HAGEDORN JAMES 4

What Happened
James Hagedorn, a reported 10% owner of Scotts Miracle-Gro (SMG), disposed of 16,677 common shares on 2026-02-03 at $63.69 per share, for a total value of approximately $1,062,158. The transaction is coded "F" on the Form 4, indicating the shares were surrendered to cover an exercise price or tax liability (i.e., share withholding), not an open-market sale for investment purposes.

Key Details

• Transaction date: 2026-02-03; Filing date: 2026-02-05 (timely, within the Form 4 two-business-day window).
• Shares disposed: 16,677 at $63.69 each; total value ≈ $1,062,158.
• Transaction code: F — payment of exercise price or tax liability (share withholding).
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnote: Hagedorn may be deemed beneficial owner of partnership-held shares via Hagedorn Partnership, L.P.; he is a general partner (this explains the 10% ownership designation).

Context
An "F" disposition typically means the company withheld shares to satisfy tax withholding or to pay the exercise price when options or restricted shares vested (a routine administrative step). Such withholdings are common and do not necessarily signal the insider's view on the company’s stock. Because Hagedorn is a 10% owner through a partnership structure, this reflects partnership-related holdings rather than an ordinary executive open-market trade.