SEC Form 4 · accession 0001209191-18-035160
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
May 31, 2018
Accepted (ET)
Jun 4, 2018 · 4:45 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 | May 31, 2018 | F | 2,547 | $49.50 | D | 320,158 | D | |
| Common Stock, $0.01 par valueF3 | holding | — | — | — | 4,889 | 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 | 550,000 | 550,000 | D |
Explanation of responses
- F1On May 31, 2018, 9,145 shares of Common Stock issued to the reporting person pursuant to the 2007 RPM International Inc. Restricted Stock Plan (the "Plan") vested. In accordance with the Plan, the reporting person disposed of 2,547 shares of Common Stock back to the issuer to satisfy tax obligations of the reporting person.
- F2Includes an aggregate of 22,841 shares of Common Stock issued pursuant to the 2007 RPM International Inc. Restricted Stock Plan, 8,066 vested restricted shares of Common Stock held in escrow in the 1997 RPM International Inc. Restricted Stock Plan and 48,863 vested restricted shares of Common Stock held in escrow in the 2007 RPM International Inc. Restricted Stock Plan until the reporting persons' retirement, 56,000 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the RPM International Inc. 2014 Omnibus Equity Incentive Plan, 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 May 31, 2018 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 2012 and 2017 and expire 10 years from the date of grant.