.3 1,113.5 1,119.0 Cost of sales—impairment, restr |
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| April 9, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 9, 2026 (April 8, 2026) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission |
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| April 9, 2026 |
Exhibit 99.1 ScottsMiracle-Gro Completes Divestiture of Hawthorne Subsidiary Sale to Vireo Growth enhances focus on North American consumer lawn and garden business MARYSVILLE, Ohio, April 9, 2026 – The Scotts Miracle-Gro Company (NYSE: SMG), the leading marketer of branded consumer lawn and garden products in North America, today announced that it has completed the sale of its subsidiary The Hawt |
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| February 20, 2026 |
Exhibit 99.1 THE SCOTTS MIRACLE-GRO COMPANY INDEX TO UNAUDITED, CONDENSED CONSOLIDATED SELECTED FINANCIAL DATA PAGE Revised Results of Operations and Reconciliation of Non-GAAP Disclosure Items for the: Fiscal Year Ended September 30, 2025 2 Three Months Ended September 30, 2025 3 Three Months Ended June 28, 2025 4 Three Months Ended March 29, 2025 5 Three Months Ended December 28, 2024 6 Fiscal Y |
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| February 20, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2026 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employe |
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| February 13, 2026 |
Exhibit 10.1 THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN (EFFECTIVE AS OF JANUARY 26, 2026) Article 1. Establishment, Purpose, and Duration 1.1 Establishment. This Plan, an incentive compensation plan, was established by The Scotts Miracle-Gro Company. This Plan was originally effective on January 26, 2006, was amended and restated effective as of October 30, 2007, January 20, 2010, Ja |
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| February 13, 2026 |
As filed with the Securities and Exchange Commission on February 13, 2026 Registration No. |
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| February 13, 2026 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) The Scotts Miracle-Gro Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share(2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Equity Common Shares, without par value 457(h) 2,750,000 $65. |
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| February 4, 2026 |
14111 Scottslawn Road Marysville, Ohio 43041 937-644-0011 www.scotts.com [LOGO] Exhibit 10.4 November 7, 2025 Mr. Adam Hanft Chief Executive Officer Hanft Ideas LLC 50 Astor Lane Sands Point, New York 11050 [email protected] Dear Adam: This letter sets forth our agreement (the “Agreement”) regarding a consulting engagement between Hanft Ideas and The Scotts Company LLC (“Scotts” or the “Company”). For the purposes of this Agreement, the term “Contractor” means Hanft |
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| February 4, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 27, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Sc |
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| January 29, 2026 |
Exhibit 10.1 THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN (EFFECTIVE AS OF JANUARY 26, 2026) Article 1. Establishment, Purpose, and Duration 1.1 Establishment. This Plan, an incentive compensation plan, was established by The Scotts Miracle-Gro Company. This Plan was originally effective on January 26, 2006, was amended and restated effective as of October 30, 2007, January 20, 2010, Ja |
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| January 29, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2026 (January 26, 2026) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commi |
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| January 29, 2026 |
Deferral of [YEAR] Cash Retainer Exhibit 10.6 Deferral of [YEAR] Cash Retainer THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN DEFERRED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS (with related Dividend Equivalents) DEFERRED STOCK UNITS CREDITED TO [Director’s Name] This Award Agreement describes the deferred stock units (“DSUs”) which you will be credited with upon conversion of quarterly installments of the an |
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| January 29, 2026 |
Exhibit 10.3 Granted To: Associate ID: Award Type: Grant Date: THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT FOR EMPLOYEES (with related Dividend Equivalents) This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR RESTRICTED STOCK UNITS. You have been granted [Num |
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| January 29, 2026 |
Exhibit 10.4 Granted To: Associate ID: Award Type: Grant Date: THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN PERFORMANCE UNIT AWARD AGREEMENT FOR EMPLOYEES (with related Dividend Equivalents) This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR PERFORMANCE UNITS. You have received a grant of [Number |
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| January 29, 2026 |
Exhibit 10.5 Grant Recipient: Grant Date: THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS (with related Dividend Equivalents) This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR RESTRICTED STOCK UNITS. You have been granted [Number] Res |
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| January 29, 2026 |
Exhibit 10.2 Granted To: Associate ID: Award Type: Grant Date: THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN NONQUALIFIED STOCK OPTION AWARD AGREEMENT FOR EMPLOYEES This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR NONQUALIFIED STOCK OPTION. You have been granted a Nonqualified Stock Option (“NSO |
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| January 28, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2026 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer |
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| January 28, 2026 |
Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Reports First Quarter Results and Advancement of Key Strategic Initiatives Announces divestiture plan for Hawthorne Unveils new multi-year share repurchase program to commence in late 2026 MARYSVILLE, Ohio, January 28, 2026 – The Scotts Miracle-Gro Company (NYSE: SMG), the leading marketer of branded consumer lawn and garden produc |
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| December 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| December 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| November 25, 2025 |
Exhibit 10.7(b) [LOGO] EMPLOYEE CONFIDENTIALITY, NONCOMPETITION, NONSOLICITATION AGREEMENT This Employee Confidentiality, Noncompetition, Nonsolicitation Agreement ("Agreement"), is by and between The Scotts Company LLC, and all companies controlled by, controlling or under common control with the Scotts Company LLC (collectively, the "Company"), and the person designated on the signature page her |
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| November 25, 2025 |
Exhibit 4.6 DESCRIPTION OF CAPITAL STOCK As of September 30, 2025, The Scotts Miracle-Gro Company (“Scotts,” the “Company,” “we,” “us” or “our”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our common shares, without par value (our “common shares”). The following summary describes the material features of our common shares and our pref |
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| November 25, 2025 |
DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of September 30, 2025, are located at the left margin, each subsidiary tier thereunder is indented. |
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| November 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-11 |
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| November 25, 2025 |
Exhibit 4.5 November 25, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: The Scotts Miracle-Gro Company – Annual Report on Form 10-K for the fiscal year ended September 30, 2025 Ladies and Gentlemen: The Scotts Miracle-Gro Company, an Ohio corporation (“Scotts Miracle-Gro”), is today filing its Annual Report on Form 10-K for the fiscal year ended September 30, |
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| November 25, 2025 |
Exhibit 10.10 Summary of Compensation for Nonemployee Directors of The Scotts Miracle-Gro Company Effective as of January 27, 2025 At the meeting of the Board of Directors (the “Board”) of The Scotts Miracle-Gro Company (the “Company”) held on January 27, 2025, the Board approved the recommendations of the Nominating and Governance Committee of the Board (the “Committee”) with respect to compensat |
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| November 25, 2025 |
THE SCOTTS COMPANY LLC EXECUTIVE RETIREMENT PLAN Exhibit 10.8 THE SCOTTS COMPANY LLC EXECUTIVE RETIREMENT PLAN Certificate I, Amanda Rico, Senior Vice President, Chief Human Resources Officer of The Scotts Company LLC, hereby certify that the Restatement of The Scotts Company LLC Executive Retirement Plan, effective January 1, 2023, and set forth in the attached Exhibit I, filed herewith and made a part hereof, was implemented by me this day and |
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| November 25, 2025 |
LIST OF GUARANTOR SUBSIDIARIES Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of September 30, 2025, guarantors of the Company's 5. |
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| November 25, 2025 |
Exhibit 24 POWER OF ATTORNEY The undersigned director of The Scotts Miracle-Gro Company, an Ohio corporation (the “Corporation”), which anticipates filing with the Securities and Exchange Commission, Washington, D. |
