RPM International (NYSE: RPM) CEO receives stock and 129,500 SAR grant
Rhea-AI Filing Summary
Frank C. Sullivan, Chairman and CEO of RPM International, received new equity awards on July 15, 2026. He was granted 7,160 shares of Common Stock as Performance Earned Restricted Stock under the 2024 Omnibus Equity and Incentive Plan, bringing his direct holdings to 1,017,090 shares, including 34,370 restricted shares. He also received 129,500 Stock Appreciation Rights with a $103.04 exercise price, expiring July 15, 2036, which vest in four equal annual installments beginning July 15, 2027, increasing his outstanding Stock Appreciation Rights to 1,231,300. In addition, he reports indirect holdings of approximately 5,247 shares in an RPM 401(k) plan and 15,600 shares held through an irrevocable trust.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
SULLIVAN FRANK C
Role
Chairman and CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Stock Appreciation Rights | 129,500 | $0.00 | -- |
| Grant/Award | Common Stock, $0.01 par value | 7,160 | $0.00 | -- |
| holding | Common Stock, $0.01 par value | -- | -- | -- |
| holding | Common Stock, $0.01 par value | -- | -- | -- |
Holdings After Transaction:
Stock Appreciation Rights — 1,231,300 shares (Direct);
Common Stock, $0.01 par value — 1,017,090 shares (Direct);
Common Stock, $0.01 par value — 15,600 shares (Indirect, By Thomas C. Sullivan Irrevocable Trust FBO Frank C. Sullivan 10/26/12)
Footnotes (1)
- The Reporting Person was granted 7,160 shares of Common Stock, issued as Peformance Earned Restricted Stock, pursuant to the RPM International Inc. 2024 Omnibus Equity and Incentive Plan (the "Plan"). Includes 34,370 shares of Common Stock, issued as Performance Earned Restricted Stock. Approximate number of shares of Common Stock held as of July 15, 2026 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. The Stock Appreciation Rights vest in four equal installments, beginning on July 15, 2027. Stock Appreciation Rights granted 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 2019 and 2026 and expire 10 years from the date of grant.
Key Figures
Performance stock grant: 7,160 shares
Direct common stock holdings: 1,017,090 shares
Stock Appreciation Rights granted: 129,500 SARs
+4 more
7 metrics
Performance stock grant
7,160 shares
Common Stock issued as Performance Earned Restricted Stock granted on July 15, 2026 under the 2024 Omnibus Equity and Incentive Plan
Direct common stock holdings
1,017,090 shares
Shares of Common Stock held directly by Frank C. Sullivan after the July 15, 2026 grant, including 34,370 restricted shares
Stock Appreciation Rights granted
129,500 SARs
Stock Appreciation Rights granted on July 15, 2026 with underlying 129,500 shares of Common Stock
SAR exercise price
$103.04 per share
Conversion or exercise price of the 129,500 Stock Appreciation Rights granted on July 15, 2026
Total SAR holdings
1,231,300 SARs
Total Stock Appreciation Rights held by Frank C. Sullivan following the July 15, 2026 grant
Indirect 401(k) holdings
5,247 shares
Approximate Common Stock held as of July 15, 2026 in RPM’s 401(k) Trust and Plan account for Frank C. Sullivan
Indirect trust holdings
15,600 shares
Common Stock held indirectly via the Thomas C. Sullivan Irrevocable Trust FBO Frank C. Sullivan 10/26/12
Key Terms
Performance Earned Restricted Stock, Stock Appreciation Rights, RPM International Inc. 2024 Omnibus Equity and Incentive Plan, Rule 16b-3, +1 more
5 terms
Performance Earned Restricted Stock financial
"Includes 34,370 shares of Common Stock, issued as Performance Earned Restricted Stock."
Stock Appreciation Rights financial
"The Stock Appreciation Rights vest in four equal installments, beginning on July 15, 2027."
Stock appreciation rights (SARs) are a form of employee compensation that give the holder the right to receive the increase in a company's stock price over a set baseline, paid in cash or shares, without having to buy the stock. For investors, SARs matter because they can create future cash outflows or share dilution and signal how a company rewards and motivates executives — similar to giving a bonus tied directly to how well the company’s stock performs.
RPM International Inc. 2024 Omnibus Equity and Incentive Plan financial
"granted 7,160 shares of Common Stock ... pursuant to the RPM International Inc. 2024 Omnibus Equity and Incentive Plan."
Rule 16b-3 regulatory
"Stock Appreciation Rights granted in exempt transactions under Rule 16b-3."
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
401(k) Trust and Plan financial
"held as of July 15, 2026 in the account ... of the RPM International Inc. 401(k) Trust and Plan."
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What stock grant did RPM (RPM) CEO Frank C. Sullivan receive on July 15, 2026?
Frank C. Sullivan received a grant of 7,160 shares of RPM Common Stock, issued as Performance Earned Restricted Stock under the RPM International Inc. 2024 Omnibus Equity and Incentive Plan, at a stated price of $0.00 per share as an equity award.
What are the key terms of the Stock Appreciation Rights granted to RPM (RPM) CEO Frank C. Sullivan?
Sullivan was granted 129,500 Stock Appreciation Rights with an exercise price of $103.04 per share, expiring on July 15, 2036. These Stock Appreciation Rights vest in four equal annual installments beginning on July 15, 2027, and leave him with 1,231,300 SARs outstanding.
Are the equity awards to RPM (RPM) CEO Frank C. Sullivan part of a compensation plan?
Yes. The 7,160-share stock grant is issued as Performance Earned Restricted Stock under the RPM International Inc. 2024 Omnibus Equity and Incentive Plan, and the Stock Appreciation Rights are described as granted in exempt transactions under Rule 16b-3 as part of his equity compensation.
How do the new Stock Appreciation Rights affect Frank C. Sullivan’s total RPM (RPM) SAR holdings?
Following the grant of 129,500 Stock Appreciation Rights, Frank C. Sullivan’s total outstanding RPM Stock Appreciation Rights position increases to 1,231,300. These rights were granted between 2019 and 2026 and, according to the disclosure, each grant generally expires 10 years from its grant date.