RPM International (RPM) VP surrenders 511 shares to issuer for tax obligations
Rhea-AI Filing Summary
Andrew G. Polanco, VP – Operations at RPM International, transferred 511 shares of Common Stock back to the company at $105.08 per share to satisfy tax obligations triggered by the vesting of Performance Stock Units granted in 2023. After this tax-withholding disposition, he holds 12,901 Common shares, including 2,658 unvested restricted shares and 3,820 Performance Earned Restricted Stock shares, and also holds Stock Appreciation Rights covering 6,100 underlying shares that vest in four equal annual installments and expire 10 years after their July 15, 2026 grant. The transaction was not reported as being under a Rule 10b5-1 trading plan.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 511 shares
Net Sell
2 txns
Insider
Polanco Andrew G.
Role
VP - Operations
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tax Withholding | Common Stock, $0.01 par value F1, F2 | 511 | $105.08 | $54K |
| holding | Stock Appreciation Rights F3, F4 | -- | -- | -- |
Holdings After Transaction:
Common Stock, $0.01 par value — 12,901 shares (Direct);
Stock Appreciation Rights — 6,100 shares (Direct)
Footnotes (4)
- F1. On July 19, 2026, a portion of the Reporting Person's Performance Stock Units previously granted in 2023 pursuant to the Plan vested. In accordance with the Plan, the Reporting Person disposed of 511 shares of Common Stock back to the Issuer to satisfy tax obligations of the Reporting Person.
- F2. ncludes an aggregate of 2,658 unvested restricted shares of Common Stock and 3,820 shares of Common Stock, issued as Performance Earned Restricted Stock.
- F3. No transaction is being reported on this line. Reported on a previously filed Form 3.
- F4. Stock Appreciation Rights granted pursuant to the Plan 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 on July 15, 2026 and expire 10 years from the date of grant.
Key Figures
Shares disposed for taxes: 511 shares
Disposition price: $105.08 per share
Common shares after transaction: 12,901 shares
+5 more
8 metrics
Shares disposed for taxes
511 shares
Common Stock returned to issuer to satisfy tax obligations on July 19, 2026
Disposition price
$105.08 per share
Price per share for 511-share tax-withholding disposition
Common shares after transaction
12,901 shares
Total Common Stock holdings following the July 19, 2026 disposition
Unvested restricted shares
2,658 shares
Unvested restricted Common Stock included in post-transaction holdings
Performance Earned Restricted Stock
3,820 shares
Performance Earned Restricted Stock included in post-transaction holdings
Underlying shares in SARs
6,100 shares
Common Stock underlying Stock Appreciation Rights held directly
SAR vesting schedule
4 equal annual installments
Stock Appreciation Rights vesting pattern starting one year after July 15, 2026 grant
SAR term
10 years from grant
Expiration period of Stock Appreciation Rights granted July 15, 2026
Key Terms
Performance Stock Units, Stock Appreciation Rights, Performance Earned Restricted Stock, restricted shares, +1 more
5 terms
Performance Stock Units financial
"a portion of the Reporting Person's Performance Stock Units previously granted in 2023"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
Stock Appreciation Rights financial
"Stock Appreciation Rights granted pursuant to the Plan in exempt transactions"
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.
Performance Earned Restricted Stock financial
"3,820 shares of Common Stock, issued as Performance Earned Restricted Stock"
Rule 16b-3 regulatory
"granted pursuant to the Plan 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.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transaction did RPM (RPM) executive Andrew G. Polanco report?
Andrew G. Polanco reported a tax-withholding disposition of 511 RPM shares. The shares were returned to the issuer at $105.08 per share to cover tax obligations arising from the vesting of Performance Stock Units granted in 2023 under the company’s equity plan.