UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

~~of the~~ Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): ~~January 23~~February 4, 2026

Stanley Black & Decker, Inc.

(Exact ~~Name~~name of ~~Registrant~~registrant as ~~Specified~~specified in its ~~Charter~~charter)

Connecticut	001-05224		06-0548860
CT		1-5224		06-0548860
(State or other jurisdiction of incorporation)	(Commission File Number)		(I.R.S. Employer Identification No.)
(State or other jurisdictionof incorporation)		(CommissionFile Number)		(I.R.S. EmployerIdentification No.)
1000 Stanley Drive, New Britain, Connecticut			06053
(Address of principal executive offices)			(Zip Code)

1000 STANLEY DRIVE

NEW BRITAIN, CT 06053

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (860) 225-5111

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

~~Check~~☐ ~~the~~Written ~~appropriate~~communications ~~box~~pursuant ~~below~~to ifRule 425 under the ~~Form~~Securities ~~8-K~~Act ~~filing~~(17 isCFR ~~intended~~230.425) ☐ Soliciting material pursuant to ~~simultaneously~~Rule ~~satisfy~~14a-12 under the ~~filing~~Exchange ~~obligation~~Act of(17 ~~the~~CFR ~~registrant~~240.14a-12) ~~under~~☐ ~~any~~Pre-commencement ofcommunications ~~the~~pursuant ~~following~~to ~~provisions~~Rule 14d-2(~~see~~b) ~~General~~under ~~Instruction~~the AExchange Act (17 CFR 240.14d-2.(b)) ~~below~~☐ Pre-commencement communications pursuant to Rule 13e-4(c): under the Exchange Act (17 CFR 240.13e-4(c))

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

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Title Of Each Class

Trading Symbols

Name Of Each Exchange On Which Registered

Common Stock

- $2.50 Par Value per Share

SWK

New York Stock Exchange

☐Indicate ~~Soliciting~~by ~~material~~check ~~pursuant~~mark towhether the registrant is an emerging growth company as defined in Rule ~~14a~~405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-122 ~~under~~of the Securities Exchange Act ~~(17~~of ~~CFR~~1934 (§240.~~14a~~12b-122 of this chapter).

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class		TradingSymbol(s)		Name of each exchange on which registered
Common Stock - $2.50 Par Value per Share		SWK		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐ ¨

Item 52.02 ~~Departure~~Results of ~~Directors~~Operations orand ~~Certain~~Financial ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.~~Condition

On ~~January 23~~February 4, 2026, ~~Andrea Ayers informed the board of directors (the “Board”) of~~ Stanley Black & Decker, Inc. ~~(the~~issued ~~“Company”)~~a ofpress ~~her~~release ~~decision~~announcing tofourth ~~retire~~quarter ~~from the Board~~ and ~~not~~full toyear ~~stand~~2025 ~~for re-election as a director of the Company at the Company’s 2026 annual meeting of shareholders (the “2026 Annual Meeting”)~~results. Ms. Ayers will continue to serve on the Board until the time of the 2026 Annual Meeting. Ms. Ayers’ decision to depart from the Board as of the 2026 Annual Meeting did not involve any disagreements with the Company regarding any matter related to its operations, policies or practices.

On January 23, 2026, the Board elected Shane O’Kelly as a director of the Company, effective immediately. Mr. O’Kelly will serve as a member of the Board’s Compensation and Talent Development Committee and the Corporate Governance Committee. Mr. O’Kelly will participate in the compensation program for non-employee directors as described under the heading “Director Compensation” in the Company’s definitive proxy statement on Schedule 14A, filed with the Securities and Exchange Commission on March 7, 2025.

There was no arrangement or understanding between Mr. O’Kelly and any other person pursuant to which Mr. O’Kelly was elected as a director of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Also on January 23, 2026, the Board elected Debra Crew to serve as Lead Independent Director of the Company, effective immediately. In addition, effective upon the retirement of Donald Allan, Jr. on October 1, 2026, the Board elected Ms. Crew to serve as non-executive Chair of the Board, subject to Ms. Crew’s continued service on the Board on that date. The election of Ms. Crew to become the Chair of the Board upon Mr. Allan’s retirement is consistent with the Company’s previously disclosed intention to return to a non-executive Chair at the completion of Mr. Allan’s tenure.

A copy of the Company’s press release announcing the election of Mr. O’Kelly to the Board and the appointment of Ms. Crew as Lead Independent Director and Chair is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(da) ~~Exhibits:~~Not applicable

Exhibit No.		Description
99.1		Press Release dated January 26, 2026.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

(b) Not applicable

(d) Exhibits

99.1 Press release dated February 4, 2026, issued by Stanley Black & Decker, Inc.

99.2 Financial statements and supporting schedules contained in Stanley Black & Decker, Inc.'s February 4, 2026 press release.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	STANLEY BLACK & DECKER, INC.
		Stanley Black & Decker, Inc.
Date: January 26, 2026
February 4, 2026		By:	/s/ Patrick Hallinan
	By:	/s/ Donald J. Riccitelli
		Name:	Patrick Hallinan
	Name:	Donald J. Riccitelli
		Title:	Executive Vice President, Chief Financial Officer & Chief Administrative Officer
	Title:	Interim Senior Vice President, General Counsel and Secretary

Exhibit Index



Exhibit No.			Description

99.1			Press release dated February 4, 2026 , issued by Stanley Black & Decker, Inc.

99.2			Financial statements and supporting schedules contained in Stanley Black & Decker, Inc.'s February 4, 2026 press release.

104			Cover Page Interactive Data File (embedded within the Inline XBRL document).

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