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| November 25, 2025 |
THE SCOTTS MIRACLE-GRO COMPANY & SUBSIDIARIES Exhibit 19 THE SCOTTS MIRACLE-GRO COMPANY & SUBSIDIARIES CORPORATE POLICY W-LG-1 INSIDER TRADING POLICY To: All Scotts Associates Date: May 1, 2025 From: Mark J. |
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| November 24, 2025 |
Exhibit 10.1 SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 21, 2025 among THE SCOTTS MIRACLE-GRO COMPANY THE SCOTTS COMPANY LLC SCOTTS CANADA LTD. The Other Subsidiary Borrowers Party Hereto The Lenders Party Hereto JPMORGAN CHASE BANK, N.A. as Administrative Agent BANK OF AMERICA, N.A., MIZUHO BANK, LTD., WELLS FARGO BANK, NATIONAL ASSOCIATION, TRUIST BANK, PNC BANK, NATIONAL |
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| November 24, 2025 |
Exhibit 10.2 SEVENTH AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT made by THE SCOTTS MIRACLE-GRO COMPANY, EACH DOMESTIC SUBSIDIARY BORROWER and certain of their Domestic Subsidiaries in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of November 21, 2025 TABLE OF CONTENTS Page SECTION 1. DEFINED TERMS 2 1.1. Definitions 2 1.2. Other Definitional Provisions 5 SECTION |
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| November 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 24, 2025 (November 21, 2025) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Com |
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| November 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2025 (November 12, 2025) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Com |
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| November 12, 2025 |
Exhibit 10.1 THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN FY[] EQUITY INCENTIVE RESTRICTED STOCK UNIT AWARD NOTICE This Award Notice describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR RESTRICTED STOCK UNITS. (a) You have been granted [] Restricted Stock Units (“RSUs”). The “Grant Date” of your Award is []. Each whole |
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| November 5, 2025 |
Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Reports Strong Fiscal 2025 Full-Year Results Driven by Robust Gross Margin Expansion and EPS Growth Fiscal 2026 Guidance calls for further gains in key financial metrics MARYSVILLE, Ohio, November 5, 2025 – The Scotts Miracle-Gro Company (NYSE: SMG), the leading marketer of branded consumer lawn and garden products in North America |
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| November 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2025 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer |
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| September 10, 2025 |
144 0001582749 XXXXXXXX LIVE 0000825542 SCOTTS MIRACLE-GRO CO 001-11593 14111 SCOTTSLAWN ROAD MARYSVILLE OH 43041 9376440011 Vines John R Former director Common Merrill 8890 Lyra Dr 5th Flr Columbus OH 43240 11297 681302. |
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| September 5, 2025 |
144 0000945527 XXXXXXXX LIVE 0000825542 SCOTTS MIRACLE-GRO CO 001-11593 14111 SCOTTSLAWN ROAD MARYSVILLE OH 43041 9376440011 Hagedorn Partnership, L. |
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| September 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 3, 2025 (August 28, 2025) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commi |
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| September 3, 2025 |
SECOND AMENDMENT TO MASTER RECEIVABLES PURCHASE AGREEMENT Exhibit 10.1 SECOND AMENDMENT TO MASTER RECEIVABLES PURCHASE AGREEMENT This Second Amendment dated as of August 28, 2025 (the “Amendment”) is to that certain Master Receivables Purchase Agreement dated as of October 27, 2023, among The Scotts Miracle-Gro Company, as the Seller Representative and JPMorgan Chase Bank, N.A., as Purchaser (as amended, extended, modified, supplemented, restated, renewe |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Scotts |
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| August 6, 2025 |
Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of June 28, 2025, guarantors of the Company's 5. |
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| August 6, 2025 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of June 28, 2025, are located at the left margin, each subsidiary tier thereunder is indented. |
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| August 5, 2025 |
Exhibit 99.1 The Scotts Miracle-Gro Company ScottsMiracle-Gro Announces Changes to Board of Directors Retired Lt. General John R. Vines retires from Board; former General Scott Miller named to open seat MARYSVILLE, Ohio, August 5, 2025 - The Scotts Miracle-Gro Company (NYSE: SMG), the world’s leading marketer of branded consumer lawn and garden products as well as a leader in indoor and hydroponic |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 (July 31, 2025) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission |
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| July 30, 2025 |
Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Drives EBITDA and EPS Growth in Third Quarter; Gross Margin Improvement and Increase in U.S. Consumer Net Sales Fuel Gains •Company reaffirms full-year non-GAAP fiscal 2025 guidance •U.S. Consumer net sales increased 1 percent and POS units increased 6 percent in fiscal third quarter •GAAP gross margin rate of 31.8 percent and non- |
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| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2025 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer of |
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| June 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBERS 033-47073; 333-154364 A.Full title |
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| May 7, 2025 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of March 29, 2025, are located at the left margin, each subsidiary tier thereunder is indented. |
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| May 7, 2025 |
Insider Trading Policy of The Scotts Miracle-Gro Company & Subsidiaries Exhibit 19 THE SCOTTS MIRACLE-GRO COMPANY & SUBSIDIARIES CORPORATE POLICY W-LG-1 INSIDER TRADING POLICY To: All Scotts Associates Date: May 1, 2025 From: Mark J. |
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| May 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Scott |
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| May 7, 2025 |
Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of March 29, 2025, guarantors of the Company's 5. |
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| May 7, 2025 |
Consulting Agreement, dated February 4, 2025, between The Scotts Company LLC and Hanft Ideas LLC The Scotts Company LLC Exhibit 10 February 4, 2025 Mr. Adam Hanft Chief Executive Officer Hanft Ideas LLC 50 Astor Lane Sands Point, New York 11050 [email protected] Dear Adam: This letter sets forth our agreement (the “Agreement”) regarding a consulting engagement between Hanft Ideas and The Scotts Company LLC (“Scotts” or the “Company”). For the purposes of this Agreement, the term “Contractor |
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| May 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer of incorporation or organization) File Number) Identification No.) 14111 Scottslawn Road, Marysville, Ohio 43041 (Address o |
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| April 30, 2025 |
ScottsMiracle-Gro Reports Second Quarter Results; Gross Margin Improvement Drives EBITDA Growth Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Reports Second Quarter Results; Gross Margin Improvement Drives EBITDA Growth •Company reaffirms full-year U.S. Consumer segment net sales, consolidated adjusted gross margin and adjusted EBITDA and free cash flow guidance •Consumer POS units were up 12 percent through first half; 60 percent of full-year consumer takeaway expected |
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| April 30, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2025 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer o |
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| April 28, 2025 |
ScottsMiracle-Gro CEO Reports Strong POS Unit Gains During CNBC Mad Money Appearance Exhibit 99.1 The Scotts Miracle-Gro Company ScottsMiracle-Gro CEO Reports Strong POS Unit Gains During CNBC Mad Money Appearance MARYSVILLE, Ohio, April 28, 2025 – The Scotts Miracle-Gro Company (NYSE: SMG), the world’s leading marketer of branded consumer lawn and garden products as well as a leader in indoor and hydroponic growing products, reported that Chairman and CEO Jim Hagedorn announced d |
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| April 28, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2025 (April 28, 2025) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commissio |
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| February 13, 2025 |
As filed with the Securities and Exchange Commission on February 13, 2025 Registration No. |
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| February 13, 2025 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) The Scotts Miracle-Gro Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share(2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Equity Common Shares, without par value 457(h) 300,000 $66. |
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| February 13, 2025 |
The Scotts Miracle-Gro Company Discounted Stock Purchase Plan Exhibit 99.1 THE SCOTTS MIRACLE-GRO COMPANY DISCOUNTED STOCK PURCHASE PLAN (Amended and Restated Effective January 27, 2025) 1.00 PURPOSE This Plan is intended to foster and promote the Company’s long-term financial success and to increase shareholder value by [1] providing Participants an opportunity to acquire an ownership interest in the Company and [2] enabling the Company to attract and retai |
