0001182489-13-000203.txt : 20130219 0001182489-13-000203.hdr.sgml : 20130219 20130215165935 ACCESSION NUMBER: 0001182489-13-000203 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130208 FILED AS OF DATE: 20130215 DATE AS OF CHANGE: 20130215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Coleman Thomas Randal CENTRAL INDEX KEY: 0001569711 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11593 FILM NUMBER: 13620379 MAIL ADDRESS: STREET 1: 14111 SCOTTSLAWN ROAD CITY: MARYSVILLE STATE: OH ZIP: 43041 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SCOTTS MIRACLE-GRO CO CENTRAL INDEX KEY: 0000825542 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE CHEMICALS [2870] IRS NUMBER: 311414921 STATE OF INCORPORATION: OH FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 14111 SCOTTSLAWN ROAD CITY: MARYSVILLE STATE: OH ZIP: 43041 BUSINESS PHONE: 9376440011 MAIL ADDRESS: STREET 1: 14111 SCOTTSLAWN ROAD STREET 2: N/A CITY: MARYSVILLE STATE: OH ZIP: 43041 FORMER COMPANY: FORMER CONFORMED NAME: SCOTTS COMPANY DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: CDS HOLDING CORP DATE OF NAME CHANGE: 19900104 3 1 edgar.xml FORM 3 - X0206 3 2013-02-08 0 0000825542 SCOTTS MIRACLE-GRO CO SMG 0001569711 Coleman Thomas Randal C/O THE SCOTTS MIRACLE-GRO COMPANY 14111 SCOTTSLAWN ROAD MARYSVILLE OH 43041 0 1 0 0 Interim Principal Fin Officer Common Shares 3120 D Stock Option (right to buy) 21.65 2011-10-08 2018-10-05 Common Shares 15500 D Stock Option (right to buy) 41.62 2013-01-20 2020-01-17 Common Shares 9500 D Stock Option (right to buy) 51.73 2014-01-21 2021-01-20 Common Shares 7700 D Stock Option (right to buy) 47.66 2015-01-20 2022-01-19 Common Shares 11155 D Restricted Stock Units Common Shares 1500 D Restricted Stock Units Common Shares 2568 D Restricted Stock Units Common Shares 8323 D The restricted stock units are scheduled to vest on January 21, 2014. Subject to the terms of The Scotts Miracle-Gro Company Long-Term Incentive Plan (formerly known as The Scotts Miracle-Gro Company Amended and Restated 2006 Long-Term Incentive Plan) (the "LTIP"), vested restricted stock units will be settled in common shares of the Issuer ("Common Shares") as soon as administratively practicable, but no later than 90 days, following vesting. The restricted stock units are scheduled to vest on January 20, 2015. Subject to the terms of the LTIP, vested restricted stock units will be settled in Common Shares as soon as administratively practicable, but no later than 90 days, following vesting. The restricted stock units are scheduled to vest on January 18, 2016. Subject to the terms of the LTIP, vested restricted stock units will be settled in Common Shares as soon as administratively practicable, but no later than 90 days, following vesting. The restricted stock units were granted, together with an equal number of related dividend equivalents, under the LTIP, and subject to the terms and conditions of an individual award agreement. Each whole restricted stock unit represents a contingent right to receive one Common Share. Each dividend equivalent represents the right to receive cash in respect of dividends that are declared and paid during the period beginning on the grant date and ending on the settlement date with respect to the Common Shares represented by the related restricted stock unit. Kathy L. Uttley as attorney-in-fact for Thomas Randal Coleman 2013-02-15 EX-24 2 colemanr.txt POWER OF ATTORNEY The undersigned officer and/or director of The Scotts Miracle-Gro Company (the "Company"), hereby constitutes and appoints each of Vincent C. Brockman, Tara Charnes and Kathy L. Uttley, signing singly, the undersigned's true and lawful attorney-in-fact and agent to: 1) execute for, in the name of and on behalf of the undersigned Forms 3, 4 and 5 with respect to the securities of the Company beneficially owned by the undersigned in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "1934 Act") and the rules and regulations thereunder and Form 144 with respect to the securities of the Company beneficially owned by the undersigned in accordance with Rule 144 under the Securities Act of 1933, as amended (the "Securities Act"); 2) do and perform any and all acts for, in the name of and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 or such Form 144, complete and execute any amendment or amendments thereto, and timely file any such form (and any such amendment or amendments) with the United States Securities and Exchange Commission and any stock exchange or similar authority; and 3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform each and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution and resubstitution, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the above-named attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the 1934 Act and/or Rule 144 under the Securities Act. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 or Form 144 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the above-named attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 8th day of February, 2013. /s/ Thomas Randal Coleman Signature Thomas Randal Coleman Print Name