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Filing Details

Accession Number:: 0001182489-11-000594
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2011-10-13 16:21:10
Reporting Period:: 2011-10-11

Filing Date:: 2011-10-13
Accepted Time:: 2011-10-13 16:21:10
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
825542	Scotts Miracle-Gro Co	SMG	Agricultural Chemicals (2870)	311414921

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1180171	James Hagedorn	C/O The Scotts Miracle-Gro Company 14111 Scottslawn Road Marysville OH 43041	Chairman And Ceo	Yes	Yes	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Shares	Acquisiton	2011-10-11	63,700	$0.00	167,442	No	4	M	Direct
Common Shares	Disposition	2011-10-11	28,500	$44.88	103,742	No	4	S	Direct
Common Shares	Acquisiton	2011-10-11	148,715	$16.80	252,457	No	4	M	Direct
Common Shares	Disposition	2011-10-11	200	$44.51	252,257	No	4	S	Direct
Common Shares	Disposition	2011-10-11	300	$44.52	251,957	No	4	S	Direct
Common Shares	Disposition	2011-10-11	1,405	$44.53	250,552	No	4	S	Direct
Common Shares	Disposition	2011-10-11	6,449	$44.54	244,103	No	4	S	Direct
Common Shares	Disposition	2011-10-11	5,484	$44.55	238,619	No	4	S	Direct
Common Shares	Disposition	2011-10-11	2,015	$44.56	236,604	No	4	S	Direct
Common Shares	Disposition	2011-10-11	100	$44.57	236,504	No	4	S	Direct
Common Shares	Disposition	2011-10-11	3,200	$44.57	233,304	No	4	S	Direct
Common Shares	Disposition	2011-10-11	1,613	$44.58	231,691	No	4	S	Direct
Common Shares	Disposition	2011-10-11	58	$44.59	231,633	No	4	S	Direct
Common Shares	Disposition	2011-10-11	1,728	$44.59	229,905	No	4	S	Direct
Common Shares	Disposition	2011-10-11	700	$44.60	229,205	No	4	S	Direct
Common Shares	Disposition	2011-10-11	900	$44.61	228,305	No	4	S	Direct
Common Shares	Disposition	2011-10-11	1,447	$44.62	226,858	No	4	S	Direct
Common Shares	Disposition	2011-10-11	554	$44.63	226,304	No	4	S	Direct
Common Shares	Disposition	2011-10-11	912	$44.64	225,392	No	4	S	Direct
Common Shares	Disposition	2011-10-11	1,278	$44.65	224,114	No	4	S	Direct
Common Shares	Disposition	2011-10-11	1,423	$44.66	222,691	No	4	S	Direct
Common Shares	Disposition	2011-10-11	2,116	$44.67	220,575	No	4	S	Direct
Common Shares	Disposition	2011-10-11	3,034	$44.68	217,541	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Shares	Stock Option (right to buy)	Disposition	2011-10-11	148,715	$0.00	148,715	$16.80
Common Shares	Restricted Stock Units	Disposition	2011-10-11	63,700	$0.00	63,700	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2004-10-23	2011-10-21	No	4	M	Direct
0	2011-10-11	2011-10-11	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Shares	32,038	Indirect	By 401(K) Plan
Common Shares	2,779,554	Indirect	HPLP
Common Shares	4,488	Indirect	By DSPP

Footnotes

The restricted stock units were granted, together with an equal number of related cash dividend equivalents, under The Scotts Miracle-Gro Company Amended and Restated 2006 Long-Term Incentive Plan (the "2006 Plan"), 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 of the Issuer ("Common Share"). The restricted stock units vested on October 8, 2011.
The sales reported in this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 18, 2011.
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, 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.