SCOTTS MIRACLE-GRO CO — Director's Dealing 2018

Feb 1, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCOTTS MIRACLE-GRO CO (SMG)
CIK: 0000825542
Period of Report: 2018-01-30

Reporting Person: Johnson Stephen L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-01-30	Common Shares	M	211	—	Acquired	15998	Direct
2018-01-31	Common Shares	M	42	—	Acquired	16040	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-01-30	Deferred Stock Unit	$	M	18	Disposed		Common Shares (18)	Direct
2018-01-31	Deferred Stock Unit	$	M	1	Disposed		Common Shares (1)	Direct
2018-01-30	Dividend Equivalent Rights	$	M	193	Disposed		Common Shares (193)	Direct
2018-01-31	Dividend Equivalent Rights	$	M	41	Disposed		Common Shares (41)	Direct

Footnotes

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

F2: On January 30, 2015, the reporting person was granted 2,681 deferred stock units, with accruing dividend equivalent rights, vesting on January 30, 2016.

F3: On January 30, 2015, the reporting person was granted 99 deferred stock units, with accruing dividend equivalent rights, vesting on January 30, 2015.

F4: On April 1, 2015, the reporting person was granted 93 deferred stock units, with accruing dividend equivalent rights, vesting on April 1, 2015.

F5: On July 1, 2015, the reporting person was granted 105 deferred stock units, with accruing dividend equivalent rights, vesting on July 1, 2015.

F6: On October 1, 2015, the reporting person was granted 103 deferred stock units, with accruing dividend equivalent rights, vesting on October 1, 2015.