[Form 3] RPM INTERNATIONAL INC/DE/ Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

RPM International (RPM) Executive Vice President filed an initial statement of beneficial ownership as of 10/02/2025. The filing reports 29,422 shares of Common Stock held directly and 575 shares held indirectly through the company 401(k) plan.

Derivative holdings include multiple grants of Stock Appreciation Rights covering Common Stock, with exercise prices and expirations such as $78.49 expiring 07/22/2030 (20,000 shares) and $110.59 expiring 07/16/2035 (68,500 shares). Several awards are fully vested, while others vest in four equal installments beginning on the specified July dates.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Dennsteadt David C.

(Last) (First) (Middle)

2628 PEARL ROAD

(Street)

MEDINA OH 44256

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
10/02/2025

3. Issuer Name and Ticker or Trading Symbol
RPM INTERNATIONAL INC/DE/ [ RPM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.01 par value	29,422(1)	D
Common Stock, $0.01 par value	575(2)	I	By 401(k) Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Appreciation Rights	(3)	07/22/2030	Common Stock	20,000	$78.49	D
Stock Appreciation Rights	(4)	07/21/2031	Common Stock	20,000	$86.93	D
Stock Appreciation Rights	(5)	07/18/2032	Common Stock	20,000	$81.01	D
Stock Appreciation Rights	(6)	07/19/2033	Common Stock	23,100	$93.51	D
Stock Appreciation Rights	(7)	07/18/2034	Common Stock	15,700	$114.26	D
Stock Appreciation Rights	(8)	07/16/2035	Common Stock	68,500	$110.59	D

Explanation of Responses:

1. Includes an aggregate of 15,508 unvested restricted shares of Common Stock, 9,600 shares of Common Stock, issued as Performance Earned Restricted Stock, 68 phantom shares held in the company's deferred compensation plan and 4,246 shares of Common Stock which the Reporting Person holds directly.

2. Approximate number of shares of Common Stock held as of October 2, 2025 in the account of the Reporting Person by Fidelity Trust Management Company, as Trustee of the RPM International Inc. 401(k) Trust and Plan, as amended.

3. These Stock Appreciation Rights are fully vested.

4. These Stock Appreciation Rights are fully vested.

5. These Stock Appreciation Rights vest in four equal installments, beginning on July 18, 2023.

6. These Stock Appreciation Rights vest in four equal installments, beginning on July 19, 2024.

7. These Stock Appreciation Rights vest in four equal installments, beginning on July 18, 2025.

8. These Stock Appreciation Rights vest in four equal installments, beginning on July 16, 2026.

	Gregory J. Dziak, as attonrey-in-fact for David C. Dennsteadt under Power of Attorney	10/14/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did RPM (RPM) disclose in this Form 3?

An Executive Vice President reported initial beneficial ownership: 29,422 Common shares held directly and 575 shares held indirectly via the 401(k) plan as of 10/02/2025.

What derivative awards did the RPM officer report?

Multiple Stock Appreciation Rights, including 20,000 at $78.49 expiring 07/22/2030 and 68,500 at $110.59 expiring 07/16/2035.

Are any SARs fully vested for the RPM officer?

Yes. The filing notes certain grants are fully vested, while others vest in four equal installments beginning on specified July dates.

What is the reporting person’s role at RPM (RPM)?

The reporting person is an Executive Vice President and an Officer of RPM International.

How are the indirectly held RPM shares owned?

Held through the RPM International Inc. 401(k) Trust and Plan by Fidelity Trust Management Company as Trustee, approximately 575 shares as of 10/02/2025.

When do unvested SARs begin to vest?

Unvested SARs begin vesting in four equal installments starting on 07/18/2023, 07/19/2024, 07/18/2025, and 07/16/2026, depending on the grant.