RPM International (NYSE: RPM) VP returns 670 shares to issuer for taxes

Rhea-AI Filing Summary

RPM International executive Matthew T. Ratajczak, VP-Global Tax and Treasurer, reported a tax-withholding disposition of 670 shares of Common Stock on July 19, 2026. The shares, valued at $105.08 per share, were returned to the issuer to satisfy tax obligations from vested Performance Stock Units granted in 2020. After this transaction, he directly held 23,456 shares, including 2,276 unvested restricted shares and 5,300 Performance Earned Restricted Stock.

Insider Trade Summary

Net Seller: 670 shares

Net Sell 1 txn

Insider Ratajczak Matthew T

Role VP-Global Tax and Treasurer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock, $0.01 par value F1, F2	670	$105.08	$70K

Holdings After Transaction: Common Stock, $0.01 par value — 23,456 shares (Direct)

Footnotes (2)

1. F1. On July 19, 2026, a portion of the Reporting Person's Performance Stock Units previously granted in 2020 pursuant to the Plan vested. In accordance with the Plan, the Reporting Person disposed of 670 shares of Common Stock back to the Issuer to satisfy tax obligations of the Reporting Person.
2. F2. Includes an aggregate of 2,276 unvested restricted shares of Common Stock and 5,300 shares of Common Stock, issued as Performance Earned Restricted Stock.

Key Figures

Shares disposed for tax withholding: 670 shares Per-share value of withheld shares: $105.08 per share Shares held after transaction: 23,456 shares +2 more

5 metrics

Shares disposed for tax withholding 670 shares Common Stock returned to issuer on July 19, 2026 to satisfy tax obligations

Per-share value of withheld shares $105.08 per share Value assigned to 670 Common Stock shares used for tax withholding

Shares held after transaction 23,456 shares Direct Common Stock holdings reported following the July 19, 2026 disposition

Unvested restricted shares included 2,276 shares Unvested restricted shares of Common Stock included in post-transaction total

Performance Earned Restricted Stock included 5,300 shares Shares of Common Stock issued as Performance Earned Restricted Stock included in holdings

Key Terms

Performance Stock Units, restricted shares of Common Stock, Performance Earned Restricted Stock, tax obligations

4 terms

Performance Stock Units financial

"a portion of the Reporting Person's Performance Stock Units previously granted"

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.

restricted shares of Common Stock financial

"Includes an aggregate of 2,276 unvested restricted shares of Common Stock"

Restricted shares of common stock are company shares that cannot be sold or transferred until specific conditions are met, such as a set time period, performance targets, or regulatory approvals; they are often granted to founders, employees or early investors. They matter to investors because when the restrictions lift those shares can enter the market and increase the supply, potentially diluting existing holders and changing the stock’s price, similar to a locked faucet being opened and more water joining the flow.

Performance Earned Restricted Stock financial

"and 5,300 shares of Common Stock, issued as Performance Earned Restricted Stock"

tax obligations financial

"back to the Issuer to satisfy tax obligations of the Reporting Person"

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/21/2026 - 04:41 PM Accepted by SEC EDGAR 07/21/2026 - 04:41 PM Learn about SEC filing dates

FAQ

What insider transaction did RPM (RPM) report for Matthew T. Ratajczak?

RPM reported that VP-Global Tax and Treasurer Matthew T. Ratajczak disposed of 670 shares of Common Stock on July 19, 2026. The shares were returned to the issuer to cover tax obligations arising from vested Performance Stock Units granted in 2020 under the company plan.

How many RPM (RPM) shares does Matthew T. Ratajczak hold after the July 19, 2026 transaction?

After the July 19, 2026 tax-withholding transaction, Matthew T. Ratajczak directly held 23,456 RPM shares. This total includes 2,276 unvested restricted shares of Common Stock and 5,300 shares issued as Performance Earned Restricted Stock, as disclosed in the filing footnotes.

Was the RPM (RPM) insider transaction reported by Matthew T. Ratajczak under a Rule 10b5-1 plan?

The transaction was not indicated as being made under a Rule 10b5-1 trading plan. The filing’s specific 10b5-1 checkbox was not marked, and the explanatory footnotes describe the event solely as a tax-withholding disposition tied to PSU vesting.

What triggered the tax-withholding share disposition for RPM (RPM) insider Matthew T. Ratajczak?

The disposition was triggered when a portion of his Performance Stock Units, granted in 2020 under the company plan, vested on July 19, 2026. To satisfy related tax obligations, he returned 670 shares of Common Stock to RPM in accordance with the plan’s terms.

At what price were the RPM (RPM) shares used to satisfy Matthew T. Ratajczak’s tax obligations?

The 670 RPM shares used to satisfy Matthew T. Ratajczak’s tax obligations were valued at $105.08 per share. This per-share value is disclosed in the transaction details for the Common Stock returned to the issuer on July 19, 2026.

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^*

Ratajczak Matthew T

(Last) (First) (Middle)

2628 PEARL ROAD

(Street)

MEDINA OHIO 44256

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP-Global Tax and Treasurer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/19/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.01 par value	07/19/2026		F(1)		670	D	$105.08	23,456(2)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On July 19, 2026, a portion of the Reporting Person's Performance Stock Units previously granted in 2020 pursuant to the Plan vested. In accordance with the Plan, the Reporting Person disposed of 670 shares of Common Stock back to the Issuer to satisfy tax obligations of the Reporting Person.

2. Includes an aggregate of 2,276 unvested restricted shares of Common Stock and 5,300 shares of Common Stock, issued as Performance Earned Restricted Stock.

	/s/ Matthew T. Ratajczak, by Gregory J. Dziak, his attorney-in-fact pursuant to Power of Attorney dated April 4, 2012 on file with the Commission	07/21/2026
	** 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.
* Form 4: SEC 1474 (03-26)