Frank C. Sullivan - May 31, 2022 Form 4 Insider Report for RPM INTERNATIONAL INC/DE/ (RPM)

Role
Chairman and CEO, Director
Signature
/s/ Frank C. Sullivan, by Gregory J. Dziak, his attorney-in-fact pursuant to Power of Attorney dated September 26, 2013 on file with the Commission
Stock symbol
RPM
Transactions as of
May 31, 2022
Transactions value $
-$89,774
Form type
4
Date filed
6/2/2022, 05:58 PM
Previous filing
May 9, 2022
Next filing
Jul 20, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RPM Common Stock, $0.01 par value Tax liability -$89.8K -1.02K -0.1% $88.10 1.06M May 31, 2022 Direct F1, F2
holding RPM Common Stock, $0.01 par value 15K May 31, 2022 By LLC
holding RPM Common Stock, $0.01 par value 9.6K May 31, 2022 By Thomas C. Sullivan Irrevocable Trust FBO Frank C. Sullivan 10/26/12
holding RPM Common Stock, $0.01 par value 3K May 31, 2022 As custodian for son
holding RPM Common Stock, $0.01 par value 4.88K May 31, 2022 By 401(k) Plan F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding RPM Stock Appreciation Rights 1.41M May 31, 2022 Common Stock 1.41M Direct F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On May 31, 2022, 3,469 shares of Common Stock issued to the reporting person pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan (the "Plan") vested. In accordance with the terms of the Plan, the reporting person disposed of 1,019 shares back to the issuer to satisfy tax obligations of the reporting person.
F2 Includes an aggregate of 4,932 shares of Common Stock issued pursuant to the Plan, 28,467 vested restricted shares of Common Stock held in escrow in the 1997 RPM International Inc. Restricted Stock Plan, 99,955 vested restricted shares of Common Stock held in escrow until the reporting person's retirement, and 59,150 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the Plan.
F3 Approximate number of shares held as of May 31, 2022 in the account of the reporting person by Wachovia Bank, N.A., as Trustee of the RPM International Inc. 401(k) Trust and Plan, as amended.
F4 No transaction is being reported on this line. Reported on a previously filed Form 3, Form 4, or Form 5.
F5 Stock Appreciation Rights granted pursuant to the RPM International Inc. 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 2015 and 2021 and expire 10 years from the date of grant.