SEC Form 4 · accession 0001209191-15-063656
RPM INTERNATIONAL INC/DE/ · RPM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Edward W. Moore
Officer — SVP, GC & CCO
Period of report
Jul 31, 2015
Accepted (ET)
Aug 4, 2015 · 4:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
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 31, 2015 | F | 6,832 | $46.87 | D | 98,184 | D | |
| Common Stock, $0.01 par value | Jul 31, 2015 | D | 450 | $0.00 | D | 97,734 | D | |
| Common Stock, $0.01 par valueF3 | Jul 31, 2015 | A | 16,000 | $0.00 | A | 113,734 | D | |
| Common Stock, $0.01 par valueF4 | holding | — | — | — | 9,148 | I | By 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightsF6,F5 | — | holding | — | — | — | — | — | Common Stock | 97,500 | 97,500 | D |
Explanation of responses
- F1On July 31, 2015, 14,550 shares of Common Stock issued to the reporting person as Performance Earned Restricted Stock pursuant to the RPM International Inc. 2004 Omnibus Equity and Incentive Plan (the "Plan") vested. In accordance with the Plan, the reporting person disposed of 6,832 shares of Common Stock back to the Issuer to satisfy tax obligations of the reporting person.
- F2The reporting person was granted 16,000 shares of Common Stock, issued as Performance Contingent Restricted Stock, pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan.
- F3Includes and aggregate of 9,236 shares of Common Stock issued pursuant to the 2007 RPM International Inc. Restricted Stock Plan, 4,316 vested restricted shares of Common Stock held in escrow in the 2007 RPM International Restricted Stock Plan until the reporting person's retirement, 59,500 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the RPM International Inc. 2004 and 2014 Omnibus Equity and Incentive Plans, and 16,000 shares of Common Stock, issued as Performance Contingent Restricted Stock, pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan.
- F4Approximate number of shares held as of July 31, 2015 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.
- F5No transaction is being reported on this line. Reported on a previously filed Form 3 or Form 4.
- F6Stock Appreciation Rights granted pursuant to the 2004 and 2014 Omnibus Equity and Incentive Plans 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 2011 and 2015 and expire 10 years from the date of grant.