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| February 5, 2025 |
Separation Agreement and Release of All Claims by and between The EXHIBIT 10.2 SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS NOTICE: READ BEFORE YOU SIGN! This agreement contains a RELEASE. We advise that you consult an ATTORNEY. THIS SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS (“Agreement”) is made and entered into by and between Matthew E. Garth (“Employee”) and The Scotts Company LLC (“Company”); WHEREAS, Employee’s last day of employment with Company sha |
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| February 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 28, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Sc |
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| January 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2025 (January 27, 2025) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commi |
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| January 31, 2025 |
ScottsMiracle-Gro Appoints Nick Miaritis to Board of Directors Exhibit 99.1 The Scotts Miracle-Gro Company ScottsMiracle-Gro Appoints Nick Miaritis to Board of Directors MARYSVILLE, Ohio, January 31, 2025 - The Scotts Miracle-Gro Company (NYSE: SMG), the world’s leading marketer of branded consumer lawn and garden as well as indoor and hydroponic growing products, today announced that Nick Miaritis has been named to its Board of Directors. Miaritis is chief c |
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| January 29, 2025 |
Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Reports First Quarter Results; Company Well Positioned for 2025 Lawn & Garden Season •U.S. Consumer net sales increased 11 percent driven by strong fall lawn and garden campaign and retailer support for 2025 spring season •Consumer POS, which represents less than 10 percent of the full-year, was up 12 percent in dollars and 13 perc |
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| January 29, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2025 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer |
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| January 10, 2025 |
As filed with the Securities and Exchange Commission on January 10, 2025 As filed with the Securities and Exchange Commission on January 10, 2025 Registration No. |
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| January 10, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) The Scotts Miracle-Gro Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registrat |
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| January 10, 2025 |
Statement of Eligibility of Trustee on Form T-1 of Trustee under the Senior Indenture Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) £ U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 91-18 |
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| December 18, 2024 |
INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| December 18, 2024 |
DEFA14A 1 a2024-smgdefa14axnoticeanda.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commissi |
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| November 26, 2024 |
Gro Company on November 26, 2024 Exhibit 99.1 The Scotts Miracle-Gro Company ScottsMiracle-Gro Announces Executive Team Changes Two key executives elevated to advance next phase of growth strategy; CFO to depart December 31; Transition plan in place MARYSVILLE, Ohio, November 26, 2024 – The Scotts Miracle-Gro Company (NYSE: SMG), the world’s largest marketer of branded consumer lawn and garden as well as a leader in indoor and hy |
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| November 26, 2024 |
Insider Trading Policy of The Scotts Miracle-Gro Company & Subsidiaries Exhibit 19 THE SCOTTS MIRACLE-GRO COMPANY & SUBSIDIARIES CORPORATE POLICY W-LG-1 INSIDER TRADING POLICY To: All Scotts Associates Date: April 22, 2024 From: Matthew E. |
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| November 26, 2024 |
Exhibit 97 THE SCOTTS MIRACLE-GRO COMPANY & SUBSIDIARIES EXECUTIVE OFFICER CLAWBACK POLICY GENERAL POLICY: Executive Officer Clawback Policy. |
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| November 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-11 |
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| November 26, 2024 |
Powers of Attorney of Executive Officers and Directors of The Scotts Miracle-Gro Company Exhibit 24 POWER OF ATTORNEY The undersigned director of The Scotts Miracle-Gro Company, an Ohio corporation (the “Corporation”), which anticipates filing with the Securities and Exchange Commission, Washington, D. |
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| November 26, 2024 |
Exhibit 10.10 Summary of Compensation for Nonemployee Directors of The Scotts Miracle-Gro Company Effective as of January 22, 2024 At the meeting of the Board of Directors (the “Board”) of The Scotts Miracle-Gro Company (the “Company”) held on January 22, 2024, the Board approved the recommendations of the Nominating and Governance Committee of the Board (the “Committee”) with respect to compensat |
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| November 26, 2024 |
Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of September 30, 2024, guarantors of the Company's 5. |
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| November 26, 2024 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of September 30, 2024, are located at the left margin, each subsidiary tier thereunder is indented. |
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| November 26, 2024 |
Exhibit 4.6 DESCRIPTION OF CAPITAL STOCK As of September 30, 2024, The Scotts Miracle-Gro Company (“Scotts,” the “Company,” “we,” “us” or “our”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our common shares, without par value (our “common shares”). The following summary describes the material features of our common shares and our pref |
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| November 26, 2024 |
Exhibit 4.5 November 26, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: The Scotts Miracle-Gro Company – Annual Report on Form 10-K for the fiscal year ended September 30, 2024 Ladies and Gentlemen: The Scotts Miracle-Gro Company, an Ohio corporation (“Scotts Miracle-Gro”), is today filing its Annual Report on Form 10-K for the fiscal year ended September 30, |
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| November 6, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer |
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| November 6, 2024 |
ScottsMiracle-Gro Reports Fiscal 2024 Fourth Quarter and Full-Year Results Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Reports Fiscal 2024 Fourth Quarter and Full-Year Results •U.S. Consumer fiscal 2024 sales up 6 percent in line with guidance; POS units up 9 percent year-over-year •Full-year GAAP gross margin rate of 23.9 percent; Non-GAAP adjusted gross margin rate up 340 basis points excluding one-time charges of 80 basis points •Full-year GAAP |
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| November 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2024 (November 4, 2024) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commi |
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| November 5, 2024 |
ScottsMiracle-Gro Appoints Rob Candelino to Board of Directors Exhibit 99.1 The Scotts Miracle-Gro Company ScottsMiracle-Gro Appoints Rob Candelino to Board of Directors MARYSVILLE, Ohio, November 5, 2024 - The Scotts Miracle-Gro Company (NYSE: SMG), the world’s leading marketer of branded consumer lawn and garden as well as indoor and hydroponic growing products, today announced that Rob Candelino has been named to its Board of Directors. Candelino is CEO of |
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| November 5, 2024 |
Form of Fiscal Year 2024 Incentive RSU Award Agreement Exhibit 10.1 Granted To: Associate ID: Award Type: Grant Date: THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN FY24 EQUITY INCENTIVE RESTRICTED STOCK UNIT AWARD AGREEMENT FOR EXECUTIVE OFFICERS This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR RESTRICTED STOCK UNITS. In lieu of a cash incentive pay |
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| September 4, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2024 (September 1, 2024) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Com |
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| September 4, 2024 |
Exhibit 10.2 FIRST AMENDMENT TO MASTER RECEIVABLES PURCHASE AGREEMENT This First Amendment dated as of September 1, 2024 (the “Amendment”) is to that certain Master Receivables Purchase Agreement dated as of October 27, 2023, among The Scotts Miracle-Gro Company, as the Seller Representative and JPMorgan Chase Bank, N.A., as Purchaser (as amended, extended, modified, supplemented, restated, renewe |
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| September 4, 2024 |
Exhibit 10.1 Facility Extension Request September 1, 2024 JPMorgan Chase Bank, N.A., as Purchaser Attention: Jason Benson 575 Washington Blvd, Jersey City, NJ 07310 Reference is hereby made to that certain Master Receivables Purchase Agreement, dated as October 27, 2023, by and among, inter alios, The Scotts Company LLC (the “Seller”) and JPMorgan Chase Bank, N.A. (the “Purchaser”) (as it may be a |
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| August 7, 2024 |
Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of June 29, 2024, guarantors of the Company's 5. |
