SCOTTS MIRACLE-GRO CO — Director's Dealing 2016

Jan 21, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCOTTS MIRACLE-GRO CO (SMG)
CIK: 0000825542
Period of Report: 2016-01-18

Reporting Person: KELLY THOMAS N JR (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-01-18	Common Shares	M	3069	—	Acquired	14328	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-01-18	Deferred Stock Units	$	M	2944	Disposed		Common Shares (2944)	Direct
2016-01-18	Deferred Stock Units	$	M	59	Disposed		Common Shares (59)	Direct
2016-01-18	Dividend Equivalent Rights	$	M	66	Disposed		Common Shares (66)	Direct

Footnotes

F1: Deferred stock units convert into common shares of the Issuer on a one-for-one basis.

F2: On January 18, 2013, the reporting person was granted 3,010 deferred stock units, with accruing dividend equivalent rights, vesting on January 18, 2016.

F3: On August 2, 2013, the reporting person was granted 59 deferred stock units, with accruing dividend equivalent rights, vesting on January 18, 2016.