STANLEY BLACK & DECKER, INC.

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STANLEY BLACK & DECKER, INC. : Change in Directors or Principal Officers (form 8-K)

12/30/2021 | 05:18pm EDT

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

(b) On December 29, 2021, Dmitri L. Stockton notified Stanley Black & Decker, Inc. and its Board of Directors (the "Board") of his decision to resign from the Board effective December 31, 2021 to ensure there are no interlocking directorates under Section 8 of the Clayton Antitrust Act of 1914 (the "Clayton Act"). The Board has reduced the size of the Board to eleven members effective December 31, 2021.

In addition to having served on the Board of Stanley Black & Decker, Mr. Stockton serves on the Board of Directors of Deere & Company ("Deere"). It was determined that following Stanley Black & Decker's recent acquisition of MTD Holdings Inc., Mr. Stockton could not continue to serve on the boards of both Stanley Black & Decker and Deere without implicating Section 8 of the Clayton Act. Mr. Stockton's resignation was not the result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices.

In tendering his resignation, Mr. Stockton said, "It has been an honor to serve on the Board of this world class company, which has such an established history of delivering long term value for shareholders. I wish the Board and management team continued success as they move forward in building on the legacy of fulfilling its purpose of supporting those who make the world." In accepting Mr. Stockton's resignation, Chairman George W. Buckley stated, "Dmitri's insights and wise counsel have been instrumental in fostering the company's success. We are deeply appreciative of his many contributions and wish him the best of luck in all he does moving forward."

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