SEC Form 4 · accession 0001209191-15-081286
RPM INTERNATIONAL INC/DE/ · RPM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ronald A Rice
Officer — President and COO
Period of report
Nov 18, 2015
Accepted (ET)
Nov 19, 2015 · 4:13 pm EST
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 valueF1,F2 | Nov 18, 2015 | S | 15,000 | $46.4077 | D | 352,925 | D | |
| Common Stock, $0.01 par valueF3 | holding | — | — | — | 4,614 | 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 RightsF5,F4 | — | holding | — | — | — | — | — | Common Stock | 610,000 | 610,000 | D |
Explanation of responses
- F1Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $46.42 - $46.4601. 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.
- F2Includes an aggregate of 14,786 shares of Common Stock issued pursuant to the 1997 RPM International Inc. Restricted Stock Plan, as amended, 101,066 shares of Common Stock issued pursuant to the 2007 RPM International Inc. Restricted Stock Plan, 92,500 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the RPM International Inc. 2004 and 2014 Omnibus Equity Incentive Plans, and 40,000 shares of Common Stock, issued as Performance Contingent Restricted Stock, pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan.
- F3Approximate number of shares held as of November 19, 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.
- F4No transaction is being reported on this line. Reported on a previously filed Form 3, Form 4, or Form 5.
- F5Stock Appreciation Rights granted pursuant to the RPM International Inc. 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 2009 and 2015 and expire 10 years from the date of grant.