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Filing Details

Accession Number:: 0001209191-10-006921
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2010-02-04 12:00:00
Reporting Period:: 2010-02-02

Filing Date:: 2010-02-04
Accepted Time:: 2010-02-04 16:15:04
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
110621	Rpm International Inc	RPM	Paints, Varnishes, Lacquers, Enamels & Allied Prods (2851)	020642224

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1224026	Kelly P Tompkins	2628 Pearl Road P.o. Box 777 Medina OH 44258	Executive Vp And Cfo	No	Yes	No	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 Stock, $0.01 Par Value	Acquisiton	2010-02-02	100	$9.56	192,642	No	4	M	Direct
Common Stock, $0.01 Par Value	Acquisiton	2010-02-02	13,025	$9.26	205,667	No	4	M	Direct
Common Stock, $0.01 Par Value	Disposition	2010-02-02	13,125	$19.26	192,542	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	M	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 Stock	Stock Option (Right to Buy)	Disposition	2010-02-02	100	$0.00	100	$9.56
Common Stock	Stock Option (Right to Buy)	Disposition	2010-02-02	13,025	$0.00	13,025	$9.26

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
133,025		2010-02-28	No	4	M	Direct
120,000		2011-02-01	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, $0.01 Par Value	3,133	Indirect	By 401(k) Plan

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Phantom Stock	$0.00			1,159	1,159	Direct
Common Stock	Stock Appreciation Rights	$0.00			180,000	180,000	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	1,159	1,159	Direct
	180,000	180,000	Direct

Footnotes

Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $19.25 - $19.27. The reporting person hereby undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
Includes an aggregate of 18,364 shares of Common Stock issued pursuant to the 1997 RPM International Inc. Restricted Stock Plan, as amended, 39,927 shares of Common Stock issued pursuant to the 2007 RPM International Inc. Restricted Stock Plan, 40,000 shares of Common Stock, issued as Performance Contingent Restricted Stock, pursuant to the RPM International Inc. 2004 Omnibus Equity and Incentive Plan, and 45,000 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the RPM International Inc. 2004 Omnibus Equity and Incentive Plan.
Approximate number of shares held as of July 20, 2009 in the account of reporting person by Wachovia Bank, N.A., as Trustee of the RPM International Inc. 401(k) Trust and Plan, as amended.
The option vested in four equal installments on February 28, 2001, 2002, 2003 and 2004.
The option vested equally on February 1, 2003, 2004 and 2005.
Granted pursuant to the RPM International Inc. 1996 Key Employees Stock Option Plan, as amended, in an exempt transaction under Rule 16b-3. These options vest and become exercisable in 25% increments over four years commencing one year after the date of grant. These options were granted between 2002 and 2004 and expire 10 years from the date of grant.
No transaction is being reported on this line. Reported on a previously filed Form 3, Form 4, or Form 5.
1-for-1
Upon cessation of employment in accordance with the terms and conditions of the RPM International Inc. Deferred Compensation Plan, as amended.
These phantom stock units represent the stock equivalent value of the restricted stock dividends held in the reporting person's account under the RPM International Inc. Deferred Compensation Plan, as amended, and dividends accrued thereon.
Stock Appreciation Rights granted pursuant to the RPM International Inc. 2004 Omnibus Equity and Incentive Plan in an exempt transaction under Rule 16b-3. These Stock Appreciation Rights vest in four equal annual installments commencing one year after the date of grant. These Stock Appreciation Rights were granted between 2005 and 2009 and expire 10 years from the date of grant.