SCOTTS MIRACLE-GRO CO — Director's Dealing 2020

Feb 4, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SCOTTS MIRACLE-GRO CO (SMG)
CIK: 0000825542
Period of Report: 2020-02-03

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-03	Common Shares	S	2537	$122.887	Disposed	80082.588	Direct
2020-02-03	Common Shares	S	9830	$123.732	Disposed	70252.588	Direct
2020-02-03	Common Shares	S	2581	$124.409	Disposed	67671.588	Direct
2020-02-03	Common Shares	A	20185	—	Acquired	87856.588	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	1814791	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 December 6, 2019.

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.