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SCOTTS MIRACLE-GRO CO Director's Dealing 2014

Oct 28, 2014

31301_dirs_2014-10-28_9dbd3fbb-55f9-4982-92a7-006774625f40.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCOTTS MIRACLE-GRO CO (SMG)
CIK: 0000825542
Period of Report: 2014-06-25

Reporting Person: HAGEDORN JAMES (Director, Chairman and CEO, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-06-25 Common Shares S 100 $56.785 Disposed 58419.548 Direct
2014-06-25 Common Shares S 500 $56.79 Disposed 57919.548 Direct
2014-06-25 Common Shares S 200 $56.795 Disposed 57719.548 Direct
2014-06-25 Common Shares S 1400 $56.8 Disposed 56319.548 Direct
2014-06-25 Common Shares S 100 $56.805 Disposed 56219.548 Direct
2014-06-25 Common Shares S 1600 $56.81 Disposed 54619.548 Direct
2014-06-25 Common Shares S 100 $56.815 Disposed 54519.548 Direct
2014-06-25 Common Shares S 1271 $56.82 Disposed 53248.548 Direct
2014-06-25 Common Shares S 300 $56.825 Disposed 52948.548 Direct
2014-06-25 Common Shares S 1910 $56.83 Disposed 51038.548 Direct
2014-06-25 Common Shares S 400 $56.835 Disposed 50638.548 Direct
2014-06-25 Common Shares S 799 $56.84 Disposed 49839.548 Direct
2014-06-25 Common Shares S 100 $56.845 Disposed 49739.548 Direct
2014-06-25 Common Shares S 903 $56.85 Disposed 48836.548 Direct
2014-06-25 Common Shares S 1200 $56.855 Disposed 47636.548 Direct
2014-06-25 Common Shares S 100 $56.8575 Disposed 47536.548 Direct
2014-06-25 Common Shares S 3100 $56.86 Disposed 44436.548 Direct
2014-06-25 Common Shares S 1600 $56.865 Disposed 42836.548 Direct
2014-06-25 Common Shares S 2276 $56.87 Disposed 40560.548 Direct
2014-06-25 Common Shares S 778 $56.875 Disposed 39782.548 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Shares 35701.75 Indirect
Common Shares 1945789 Indirect
Common Shares 6614.6215 Indirect

Footnotes

F1: The sales reported in this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 21, 2014.

F2: Pursuant 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 of the Issuer ("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.