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| August 7, 2024 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of June 29, 2024, are located at the left margin, each subsidiary tier thereunder is indented. |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Scotts |
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| August 7, 2024 |
Exhibit 10 AMENDMENT NO. 3 Dated as of June 11, 2024 To SIXTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of April 8, 2022 THIS AMENDMENT NO. 3 (this “Amendment”) is made as of June 11, 2024 by and among The Scotts Miracle-Gro Company, an Ohio corporation (the “Company”) and JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”), under that certain Sixth Amended and Res |
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| July 31, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2024 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer of |
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| July 31, 2024 |
ScottsMiracle-Gro Reports Fiscal 2024 Third Quarter Results Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Reports Fiscal 2024 Third Quarter Results •U.S. Consumer third quarter net sales of $1 billion exceed prior year by 11 percent; Consumer engagement shows strength with unit POS up 10 percent year-to-date •Third quarter GAAP gross margin rate of 29.5 percent improves 1,110 bps over prior year; Non-GAAP adjusted gross margin rate of |
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| June 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBERS 033-47073; 333-154364 A.Full title |
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| May 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer of incorporation or organization) File Number) Identification No.) 14111 Scottslawn Road, Marysville, Ohio 43041 (Address o |
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| May 8, 2024 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of March 30, 2024, are located at the left margin, each subsidiary tier thereunder is indented. |
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| May 8, 2024 |
Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of March 30, 2024, guarantors of the Company's 5. |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Scott |
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| May 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2024 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer of i |
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| May 1, 2024 |
ScottsMiracle-Gro Reports Second Quarter Results Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Reports Second Quarter Results •Strong first half 2024 execution has Company on pace for full-year targets •U.S. Consumer second quarter net sales of $1.38B equal record high •Q2 2024 GAAP gross margin of 30.4% and non-GAAP adjusted gross margin of 35.3% reflect 350 and 60 basis point improvements, respectively •Strong free cash fl |
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| April 29, 2024 |
United States securities and exchange commission logo April 29, 2024 Matthew Garth Chief Financial Officer Scotts Miracle-Gro Co 14111 Scottslawn Road Marysville, Ohio 43041 Re: Scotts Miracle-Gro Co Form 10-K filed November 22, 2023 Form 8-K filed November 1, 2023 Response filed April 26, 2024 File No. |
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| April 26, 2024 |
April 26, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Industrial Applications and Services Washington, D. |
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| April 12, 2024 |
United States securities and exchange commission logo April 12, 2024 Matthew Garth Chief Financial Officer Scotts Miracle-Gro Co 14111 Scottslawn Road Marysville, Ohio 43041 Re: Scotts Miracle-Gro Co Form 10-K filed November 22, 2023 Form 8-K filed November 1, 2023 Response filed February 9, 2024 File No. |
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| April 4, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2024 (April 4, 2024) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission |
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| April 4, 2024 |
ScottsMiracle-Gro Provides Update on Fiscal 2024 Second Quarter Exhibit 99.1 The Scotts Miracle-Gro Company ScottsMiracle-Gro Provides Update on Fiscal 2024 Second Quarter MARYSVILLE, Ohio, April 04, 2024 - The Scotts Miracle-Gro Company (NYSE: SMG), the world’s leading marketer of branded consumer lawn and garden as well as indoor and hydroponic growing products, today announced that it expects to achieve a second-quarter net leverage ratio around 7 times adj |
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| March 11, 2024 |
SC 13G/A 1 smg13g8th0224.txt THE SCOTTS MIRACLE-GRO COMPANY - 02/29/2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.8) The Scotts Miracle-Gro Company - (Name of Issuer) Common Shares - (Title of Class of Securities) 810186106 - (CUSIP Number) 02/29/2024 - (Date of Event Which Requires Filing of this S |
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| February 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2024 (February 15, 2024) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Com |
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| February 15, 2024 |
Exhibit 10.1 Granted To: [] Associate ID: [] Award Type: [] Grant Date: [] THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN PERFORMANCE UNIT / CASH UNIT AWARD AGREEMENT FOR EMPLOYEES (with related Dividend Equivalents) This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR PERFORMANCE UNITS. You have bee |
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| February 14, 2024 |
SMG / The Scotts Miracle-Gro Company / PRICE T ROWE ASSOCIATES INC /MD/ Passive Investment SC 13G 1 smg13gdec23.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) SCOTTS MIRACLE-GRO CO (Name of Issuer) COMMON STOCK (Title of Class of Securities) 810186106 (CUSIP NUMBER) December 31, 2023 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursua |
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| February 13, 2024 |
SC 13G/A 1 fp0086862-44sc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 4)* SCOTTS MIRACLE-GRO COMPANY (Name of Issuer) Common Stock (Title of Class of Securities) 810186106 (CUSIP Number) Decembe |
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| February 13, 2024 |
SMG / The Scotts Miracle-Gro Company / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01885-scottsmiraclegrocomp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: Scotts Miracle-Gro Company Class A Title of Class of Securities: Common Stock CUSIP Number: 810186106 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropr |
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| February 9, 2024 |
February 9, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Industrial Applications and Services Washington, D. |
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| February 7, 2024 |
ScottsMiracle-Gro Reports First Quarter Results Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Reports First Quarter Results •Early Season Lawn and Garden Performance In-line with Expectations •Company Reaffirms Full-year Non-GAAP Adjusted Gross Margin Improvement of 250 bps and Full-year Non-GAAP Adjusted EBITDA of $575 million •First Quarter GAAP Loss of $1.42 Per Share; Non-GAAP Loss of $1.45 Per Share MARYSVILLE, Ohio, F |
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| February 7, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2024 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer |
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| February 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Sc |
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| February 7, 2024 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of December 30, 2023, are located at the left margin, each subsidiary tier thereunder is indented. |
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| February 7, 2024 |
Exhibit 10.8 Granted To: Associate ID: Award Type: Grant Date: THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN NONQUALIFIED STOCK OPTION AWARD AGREEMENT FOR EMPLOYEES This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR NONQUALIFIED STOCK OPTION. You have been granted a Nonqualified Stock Option (“NSO |
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| February 7, 2024 |
Exhibit 10.10 Granted To: [] Associate ID: [] Award Type: [] Grant Date: [] THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN PERFORMANCE UNIT AWARD AGREEMENT FOR EMPLOYEES (with related Dividend Equivalents) This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR PERFORMANCE UNITS. You have been granted [ |
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| February 7, 2024 |
Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of December 30, 2023, guarantors of the Company's 5. |
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| February 7, 2024 |
Exhibit 10.9 Granted To: Associate ID: Award Type: Grant Date: THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT FOR EMPLOYEES (with related Dividend Equivalents) This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR RESTRICTED STOCK UNITS. You have been granted [Num |
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| January 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2024 (January 25, 2024) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commi |
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| January 30, 2024 |
