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SCOTTS MIRACLE-GRO CO

For the period ended Dec 27, 2025. Filed Feb 4, 2026.

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About this filing

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.

Dec 27, 2025 · Filed Feb 4, 2026

SMG$66.34+2.5%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 27, 2025

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number:001-11593

The Scotts Miracle-Gro Company

(Exact name of registrant as specified in its charter)

Ohio31-1414921
(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.)

14111 Scottslawn Road, Marysville, Ohio 43041

(Address of principal executive offices) (Zip Code)

(937)644-0011

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Shares, $0.01 stated valueSMGNYSE

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
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 Section 13(a) of the Exchange Act.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes☐No☒

As of January 30, 2026, there were 58,039,753 Common Shares outstanding.

Table of Contents

THE SCOTTS MIRACLE-GRO COMPANYINDEX
PAGE NO.
PART I. FINANCIAL INFORMATION:
Item 1. · Financial Statements (Unaudited)
Condensed Consolidated Statements of Operations — Three months ended December 27, 2025 and December 28, 20243
Condensed Consolidated Statements of Comprehensive Income (Loss) — Three months ended December 27, 2025 and December 28, 20244
Condensed Consolidated Statements of Cash Flows — Three months ended December 27, 2025 and December 28, 20245
Condensed Consolidated Balance Sheets — December 27, 2025, December 28, 2024 and September 30, 20256
Notes to Condensed Consolidated Financial Statements7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations27
Item 3.Quantitative and Qualitative Disclosures about Market Risk38
Item 4.Controls and Procedures38
PART II. OTHER INFORMATION:
Item 1.Legal Proceedings39
Item 1A.Risk Factors39
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds40
Item 3.Defaults Upon Senior Securities40
Item 4.Mine Safety Disclosures40
Item 5.Other Information40
Item 6.Exhibits40
Index to Exhibits41
Signatures42
ContentsView on SEC.gov

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