SEC Form 4 · accession 0001209191-16-134087
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 25, 2016
Accepted (ET)
Jul 27, 2016 · 4:15 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 25, 2016 | A | 4,188 | $0.00 | A | 109,636 | D | |
| Common Stock, $0.01 par vlueF3 | Jul 25, 2016 | A | 12,500 | $0.00 | A | 122,136 | 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 | $50.99 | Jul 25, 2016 | A | 30,000 | A | — | Jul 25, 2026 | Common Stock | 30,000 | 140,000 | D |
Explanation of responses
- F1The reporting person was granted 4,188 shares of Common Stock, issued pursuant to the 2007 RPM International Inc. Restricted Stock Plan.
- F2The reporting person was granted 12,500 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan.
- F3Includes an aggregate of 28,469 shares of Common Stock issued pursuant to the 2007 RPM International Inc. Restricted Stock Plan, 37,000 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.
- F4The Stock Appreciation Rights vested in four equal installments, beginning on July 25, 2017.
- 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 2012 and 2016 and expire 10 years from the date of grant.