ScottsMiracle-Gro Announces Retirement of Nancy Mistretta from Board of Directors Exhibit 99.1 The Scotts Miracle-Gro Company ScottsMiracle-Gro Announces Retirement of Nancy Mistretta from Board of Directors MARYSVILLE, Ohio, January 30, 2024 - The Scotts Miracle-Gro Company (NYSE: SMG), the world’s leading marketer of branded consumer lawn and garden as well as indoor and hydroponic growing products, today announced that Nancy Mistretta has retired from its Board of Directors. |
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| January 26, 2024 |
United States securities and exchange commission logo January 26, 2024 Matthew Garth Chief Financial Officer Scotts Miracle-Gro Co 14111 Scottslawn Road Marysville, Ohio 43041 Re: Scotts Miracle-Gro Co Form 10-K filed November 22, 2023 Form 8-K filed November 1, 2023 File No. |
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| January 26, 2024 |
SMG / The Scotts Miracle-Gro Company / BlackRock Inc. Passive Investment SC 13G/A 1 us8101861065012624.txt us8101861065012624.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 8) THE SCOTTS MIRACLE GRO CO - (Name of Issuer) Common Stock - (Title of Class of Securities) 810186106 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropri |
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| January 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2024 (January 22, 2024) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commi |
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| January 24, 2024 |
Calculation of Filing Fee Tables Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) The Scotts Miracle-Gro Company (Exact Name of Registrant as Specified in its Charter) Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Share (2) Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee (2) Fees to Be Paid Equity Common Stock, $0. |
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| January 24, 2024 |
Exhibit 10.2 Grant Recipient: [Name] Grant Date: [Date] THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS (WITH RELATED DIVIDEND EQUIVALENTS) This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR RESTRICTED STOCK UNITS. You have been grante |
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| January 24, 2024 |
Exhibit 10.3 Deferral of [YEAR] Cash Retainer THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN DEFERRED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS (WITH RELATED DIVIDEND EQUIVALENTS) DEFERRED STOCK UNITS CREDITED TO [Director’s Name] This Award Agreement describes the deferred stock units (“DSUs”) which you will be credited with upon conversion of quarterly installments of the an |
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| January 24, 2024 |
The Scotts Miracle-Gro Company Long-Term Incentive Plan, as amended and restated on January 22, 2024 Exhibit 10.1 THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN (EFFECTIVE AS OF JANUARY 22, 2024) Article 1. Establishment, Purpose, and Duration 1.1 Establishment. This Plan, an incentive compensation plan, was established by The Scotts Miracle-Gro Company. This Plan was originally effective on January 26, 2006, was amended and restated effective as of October 30, 2007, January 20, 2010, Ja |
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| January 24, 2024 |
The Scotts Miracle-Gro Company Long-Term Incentive Plan (Effective January 22, 2024) Exhibit 10.1 THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN (EFFECTIVE AS OF JANUARY 22, 2024) Article 1. Establishment, Purpose, and Duration 1.1 Establishment. This Plan, an incentive compensation plan, was established by The Scotts Miracle-Gro Company. This Plan was originally effective on January 26, 2006, was amended and restated effective as of October 30, 2007, January 20, 2010, Ja |
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| January 24, 2024 |
As filed with the Securities and Exchange Commission on January 24, 2024 Registration No. |
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| December 13, 2023 |
INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| December 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| November 22, 2023 |
Exhibit 10.4(e) Deferral of 2022 Cash Retainer THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN DEFERRED STOCK UNIT AWARD AGREEMENT FOR NONEMPLOYEE DIRECTORS (WITH RELATED DIVIDEND EQUIVALENTS) DEFERRED STOCK UNITS CREDITED TO [Director’s Name] This Award Agreement describes the deferred stock units (“DSUs”) which you will be credited with upon conversion of quarterly installments of the an |
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| November 22, 2023 |
Exhibit 10.1(a)(iii) AMENDMENT NO. 2 Dated as of July 31, 2023 To SIXTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of April 8, 2022 THIS AMENDMENT NO. 2 (this “Amendment”) is made as of July 31, 2023 by and among The Scotts Miracle-Gro Company, an Ohio corporation (the “Company”), The Scotts Company LLC, an Ohio limited liability company (“Scotts”), Scotts Canada Ltd., a company organized unde |
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| November 22, 2023 |
Exhibit 10.3(c) THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN (Effective January 27, 2017) NONQUALIFIED STOCK OPTION AWARD AGREEMENT FOR EMPLOYEES NONQUALIFIED STOCK OPTION GRANTED TO [Grantee’s Name] ON [Grant Date] This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR NONQUALIFIED STOCK OPTION. You |
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| November 22, 2023 |
Exhibit 10.1(b)(ii) AMENDMENT NO. 1 Dated as of July 31, 2023 To SIXTH AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT Dated as of April 8, 2022 THIS AMENDMENT NO. 1 (this “Amendment”) is made as of July 31, 2023 by and among The Scotts Miracle-Gro Company, an Ohio corporation (the “Company”), each other Grantor party to the Existing Guarantee and Collateral Agreement (as defined below) an |
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| November 22, 2023 |
Powers of Attorney of Executive Officers and Directors of The Scotts Miracle-Gro Company Exhibit 24 POWER OF ATTORNEY The undersigned director of The Scotts Miracle-Gro Company, an Ohio corporation (the “Corporation”), which anticipates filing with the Securities and Exchange Commission, Washington, D. |
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| November 22, 2023 |
Exhibit 4.5 November 22, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: The Scotts Miracle-Gro Company – Annual Report on Form 10-K for the fiscal year ended September 30, 2023 Ladies and Gentlemen: The Scotts Miracle-Gro Company, an Ohio corporation (“Scotts Miracle-Gro”), is today filing its Annual Report on Form 10-K for the fiscal year ended September 30, |
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| November 22, 2023 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of September 30, 2023, are located at the left margin, each subsidiary tier thereunder is indented. |
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| November 22, 2023 |
Exhibit 10.4(f) Grant Recipient: [Name] Grant Date: [Date] THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS (WITH RELATED DIVIDEND EQUIVALENTS) This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR RESTRICTED STOCK UNITS. You have been gra |
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| November 22, 2023 |
Exhibit 10.4(c) Granted To: Associate ID: Award Type: Grant Date: THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT FOR EMPLOYEES (with related Dividend Equivalents) This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR RESTRICTED STOCK UNITS. You have been granted [ |
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| November 22, 2023 |
Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of September 30, 2023, guarantors of the Company's 5. |
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| November 22, 2023 |
Exhibit 10.3(b) THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN (Effective January 27, 2017) RESTRICTED STOCK UNIT AWARD AGREEMENT FOR EMPLOYEES (with related Dividend Equivalents) RESTRICTED STOCK UNITS GRANTED TO [Grantee’s Name] ON [Grant Date] This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR R |
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| November 22, 2023 |
Exhibit 10.5(c) Grant Recipient: [Name] Grant Date: [Date] THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS (WITH RELATED DIVIDEND EQUIVALENTS) This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR RESTRICTED STOCK UNITS. You have been gra |
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| November 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-11 |
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| November 22, 2023 |
Exhibit 10.9 Summary of Compensation for Nonemployee Directors of The Scotts Miracle-Gro Company Effective as of January 23, 2023 At the meeting of the Board of Directors (the “Board”) of The Scotts Miracle-Gro Company (the “Company”) held on January 23, 2023, the Board approved the recommendations of the Nominating and Governance Committee of the Board (the “Committee”) with respect to compensati |
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| November 22, 2023 |
Exhibit 10.5(e) Granted To: Associate ID: Award Type: Grant Date: THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN NONQUALIFIED STOCK OPTION AWARD AGREEMENT FOR EMPLOYEES This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR NONQUALIFIED STOCK OPTION. You have been granted a Nonqualified Stock Option (“ |
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| November 22, 2023 |
Exhibit 10.4(d) Granted To: /$ParticipantName$/ Associate ID: /$UserText1$/ Award Type: /$GrantType$/ Grant Date: /$GrantDate$/ THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN NONQUALIFIED STOCK OPTION AWARD AGREEMENT FOR EMPLOYEES This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR NONQUALIFIED STOC |
