SEC Form 4 · accession 0001209191-16-133517
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
Jul 18, 2016
Accepted (ET)
Jul 20, 2016 · 5:29 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 valueF2 | Jul 18, 2016 | F | 15,908 | $52.00 | D | 335,699 | D | |
| Common Stock, $0.01 par valueF3 | holding | — | — | — | 4,679 | 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 | 560,000 | 560,000 | D |
Explanation of responses
- F1On July 18, 2016, 35,000 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 15,908 shares of Common Stock back to the Issuer to satisfy tax obligations of the reporting person.
- 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, 57,500 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 July 18, 2016 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.