Filing Details

Accession Number:
0001209191-23-044604
Form Type:
4
Zero Holdings:
No
Publication Time:
2023-08-04 16:37:11
Reporting Period:
2023-08-02
Accepted Time:
2023-08-04 16:37:11
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
1224025 C Frank Sullivan 2628 Pearl Road
Medina OH 44258
Chairman And Ceo Yes Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock, $0.01 Par Value Acquisiton 2023-08-03 200,000 $50.99 1,260,935 No 4 M Direct
Common Stock, $0.01 Par Value Disposition 2023-08-03 99,126 $102.88 1,161,809 No 4 D Direct
Common Stock, $0.01 Par Value Disposition 2023-08-03 44,737 $102.88 1,117,072 No 4 F Direct
Common Stock, $0.01 Par Value Disposition 2023-08-02 20,433 $103.54 0 No 4 S Indirect As Co-Trustee of the Thomas C. Sullivan Trust dated 12/14/1987, as Amended
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 D Direct
No 4 F Direct
No 4 S Indirect As Co-Trustee of the Thomas C. Sullivan Trust dated 12/14/1987, as Amended
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Stock Appreciation Rights Disposition 2023-08-03 200,000 $0.00 200,000 $50.99
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
1,336,000 2026-07-25 No 4 M Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock, $0.01 Par Value 15,600 Indirect By Thomas C. Sullivan Irrevocable Trust FBO Frank C. Sullivan 10/26/12
Common Stock, $0.01 Par Value 3,000 Indirect As custodian for son
Common Stock, $0.01 Par Value 4,992 Indirect By 401(k) Plan
Common Stock, $0.01 Par Value 20,433 Indirect As Co-Trustee of the Thomas C. Sullivan Trust dated 12/14/1987, as Amended
Footnotes
  1. Includes an aggregate of 4,294 shares of Common Stock issued pursuant to the Plan, 28,467 vested restricted shares of Common Stock held in escrow in the 1997 RPM International Inc. Restricted Stock Plan, 99,686 vested restricted shares of Common Stock held in escrow until the Reporting Person's retirement, and 31,550 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the Plan.
  2. Approximate number of shares of Common Stock held as of August 2, 2023 in the account of the Reporting Person by Fidelity Trust Management Company, as Trustee of the RPM International Inc. 401(k) Trust and Plan, as amended.
  3. The Reporting Person became co-trustee of this trust on December 1, 2020, in an event not reportable under Section 16, by operation of the trust agreement following the prior trustee's passing. The trust did not engage in any transactions in shares of Common Stock from that date until August 2, 2023, when the Reporting Person's co-trustee directed the liquidation of all shares of Common Stock held by the trust. That transaction is reported herein.
  4. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $103.10 - $103.835. 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.
  5. The Stock Appreciation Rights vested on July 25, 2017, 2018, 2019 and 2020.
  6. Stock Appreciation Rights granted pursuant to the Plan in exempt transactions 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 2017 and 2023 and expire ten years from the date of grant.