UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 11, 2021 (January 6, 2021)
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The Scotts Miracle-Gro Company
(Exact name of registrant as specified in its charter)
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Ohio | 001-11593 | 31-1414921 | ||||||
(State or other jurisdiction | (Commission | (IRS Employer | ||||||
of incorporation or organization) | File Number) | Identification No.) |
14111 Scottslawn Road | Marysville | Ohio | 43041 | ||||||||
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (937) 644-0011
Not applicable
(Former name or former address, if changed since last report.)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Common Shares, $0.01 stated value | SMG | NYSE |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b–2 of the Securities Exchange Act of 1934 (§240.12b of this chapter). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On January 11, 2021, the Company issued a news release reporting, among other things, preliminary information regarding its financial results for the three months ended January 2, 2021. A copy of the news release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 11, 2021, The Scotts Miracle-Gro Company (the “Company”) announced that Thomas Randal Coleman, Executive Vice President and Chief Financial Officer, departed from his positions with the Company, effective as of January 5, 2021.
On January 11, 2021, the Company announced that Cory Miller, Vice President, Hawthorne Finance and Information Technology, will assume the role of interim Chief Financial Officer immediately. The Company is carrying out a search process to fill the Chief Financial Officer role on a permanent basis. Mr. Miller, 47, has been with the Company since 2000 and has held a series of roles of increasing responsibility. His previous leadership roles at the Company include Vice President, Hawthorne Finance; Vice President, Hawthorne Merger & Acquisition Finance Integration; Chief Internal Auditor; and Vice President, Finance and Business Development.
Item 8.01 Other Events.
On January 11, 2021, the Company issued a news release pertaining to the foregoing and addressing additional realignments to its Finance and Supply Chain functions. A copy of the news release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired:
Not applicable.
(b) Pro forma financial information:
Not applicable.
(c) Shell company transactions:
Not applicable.
(d) Exhibits:
Exhibit No. | Description | ||||
99.1 | News Release issued by The Scotts Miracle-Gro Company on January 11, 2021 | ||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
THE SCOTTS MIRACLE-GRO COMPANY | |||||||||||
Dated: | January 11, 2021 | By: | /s/ IVAN C. SMITH | ||||||||
Printed Name: Ivan C. Smith | |||||||||||
Title: Executive Vice President, General Counsel, Corporate Secretary and Chief Compliance Officer |
INDEX TO EXHIBITS
Current Report on Form 8-K
Dated January 11, 2021
The Scotts Miracle-Gro Company
Exhibit No. | Description | ||||
99.1 | |||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |