SEC Form 4 · accession 0001193125-26-307902
RPM INTERNATIONAL INC/DE/ · RPM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Russell L Gordon
Officer — VP and CFO
Period of report
Jul 15, 2026
Accepted (ET)
Jul 17, 2026 · 4:32 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0000110621
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.01 par value | Jul 15, 2026 | A | 959 | $0.00 | A | 79,949 | D | |
| Common Stock, $0.01 par valueF3 | Jul 15, 2026 | A | 1,470 | $0.00 | A | 81,419 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightsF5,F4 | $103.04 | Jul 15, 2026 | A | 26,400 | A | — | Jul 15, 2036 | Common Stock | 26,400 | 219,800 | D |
Explanation of responses
- F1The Reporting Person was granted 959 shares of Common Stock, issued pursuant to the RPM International Inc. 2024 Omnibus Equity and Incentive Plan (the "Plan").
- F2The Reporting Person was granted 1,470 shares of Common Stock, issued as Peformance Earned Restricted Stock, pursuant to the Plan.
- F3Includes an aggregate of 6,628 unvested restricted shares of Common Stock and 7,010 shares of Common Stock, issued as Performance Earned Restricted Stock.
- F4The Stock Appreciation Rights vest in four equal installments, beginning on July 15, 2027.
- F5Stock 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 2026 and expire 10 years from the date of grant.