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Filing Details

Accession Number:: 0001209191-10-022607
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2010-04-16 13:00:00
Reporting Period:: 2010-04-14

Filing Date:: 2010-04-16
Accepted Time:: 2010-04-16 16:50:54
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	2010-04-14	40,000	$14.08	232,542	No	4	M	Direct
Common Stock, $0.01 Par Value	Acquisiton	2010-04-14	50,000	$14.10	282,542	No	4	M	Direct
Common Stock, $0.01 Par Value	Acquisiton	2010-04-14	30,000	$17.63	312,542	No	4	M	Direct
Common Stock, $0.01 Par Value	Disposition	2010-04-14	120,000	$21.15	192,542	No	4	S	Direct
Common Stock, $0.01 Par Value	Acquisiton	2010-04-14	30,000	$17.65	222,542	No	4	M	Direct
Common Stock, $0.01 Par Value	Disposition	2010-04-14	24,898	$21.19	197,553	No	4	D	Direct
Common Stock, $0.01 Par Value	Acquisiton	2010-04-14	22,500	$18.80	220,053	No	4	M	Direct
Common Stock, $0.01 Par Value	Disposition	2010-04-14	19,963	$21.19	200,090	No	4	D	Direct
Common Stock, $0.01 Par Value	Acquisiton	2010-04-14	12,500	$14.05	212,590	No	4	M	Direct
Common Stock, $0.01 Par Value	Disposition	2010-04-14	8,289	$21.19	204,301	No	4	D	Direct
Common Stock, $0.01 Par Value	Disposition	2010-04-14	3,520	$21.19	200,781	No	4	F	Direct
Common Stock, $0.01 Par Value	Disposition	2010-04-16	8,239	$21.11	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	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	D	Direct
No	4	M	Direct
No	4	D	Direct
No	4	M	Direct
No	4	D	Direct
No	4	F	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	2010-04-14	40,000	$0.00	40,000	$14.08
Common Stock	Stock Option (Right to Buy)	Disposition	2010-04-14	50,000	$0.00	50,000	$14.10
Common Stock	Stock Option (Right to Buy)	Disposition	2010-04-14	30,000	$0.00	30,000	$17.63
Common Stock	Stock Appreciation Rights	Disposition	2010-04-14	30,000	$0.00	30,000	$17.65
Common Stock	Stock Appreciation Rights	Disposition	2010-04-14	22,500	$0.00	22,500	$18.80
Common Stock	Stock Appreciation Rights	Disposition	2010-04-14	12,500	$0.00	12,500	$14.05

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
80,000		2012-10-11	No	4	M	Direct
30,000		2013-10-10	No	4	M	Direct
0		2014-10-29	No	4	M	Direct
0		2015-10-05	No	4	M	Direct
0		2016-10-05	No	4	M	Direct
0	2009-10-10	2018-10-10	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, $0.01 Par Value	3,156	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			1,186	1,186	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	1,186	1,186	Direct

Footnotes

Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $21.0704 - $21.332. 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.
Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $21.10 - 21.14. 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 April 14, 2010 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 October 11, 2003, 2004, 2005 and 2006.
The option vested in four equal installments on October 10, 2004, 2005, 2006 and 2007.
The option vested in four equal installments on October 29, 2005, 2006, 2007 and 2008.
The Stock Appreciation Rights vested in four equal installments on October 5, 2006, 2007, 2008 and 2009.
The Stock Appreciation Rights vested equally on October 5, 2007, 2008 and 2009.
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.