RPM (RPM) director reports tax-cover sale at $107.976 avg

Q: What reason was given for the share sale by the RPM director?

The sale was to cover tax obligations related to the recent vesting of restricted stock.

(Neutral)

(Negative)

Form Type

Rhea-AI Filing Summary

RPM International (RPM) director reported routine equity transactions on Form 4. On 11/11/2025, the reporting person sold shares to cover tax obligations related to the recent vesting of restricted stock at an average weighted price of $107.976, with trades occurring between $107.9401 and $108.02. Direct holdings were 8,002 shares immediately after this sale.

On 11/12/2025, the person reported a gift of 155 shares at $0, resulting in 7,847 shares directly owned after the gift.

Insider Trade Summary

Net Seller: 947 shares

Net Sell 2 txns

Insider Nance Frederick R.

Role Director

Sold 792 shs ($86K)

Type	Security	Shares	Price	Value
Gift	Common Stock, $0.01 par value	155	$0.00	$0.00
Sale	Common Stock, $0.01 par value	792	$107.976	$86K

Holdings After Transaction: Common Stock, $0.01 par value — 7,847 shares (Direct)

Footnotes (2)

F1. The reporting person sold 795 shares of Common Stock to cover tax obligations related to the recent vesting of restricted stock.
F2. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $107.9401 - 108.02. The reporting person hereby undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares purchased at each separate price.

FAQ

What did RPM (RPM) disclose on this Form 4?

A director reported a sale to cover taxes from restricted stock vesting on 11/11/2025 and a subsequent gift of 155 shares on 11/12/2025.

What was the sale price reported by the RPM director?

An average weighted price of $107.976, with individual trades ranging from $107.9401 to $108.02.

How many RPM shares did the reporting person own after the sale?

Direct ownership was 8,002 shares following the 11/11/2025 sale.

How many RPM shares did the reporting person own after the gift?

Direct ownership was 7,847 shares following the 11/12/2025 gift.

Was a 10b5-1 trading plan indicated for these RPM transactions?

The form includes a checkbox for Rule 10b5-1(c), but no indication is shown that it was selected in the provided excerpt.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 11/13/2025 - 04:27 PM

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Nance Frederick R.

(Last)

(First)

(Middle)

C/O RPM INTERNATIONAL INC.

2628 PEARL ROAD

(Street)

MEDINA

44256

(City)

(State)

(Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/11/2025

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $0.01 par value	11/11/2025		S		792⁽¹⁾	D	$107.976⁽²⁾	8,002	D
Common Stock, $0.01 par value	11/12/2025		G		155	D	$0	7,847	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The reporting person sold 795 shares of Common Stock to cover tax obligations related to the recent vesting of restricted stock.

2. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $107.9401 - 108.02. The reporting person hereby undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares purchased at each separate price.

	/s/ Frederick R. Nance, by Gregory J. Dziak, his attorney-in-fact pursuant to Power of Attorney dated July 30, 2025 on file with the Commission	11/13/2025
	** 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 4 (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.

Source: View Original Filing on SEC EDGAR