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| November 22, 2023 |
Exhibit 10.3(e) THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN (Effective January 27, 2017) DEFERRED STOCK UNIT AWARD AGREEMENT FOR NONEMPLOYEE DIRECTORS (WITH RELATED DIVIDEND EQUIVALENTS) DEFERRED STOCK UNITS GRANTED TO [director’s name] ON JANUARY [ ], 2017 This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIP |
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| November 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 16, 2023 (November 12, 2023) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Com |
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| November 16, 2023 |
EXHIBIT 10.1 SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS NOTICE: READ BEFORE YOU SIGN! This agreement contains a RELEASE. We advise that you consult an ATTORNEY. THIS SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS (“Agreement”) is made and entered into by and between Denise S. Stump (“Employee”) and The Scotts Company LLC (“Company”). WHEREAS, Employee is covered as a Tier 1 Participant under t |
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| November 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2023 (October 27, 2023) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commi |
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| November 1, 2023 |
Exhibit 10.2 PERFORMANCE UNDERTAKING This PERFORMANCE UNDERTAKING, dated October 27, 2023 (as it may be amended, supplemented, restated or otherwise modified from time to time, this “Undertaking”), is made by The Scotts Miracle-Gro Company, an Ohio corporation (the “Guarantor”), in favor of JPMorgan Chase Bank, N.A. and any affiliate that becomes party to the Purchase Agreement (as defined below) |
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| November 1, 2023 |
Exhibit 10.1 MASTER RECEIVABLES PURCHASE AGREEMENT This MASTER RECEIVABLES PURCHASE AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is made as of October 27, 2023 among The Scotts Company LLC, an Ohio limited liability company, as a seller and a servicer hereunder, and such other Subsidiaries of The Scotts Miracle-Gro Company (the |
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| November 1, 2023 |
ScottsMiracle-Gro Announces Fiscal 2023 Full-Year Results Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Announces Fiscal 2023 Full-Year Results •Full-year total Company net sales of $3.55 billion in line with guidance •Free cash flow of $438 million improved $681 million year over year; Company reaffirms $1 billion in free cash flow over two years through Fiscal 2024 •Project Springboard cost savings contribute to full year non-GAAP |
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| October 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 10, 2023 (October 6, 2023) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commis |
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| October 10, 2023 |
EXHIBIT 10.1 SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS NOTICE: READ BEFORE YOU SIGN! This agreement contains a RELEASE. We advise that you consult an ATTORNEY. THIS SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS (“Agreement”) is made and entered into by and between Michael C. Lukemire (“Employee”) and The Scotts Company LLC (“Company”); WHEREAS, Employee and Company have mutually agreed to Em |
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| September 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 27, 2023 (September 25, 2023) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (C |
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| September 27, 2023 |
ScottsMiracle-Gro Announces Executive Team Retirements and Reorganization Exhibit 99.1 The Scotts Miracle-Gro Company ScottsMiracle-Gro Announces Executive Team Retirements and Reorganization MARYSVILLE, Ohio, September 27, 2023 - The Scotts Miracle-Gro Company (NYSE: SMG), the world’s leading marketer of branded consumer lawn and garden as well as indoor and hydroponic growing products, today announced a reorganization of its executive team following the planned retire |
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| August 28, 2023 |
Exhibit 99.1 The Scotts Miracle-Gro Company ScottsMiracle-Gro Announces Promotion of Nate Baxter to COO; Mike Lukemire to Remain President Until Retirement in Fiscal 2024 MARYSVILLE, Ohio, August 28, 2023 - The Scotts Miracle-Gro Company (NYSE: SMG), the world’s leading marketer of branded consumer lawn and garden as well as indoor and hydroponic growing products, today announced that it is execut |
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| August 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2023 (August 27, 2023) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commiss |
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| August 9, 2023 |
Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of July 1, 2023, guarantors of the Company's 5. |
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| August 9, 2023 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of July 1, 2023, are located at the left margin, each subsidiary tier thereunder is indented. |
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| August 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 1, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Scotts |
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| August 2, 2023 |
Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Announces Third Quarter Financial Results; Updates Full Year Sales and Earnings Outlook •Company-wide third quarter net sales decreased 6% due to Hawthorne decline of 40%; U.S. Consumer net sales increased 1% over prior year •Consumer POS dollars up 8% in the third quarter and over 5% year to date •Year-to-date cash flow improved o |
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| August 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2023 (July 31, 2023) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission |
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| July 14, 2023 |
ScottsMiracle-Gro Announces Appointment of Mark D. Kingdon to Board of Directors Exhibit 99.1 The Scotts Miracle-Gro Company ScottsMiracle-Gro Announces Appointment of Mark D. Kingdon to Board of Directors MARYSVILLE, Ohio, July 13, 2023 - The Scotts Miracle-Gro Company (NYSE: SMG), the world’s leading marketer of branded consumer lawn and garden as well as indoor and hydroponic growing products, today announced that Mark D. Kingdon has been named to its Board of Directors. Ki |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2023 (July 11, 2023) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission |
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| June 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2022 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBERS 033-47073; 333-154364 A.Full title |
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| May 23, 2023 |
SD 1 smg2023-05x23conflictminer.htm SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer of incorporation or organization) File Number) Identification No.) 14111 Scottslawn |
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| May 10, 2023 |
Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of April 1, 2023, guarantors of the Company's 5. |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 1, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Scotts |
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| May 10, 2023 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of April 1, 2023, are located at the left margin, each subsidiary tier thereunder is indented. |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.7) The Scotts Miracle-Gro Company - (Name of Issuer) Common Shares - (Title of Class of Securities) 810186106 - (CUSIP Number) 04/30/2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi |
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| May 3, 2023 |
Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Reports Fiscal 2023 Second Quarter Results U.S. Consumer First Half Sales of $1.73B in Line with Record Prior Two Years Fiscal 2Q23 GAAP EPS of $1.94; non-GAAP Adjusted EPS of $3.78 Net Leverage Ratio within Covenant at 6.0X Project Springboard to Deliver Annualized Savings Over $200 million Updated Full Year Outlook to be Provided |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2023 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer of i |
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| April 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2023 (April 10, 2023) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commissio |
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| April 10, 2023 |
Exhibit 99.1 The Scotts Miracle-Gro Company ScottsMiracle-Gro Provides Update on Fiscal 2023 Second Quarter; Announces Nate Baxter Joining Executive Team MARYSVILLE, Ohio, April 10, 2023 - The Scotts Miracle-Gro Company (NYSE: SMG), the world’s leading marketer of branded consumer lawn and garden as well as indoor and hydroponic growing products, today announced that it anticipates achieving a net |
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| February 14, 2023 |
SC 13G/A 1 smg13g6th1222.txt THE SCOTTS MIRACLE-GRO COMPANY - 12/31/2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.6) The Scotts Miracle-Gro Company - (Name of Issuer) Common Shares - (Title of Class of Securities) 810186106 - (CUSIP Number) 12/31/2022 - (Date of Event Which Requires Filing of this S |
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| February 14, 2023 |
