SEC Form 4 · accession 0001209191-18-043085

· RPM

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — VP and CFO

Period of report

Jul 16, 2018

Accepted (ET)

Jul 18, 2018 · 4:54 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 16, 2018	A	4,396	$0.00	A	120,898	D
Common Stock, $0.01 par value^F3	Jul 16, 2018	D	16,000	$0.00	D	104,957	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Appreciation Rights^F5,F4	$0.00	Jul 16, 2018	A	30,000	A	—	Jul 16, 2028	Common Stock	30,000	200,000	D

F1The reporting person was granted 4,396 shares of Common Stock, issued pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan.
F2On July 16, 2018, 16,000 shares of Common Stock, issued as Performance Contingent Restricted Stock, were cancelled by the Compensation Committee of the Issuer and disposed back to the Issuer.
F3Includes an aggregate of 37,204 shares of Common Stock issued pursuant to the 2007 RPM International Inc. Restricted Stock Plan and the RPM International Inc. 2014 Omnibus Equity and Incentive Plan, and 23,500 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan.
F4The Stock Appreciation Rights vest in four equal installments, beginning on July 16, 2019.
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 2018 and expire 10 years from the date of grant.