SEC Form 4 · accession 0001209191-18-043091
RPM INTERNATIONAL INC/DE/ · RPM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Janeen B. Kastner
Officer — VP Corp. Benefits/Risk Mgmt.
Period of report
Jul 16, 2018
Accepted (ET)
Jul 18, 2018 · 4:56 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 | 1,992 | $0.00 | A | 88,266 | D | |
| Common Stock, $0.01 par valueF3 | Jul 16, 2018 | D | 16,000 | $0.00 | D | 72,279 | D | |
| Common Stock, $0.01 par valueF4 | holding | — | — | — | 965 | 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 RightsF6,F5 | $60.01 | Jul 16, 2018 | A | 30,000 | A | — | Jul 16, 2028 | Common Stock | 30,000 | 150,000 | D |
Explanation of responses
- F1The reporting person was granted 1,992 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 of back to the Issuer.
- F3Includes an aggregate of 21,501 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 14,000 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan.
- F4Approximate number of shares held as of July 16, 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.
- F5The Stock Appreciation Rights vest in four equal installments, beginning on July 16, 2019.
- F6Stock 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 2014 and 2017 and expire 10 years from the date of grant.