Scheiwer Mark J 4

What Happened
Mark J. Scheiwer, EVP, Chief Financial Officer & Chief Accounting Officer of Scotts Miracle‑Gro Co. (SMG), had 612 shares withheld to satisfy a tax liability related to an equity event. The filing shows those 612 shares were disposed at $63.69 per share, for a total value of $38,978. This transaction is recorded as a tax/payment withholding (Form 4 transaction code F) rather than an open‑market sale.

Key Details

• Transaction date: 2026-02-03
• Transaction type/code: Payment of exercise price or tax liability (Code F) — 612 shares withheld (disposed)
• Price: $63.69 per share; total value ≈ $38,978
• Shares owned after transaction: not specified in the provided filing excerpt
• Filing date: 2026-02-05 — filed within the typical two-business-day Form 4 window (timely)
• Notable: This is a tax‑withholding/cashless settlement type of disposition, not a market sale to a third party

Context
Code F transactions typically reflect the company withholding shares to cover taxes after an option exercise or restricted stock vesting (a routine administrative step). These withholdings are common and do not necessarily indicate the insider is reducing their economic exposure by selling shares on the open market. Retail investors should view this as standard tax-related processing unless accompanied by separate open‑market sales or purchases.