SMG / Scotts Miracle-Gro Co / PRICE T ROWE ASSOCIATES INC /MD/ Passive Investment SC 13G 1 smg13gdec22.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) SCOTTS MIRACLE-GRO CO (Name of Issuer) COMMON STOCK (Title of Class of Securities) 810186106 (CUSIP NUMBER) December 31, 2022 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursua |
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| February 14, 2023 |
SC 13G/A 1 doc1.htm NONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* SCOTTS MIRACLE-GRO COMPANY (Name of Issuer) Common Stock (Title of Class of Securities) 810186106 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 9, 2023 |
SMG / Scotts Miracle-Gro Co / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01854-scottsmiraclegroco.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Scotts Miracle-Gro Co. Title of Class of Securities: Common Stock CUSIP Number: 810186106 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to de |
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| February 8, 2023 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of December 31, 2022, are located at the left margin, each subsidiary tier thereunder is indented. |
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| February 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Sc |
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| February 8, 2023 |
EX-22 3 exhibit22smg20221231.htm EXHIBIT 22 Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of December 31, 2022, guarantors of the Company's 5.250% Senior Notes due 2026, 4.500% Senior Notes due 2029, 4.000% Senior Notes due 2031 and 4.375% Senior Notes due 2032: NAME OF GUARANTOR SUBSIDIARY JURISDICTION OF FORMATION |
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| February 1, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2023 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer |
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| February 1, 2023 |
Exhibit 10.1 Granted To: Associate ID: Award Type: Grant Date: THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN PERFORMANCE UNIT AWARD AGREEMENT FOR EMPLOYEES [(with related Dividend Equivalents)] This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR PERFORMANCE UNITS. You have received a grant of [Numb |
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| February 1, 2023 |
EX-99.1 2 ex991q1f23newsrelease.htm EXHIBIT 99.1 Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Reports First Quarter Results U.S. Consumer Sales Up 8 Percent YoY First Quarter GAAP Loss of $1.17 Per Share; non-GAAP Loss of $1.02 Per Share Project Springboard to Exceed $185 Million Annualized Savings Net Leverage Ratio Within Covenant at 5.9X Full-Year Sales Guidance Updated fo |
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| February 1, 2023 |
SMG / Scotts Miracle-Gro Co / BlackRock Inc. Passive Investment SC 13G/A 1 us8101861065013123.txt us8101861065013123.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 7) THE SCOTTS MIRACLE GRO CO - (Name of Issuer) Common Stock - (Title of Class of Securities) 810186106 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropri |
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| January 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2023 (January 23, 2023) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commi |
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| January 27, 2023 |
The Scotts Miracle-Gro Company Long-Term Incentive Plan (Effective as of January 2 Exhibit 10.1 THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN (EFFECTIVE AS OF JANUARY 23, 2023) Article 1. Establishment, Purpose, and Duration 1.1 Establishment. This Plan, an incentive compensation plan, was established by The Scotts Miracle-Gro Company. This Plan was originally effective on January 26, 2006, was amended and restated effective as of October 30, 2007, January 20, 2010, Ja |
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| January 27, 2023 |
Form of Non-Employee Director Special Restricted Stock Unit Award Exhibit 10.2 Grant Recipient: [Name] Grant Date: [Date] THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN SPECIAL RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS (WITH RELATED DIVIDEND EQUIVALENTS) This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1. DESCRIPTION OF YOUR RESTRICTED STOCK UNITS. You have bee |
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| January 23, 2023 |
Calculation of Filing Fee Tables Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) The Scotts Miracle-Gro Company (Exact Name of Registrant as Specified in its Charter) Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Share (2) Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee (2) Fees to Be Paid Equity Common Stock, $0. |
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| January 23, 2023 |
As filed with the Securities and Exchange Commission on January 23, 2023 Registration No. |
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| January 23, 2023 |
The Scotts Miracle-Gro Company Long-Term Incentive Plan, as amended and restated on January 23, 2023 Exhibit 10.1 THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN (EFFECTIVE AS OF JANUARY 23, 2023) Article 1. Establishment, Purpose, and Duration 1.1 Establishment. This Plan, an incentive compensation plan, was established by The Scotts Miracle-Gro Company. This Plan was originally effective on January 26, 2006, was amended and restated effective as of October 30, 2007, January 20, 2010, Ja |
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| December 14, 2022 |
INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| November 28, 2022 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of September 30, 2022, are located at the left margin, each subsidiary tier thereunder is indented. |
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| November 28, 2022 |
Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of September 30, 2022, guarantors of the Company's 5. |
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| November 28, 2022 |
Powers of Attorney of Executive Officers and Directors of The Scotts Miracle-Gro Company Exhibit 24 POWER OF ATTORNEY The undersigned director of The Scotts Miracle-Gro Company, an Ohio corporation (the “Corporation”), which anticipates filing with the Securities and Exchange Commission, Washington, D. |
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| November 28, 2022 |
Exhibit 10.4(b) Granted To: Associate ID: Award Type: Grant Date: THE SCOTTS MIRACLE-GRO COMPANY LONG-TERM INCENTIVE PLAN PERFORMANCE UNIT AWARD AGREEMENT FOR EMPLOYEES [(with related Dividend Equivalents)] This Award Agreement describes the type of Award that you have been granted and the terms and conditions of your Award. 1.DESCRIPTION OF YOUR PERFORMANCE UNITS. You have received a grant of [Nu |
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| November 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-K (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-11 |
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| November 28, 2022 |
Exhibit 4.5 November 28, 2022 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: The Scotts Miracle-Gro Company – Annual Report on Form 10-K for the fiscal year ended September 30, 2022 Ladies and Gentlemen: The Scotts Miracle-Gro Company, an Ohio corporation (“Scotts Miracle-Gro”), is today filing its Annual Report on Form 10-K for the fiscal year ended September 30, |
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| November 28, 2022 |
Exhibit 10.8 Summary of Compensation for Nonemployee Directors of The Scotts Miracle-Gro Company Effective as of January 24, 2022 At the meeting of the Board of Directors (the “Board”) of The Scotts Miracle-Gro Company (the “Company”) held on January 24, 2022, the Board approved the recommendations of the Nominating and Governance Committee of the Board (the “Committee”) with respect to compensati |
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| November 14, 2022 |
ScottsMiracle-Gro Names Matthew Garth as CFO Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Names Matthew Garth as CFO MARYSVILLE, Ohio, November 14, 2022 - The Scotts Miracle-Gro Company (NYSE: SMG), the world’s largest marketer of branded consumer lawn and garden products as well as indoor and hydroponic growing products, announced today that Matthew Garth has been named executive vice president and chief financial offi |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2022 (November 14, 2022) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Com |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.5) The Scotts Miracle-Gro Company - (Name of Issuer) Common Shares - (Title of Class of Securities) 810186106 - (CUSIP Number) 10/31/2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi |
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| November 7, 2022 |
EX-99.1 2 exhibit991-smg2022x11x048x.htm EX-99.1 Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Announces Nomination of Edith Avilés to Board of Directors and Planned Retirement of Board Member Brian Finn MARYSVILLE, Ohio, November 7, 2022 – The Scotts Miracle-Gro Company (NYSE: SMG), the world’s leading marketer of branded consumer lawn and garden as well as indoor and hydropo |
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| November 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2022 (November 4, 2022) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commi |
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| November 2, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2022 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer |
