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STANLEY BLACK & DECKER, INC.

For the period ended Oct 3, 2026. Filed Nov 4, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Oct 3, 2026 · Filed Nov 4, 2026

SWK$116.44-1.4%Stored close · as of Nov 10, 2026

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ITEM 1. LEGAL PROCEEDINGS

The Company’s Annual Report on Form 10-K for the year ended January 3, 2026, includes "Legal Proceedings" under Item 3 of Part I. Other than as described below, there have been no material changes from the legal proceedings described in the Company's Annual Report on Form 10-K.

Class Action Litigation

As previously disclosed, on March 24, 2023, a putative class action lawsuit titled Naresh Vissa Rammohan v. Stanley Black & Decker, Inc., et al., Case No. 3:23-cv-00369-KAD (the “Rammohan Class Action”), was filed in the United States District Court for the District of Connecticut against the Company and certain of the Company’s current and former officers and directors (together, “Defendants”). The complaint was filed on behalf of a purported class consisting of all purchasers of Stanley Black & Decker common stock between October 28, 2021 and July 28, 2022, inclusive. The complaint asserted violations of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 based on allegedly false and misleading statements related to consumer demand for the Company’s products amid changing COVID-19 trends and macroeconomic conditions. The complaint sought unspecified damages and an award of costs and expenses. On October 13, 2023, Lead Plaintiff General Retirement System of the City of Detroit filed an Amended Complaint that asserted the same claims and seeks the same forms of relief as the original complaint. On November 14, 2025, Lead Plaintiff filed its Second Amended Complaint, asserting the same claims on behalf of the same putative class and seeking the same forms of relief as the prior complaints but updating it to account for the recent decision of the United States Court of Appeals for the Second Circuit in City of Hialeah Employees’ Retirement System v. Peloton Interactive, Inc., No. 24-2803 (2d Cir. 2025). Defendants moved to dismiss the Second Amended Complaint on December 18, 2025, and that motion was fully briefed as of February 19, 2026. By Order dated September 30, 2026, which was followed by a Memorandum of Decision dated October 2, 2026, the District Court denied Defendants’ motion to dismiss. The case will now proceed to discovery. The Company intends to vigorously defend this action in all respects. Given the early stage of this litigation, at this time, the Company is not in a position to assess the likelihood of any potential loss or adverse effect on its financial condition or to estimate the amount or range of potential losses, if any, from this action.

Derivative Actions

As previously disclosed, on August 2, 2023 and September 20, 2023, derivative complaints were filed in the United States District Court for the District of Connecticut, titled Callahan v. Allan, et al., Case No. 3:23-cv-01028-OAW (the “Callahan Derivative Action”) and Applebaum v. Allan, et al., Case No. 3:23-cv-01234-OAW (the “Applebaum Derivative Action”), respectively, by putative stockholders against certain current and former directors and officers of the Company. Plaintiffs seek to recover for, inter alia, alleged breach of fiduciary duties premised on the same allegations as the Rammohan Class Action. The Callahan and Applebaum Derivative Actions were consolidated by court order on November 6, 2023, and defendants’ responses to both complaints were stayed by court orders in each case pending the disposition of any motions to dismiss in the Rammohan Class Action. Following the denial of defendants' motion to dismiss in the Rammohan Class Action, the parties to the consolidated Callahan and Applebaum Derivative Actions filed a Joint Stipulation and Motion to Stay on October 14, 2026, asking the Court to stay the Callahan and Applebaum Derivative Actions until the completion of fact discovery and a ruling on class certification in the Rammohan Class Action. That motion was denied on November 3, 2026. The individual defendants intend to vigorously defend the Callahan and Applebaum Derivative Actions in all respects. However, given the early stage of this litigation, at this time, the Company is not in a position to assess the likelihood of any potential loss or adverse effect on its financial condition or to estimate the amount or range of potential losses, if any, from these actions.

As previously disclosed, on October 19, 2023, a derivative complaint was filed in Connecticut Superior Court, titled Vladimir Gusinsky Revocable Trust v. Allan, et al., Docket Number HHBCV236082260S, by a putative stockholder against certain current and former directors and officers of the Company. Plaintiff seeks to recover for alleged breach of fiduciary duties and unjust enrichment under Connecticut state law premised on the same allegations as the Rammohan Class Action. By court order on November 21, 2023, the Connecticut Superior Court granted the parties’ motion to stay defendants’ response to the complaint pending the disposition of any motions to dismiss in the Rammohan Class Action. Following the denial of defendants' motion to dismiss in the Rammohan Class Action, the parties to the Gusinsky Derivative Action filed a Joint Motion to Stay on October 14, 2026, asking the Court to stay the Gusinsky Derivative Action until the completion of fact discovery and a ruling on class certification in the Rammohan Class Action. That motion was granted on October 26, 2026. The individual defendants intend to vigorously defend this action in all respects. However, given the early stage of this litigation, at this time, the Company is not in a position to assess the likelihood of any potential loss or adverse effect on its financial condition or to estimate the amount or range of potential losses, if any, from this action.

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