RPM International (NYSE: RPM) VP reports tax-related share disposition
Rhea-AI Filing Summary
RPM International executive Janeen B. Kastner reported a tax-withholding disposition of 1,137 shares of Common Stock on July 19, 2026, at $105.08 per share, returning them to the issuer to satisfy tax obligations upon vesting of Performance Stock Units. She now holds 135,127 common shares directly, 1,123 shares indirectly via the 401(k) Plan, and Stock Appreciation Rights over 211,500 underlying shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 1,137 shares
Net Sell
3 txns
Insider
Kastner Janeen B.
Role
VP Corp. Benefits/Risk Mgmt.
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tax Withholding | Common Stock, $0.01 par value F1, F2 | 1,137 | $105.08 | $119K |
| holding | Stock Appreciation Rights F4, F5 | -- | -- | -- |
| holding | Common Stock, $0.01 par value F3 | -- | -- | -- |
Holdings After Transaction:
Common Stock, $0.01 par value — 135,127 shares (Direct);
Stock Appreciation Rights — 211,500 shares (Direct);
Common Stock, $0.01 par value — 1,123 shares (Indirect, By 401(k) Plan)
Footnotes (5)
- 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 1,137 shares of Common Stock back to the Issuer to satisfy tax obligations of the Reporting Person.
- F2. Includes an aggregate of 7,168 unvested restricted shares of Common Stock and 4,040 shares of Common Stock, issued as Performance Earned Restricted Stock.
- F3. Approximate number of shares of Common Stock held as of July 19, 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.
- F4. No transaction being reported on this line. Reported on a previously filed Form 3, Form 4 or Form 5.
- F5. 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 between 2017 and 2026 and expire 10 years from the date of grant.
Key Figures
Shares disposed for taxes: 1,137 shares
Disposition price per share: $105.08 per share
Direct common shares after transaction: 135,127 shares
+4 more
7 metrics
Shares disposed for taxes
1,137 shares
Common Stock returned to issuer on July 19, 2026 to satisfy tax obligations
Disposition price per share
$105.08 per share
Value used for the 1,137-share tax-withholding disposition
Direct common shares after transaction
135,127 shares
Direct RPM Common Stock holdings following the July 19, 2026 disposition
Indirect 401(k) holdings
1,123 shares
Approximate RPM Common Stock held via the RPM 401(k) Trust as of July 19, 2026
Underlying shares for SARs
211,500 shares
Common shares underlying Stock Appreciation Rights held directly
Unvested restricted shares included
7,168 shares
Unvested restricted RPM Common Stock included in direct holdings total
Performance Earned Restricted Stock
4,040 shares
Performance Earned Restricted Stock included within direct common share holdings
Key Terms
Performance Stock Units, Stock Appreciation Rights, Rule 16b-3, Performance Earned Restricted Stock, +1 more
5 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.
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.
Rule 16b-3 regulatory
"Stock Appreciation Rights 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.
Performance Earned Restricted Stock financial
"and 4,040 shares of Common Stock, issued as Performance Earned Restricted Stock"
401(k) Trust and Plan financial
"held as of July 19, 2026 in the account ... by the RPM International Inc. 401(k) Trust and Plan"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transaction did RPM (RPM) executive Janeen B. Kastner report?
Janeen B. Kastner reported disposing of 1,137 shares of RPM Common Stock on July 19, 2026. The shares were returned to the issuer at $105.08 per share to cover tax obligations arising from the vesting of previously granted Performance Stock Units under the company’s plan.
What Stock Appreciation Rights position does Kastner report at RPM (RPM)?
Kastner reports Stock Appreciation Rights tied to 211,500 underlying RPM common shares. No new transaction occurred; these rights were previously granted under the plan, vest in four equal annual installments, and generally expire ten years from their grant dates, as described in the footnotes.
Are Kastner’s RPM (RPM) transactions reported under a Rule 10b5-1 trading plan?
The Form 4 does not indicate that Kastner’s transaction was made under a Rule 10b5-1 trading plan. Footnotes instead describe the 1,137-share disposition as a return of shares to RPM to meet tax obligations upon vesting of Performance Stock Units, not a pre-arranged market trade.