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| November 2, 2022 |
Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Announces Full-Year Sales and Earnings in Line with Guidance; Launches Phase Two of Project Springboard to Realize Further Cost Savings Company meets FY 2022 EPS, free cash flow guidance Project Springboard achieves $100 million of annualized cost savings, introduces additional target of $85 million in savings Company reaffirms pro |
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| October 4, 2022 |
EXHIBIT 10.1 SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS NOTICE: READ BEFORE YOU SIGN! This agreement contains a RELEASE. We advise that you consult an ATTORNEY. THIS SEPARATION AGREEMENT AND RELEASE OF ALL CLAIMS (?Agreement?) is made and entered into by and between Cory Miller (?Employee?) and The Scotts Company LLC (?Company?) and superscedes and replaces all prior Agreements provided to the |
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| October 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2022 (October 4, 2022) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commiss |
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| September 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2022 (August 29, 2022) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commi |
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| September 1, 2022 |
ScottsMiracle-Gro Names Board Member and Former Chief Financial Officer David Evans Interim CFO Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Names Board Member and Former Chief Financial Officer David Evans Interim CFO Updates Fiscal 2022 Free Cash Flow Outlook; Reaffirms Full-year Earnings Guidance MARYSVILLE, Ohio, August 31, 2022 ? The Scotts Miracle-Gro Company (NYSE: SMG), the world?s leading marketer of branded consumer lawn and garden as well as indoor and hydrop |
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| August 23, 2022 |
EXHIBIT 10.2 AMENDMENT NO. 6 TO MASTER FRAMEWORK AGREEMENT This AMENDMENT NO. 6 TO MASTER FRAMEWORK AGREEMENT (this ?Amendment?), is made and entered into as of August 19, 2022, by and among: Co?peratieve Rabobank, U.A., New York Branch, a Dutch co?peratieve acting through its New York Branch (?Rabobank?) and Sumitomo Mitsui Banking Corporation, New York Branch, a Japanese corporation (?SMBC?), as |
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| August 23, 2022 |
EXHIBIT 10.1 AMENDMENT NO. 4 TO MASTER REPURCHASE AGREEMENT This AMENDMENT NO. 4 TO MASTER REPURCHASE AGREEMENT (this ?Amendment?), is made and entered into as of August 19, 2022, by and among: Co?peratieve Rabobank, U.A., New York Branch, a Dutch co?peratieve acting through its New York Branch (?Rabobank?) and Sumitomo Mitsui Banking Corporation, New York Branch, a Japanese corporation (?SMBC?), |
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| August 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 23, 2022 (August 19, 2022) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commiss |
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| August 10, 2022 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of July 2, 2022, are located at the left margin, each subsidiary tier thereunder is indented. |
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| August 10, 2022 |
EX-22 3 exhibit22smg20220702.htm EXHIBIT-22 Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of July 2, 2022, guarantors of the Company's 5.250% Senior Notes due 2026, 4.500% Senior Notes due 2029, 4.000% Senior Notes due 2031 and 4.375% Senior Notes due 2032: NAME OF GUARANTOR SUBSIDIARY JURISDICTION OF FORMATION 1868 |
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| August 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 2, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Scotts |
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| August 3, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2022 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer o |
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| August 3, 2022 |
Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Announces Third Quarter Financial Results; Introduces Project Springboard to Enhance Shareholder Value Company reduces full-year sales and earnings outlook ?Company-wide third quarter sales decreased 26% driven by Hawthorne decline of 63% and U.S. Consumer decline of 14% ?Consumer POS climbed in May & June; year-to-date POS dollars |
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| June 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBERS 033-47073; 333-154364 A.Full title |
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| June 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2022 (June 10, 2022) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission |
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| June 13, 2022 |
ScottsMiracle-Gro Announces the Appointment of Governor Brian Sandoval to its Board of Directors Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Announces the Appointment of Governor Brian Sandoval to its Board of Directors MARYSVILLE, Ohio (June 13, 2022) ? The Scotts Miracle-Gro Company (NYSE: SMG), one of the world?s leading marketers of branded consumer lawn and garden as well as hydroponic and indoor growing products, announced today that The Honorable Brian Sandoval h |
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| June 8, 2022 |
EX-10.1 2 exhibit101smg2022-06x088xk.htm EX-10.1 Exhibit 10.1 AMENDMENT NO. 1 Dated as of June 8, 2022 To SIXTH AMENDED AND RESTATED CREDIT AGREEMENT Dated as of April 8, 2022 THIS AMENDMENT NO. 1 (this “Amendment”) is made as of June 8, 2022 by and among The Scotts Miracle-Gro Company, an Ohio corporation (the “Company”), The Scotts Company LLC, an Ohio limited liability company (“Scotts”), Scott |
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| June 8, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 8, 2022 (June 8, 2022) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (I |
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| May 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer of incorporation or organization) File Number) Identification No.) 14111 Scottslawn Road, Marysville, Ohio 43041 (Address o |
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| May 11, 2022 |
Consulting Agreement, dated February 8, 2022, between The Scotts Company LLC and Hanft Ideas LLC The Scotts Company LLC Exhibit 10.2 February 8, 2022 Mr. Adam Hanft Chief Executive Officer Hanft Ideas LLC 50 Astor Lane Sands Point, New York 11050 Dear Adam: This letter sets forth our agreement (the ?Agreement?) regarding a consulting engagement between Hanft Ideas and The Scotts Company LLC (?Scotts? or the ?Company?). For the purposes of this Agreement, the term ?Contractor? means Hanft Idea |
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| May 11, 2022 |
Subsidiaries of The Scotts Miracle-Gro Company Exhibit 21 DIRECT AND INDIRECT SUBSIDIARIES OF THE SCOTTS MIRACLE-GRO COMPANY Directly owned subsidiaries, as of April 2, 2022, are located at the left margin, each subsidiary tier thereunder is indented. |
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| May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 2, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-11593 The Scotts |
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| May 11, 2022 |
Exhibit 22 LIST OF GUARANTOR SUBSIDIARIES The following subsidiaries of The Scotts Miracle-Gro Company (the "Company") were, as of April 2, 2022, guarantors of the Company's 5. |
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| May 3, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2022 The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission (IRS Employer of i |
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| May 3, 2022 |
Exhibit 99.1 The Scotts Miracle-Gro Company NEWS ScottsMiracle-Gro Announces Record Second Quarter U.S. Consumer Sales; Lawn & Garden Demand Gaining Ground After Weather-Driven Delays Company announces Hawthorne acquisition of Cyco, Australia-based nutrient brand ?GAAP EPS: $4.94 versus $5.44; non-GAAP adjusted EPS of $5.03 versus $5.64 ?Consumer POS down 12% entering May with increasing momentum |
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| April 14, 2022 |
Exhibit 10.2 SIXTH AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT made by THE SCOTTS MIRACLE-GRO COMPANY, EACH DOMESTIC SUBSIDIARY BORROWER and certain of their Domestic Subsidiaries in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of April 8, 2022 TABLE OF CONTENTS Page SECTION 1. DEFINED TERMS 5 1.1. Definitions 5 1.2. Other Definitional Provisions 6 SECTION 2. BO |
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| April 14, 2022 |
Exhibit 10.1 SIXTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 8, 2022 among THE SCOTTS MIRACLE-GRO COMPANY THE SCOTTS COMPANY LLC SCOTTS CANADA LTD. The Other Subsidiary Borrowers Party Hereto The Lenders Party Hereto JPMORGAN CHASE BANK, N.A. as Administrative Agent WELLS FARGO BANK, NATIONAL ASSOCIATION, MIZUHO BANK, LTD. and BANK OF AMERICA, N.A. as Co-Syndication Agents and COBANK |
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| April 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2022 (April 8, 2022) The Scotts Miracle-Gro Company (Exact name of registrant as specified in its charter) Ohio 001-11593 31-1414921 (State or other jurisdiction (Commission |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* SCOTTS MIRACLE-GRO COMPANY (Name of Issuer) Common Stock (Title of Class of Securities) 810186106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t |
