SEC Form 4 · accession 0001182489-15-000091
SCOTTS MIRACLE-GRO CO · SMG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
James Hagedorn
Officer — Chairman and CEO · Director · 10% Owner
Period of report
Jan 20, 2015
Accepted (ET)
Jan 22, 2015 · 8:22 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000825542
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Jan 20, 2015 | M | 26,312 | — | A | 68,024 | D | |
| Common Shares | Jan 20, 2015 | A | 16,943 | $0.00 | A | 84,967 | D | |
| Common Shares | Jan 20, 2015 | F | 20,512 | $62.23 | D | 64,455 | D | |
| Common Shares | holding | — | — | — | 38,795 | I | By 401(K) Plan | |
| Common SharesF2 | holding | — | — | — | 1,910,789 | I | HPLP | |
| Common Shares | holding | — | — | — | 6,759 | I | By DSPP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F3 | — | Jan 20, 2015 | M | 26,312 | D | — | — | Common Shares | 26,312 | 0 | D |
Explanation of responses
- F1Restricted stock units convert into common shares of the Issuer ("Common Shares") on a one-for-one basis.
- F2Pursuant to Exchange Act Rule 16a-1(a)(1), the reporting person may be deemed, solely for purposes of determining whether he is a beneficial owner of more than 10% of the Common Shares, to be the beneficial owner of the securities of the Issuer that are held by Hagedorn Partnership, L.P., a Delaware limited partnership in which the reporting person is a general partner (the "Partnership"). Represents the aggregate proportionate interest of the reporting person and those family members in whose holdings he may be deemed to have a pecuniary interest, in Common Shares held by the Partnership.
- F3On January 20, 2012, the reporting person was granted 26,312 restricted stock units, vesting on January 20, 2015.