RPM International (NYSE: RPM) CFO transfers 1,137 shares for tax obligations
Rhea-AI Filing Summary
RPM International VP and CFO Gordon Russell L transferred 1,137 shares of Common Stock back to the company on July 19, 2026 at $105.08 per share to satisfy tax obligations from vested Performance Stock Units. After this tax-withholding disposition, he directly holds 80,281.7 shares, including 6,628 unvested restricted shares and 4,310 Performance Earned Restricted Stock, plus Stock Appreciation Rights linked to 219,800 underlying shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 1,137 shares
Net Sell
2 txns
Insider
Gordon Russell L
Role
VP and CFO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tax Withholding | Common Stock, $0.01 par value F1, F2 | 1,137 | $105.08 | $119K |
| holding | Stock Appreciation Rights F3, F4 | -- | -- | -- |
Holdings After Transaction:
Common Stock, $0.01 par value — 80,281.7 shares (Direct);
Stock Appreciation Rights — 219,800 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 1,137 shares of Common Stock back to the Issuer to satisfy tax obligations of the Reporting Person.
- F2. Includes an aggregate of 6,628 unvested restricted shares of Common Stock and 4,310 shares of Common Stock, issued as Performance Earned Restricted Stock.
- F3. No transaction being reported on this line. Reported on a previously filed Form 3, Form 4 or Form 5.
- 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 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
Direct holdings after transaction: 80,281.7 shares
+3 more
6 metrics
Shares disposed for taxes
1,137 shares
Common Stock delivered to issuer on July 19, 2026 to satisfy tax obligations
Disposition price per share
$105.08
Price per share for the 1,137-share tax-withholding transfer
Direct holdings after transaction
80,281.7 shares
Direct Common Stock held by Gordon Russell L following the disposition
Unvested restricted shares
6,628 shares
Unvested restricted Common Stock included in post-transaction holdings
Performance Earned Restricted Stock
4,310 shares
Shares of Common Stock issued as Performance Earned Restricted Stock
Underlying shares for Stock Appreciation Rights
219,800 shares
Common Stock underlying Stock Appreciation Rights held directly
Key Terms
Performance Stock Units, Performance Earned Restricted Stock, Stock Appreciation Rights, Rule 16b-3, +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.
Performance Earned Restricted Stock financial
"and 4,310 shares of Common Stock, issued as Performance Earned Restricted Stock"
Stock Appreciation Rights financial
"Stock Appreciation Rights granted pursuant to the Plan in exempt transactions under Rule 16b-3"
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
"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.
tax-withholding disposition financial
"disposed of 1,137 shares of Common Stock back to the Issuer to satisfy tax obligations"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transaction did RPM (RPM) CFO Gordon Russell L report?
RPM’s VP and CFO Gordon Russell L reported transferring 1,137 shares of Common Stock back to the company at $105.08 per share. The disposition was to satisfy personal tax obligations arising from the vesting of previously granted Performance Stock Units under the company’s equity plan.
What RPM (RPM) Stock Appreciation Rights does Gordon Russell L hold?
He holds Stock Appreciation Rights tied to 219,800 underlying shares of Common Stock. These rights were granted between 2017 and 2026 under the company’s plan, vest in four equal annual installments, and expire 10 years from each grant date.
Was the RPM (RPM) CFO’s reported transaction an open-market sale?
No. The filing describes a tax-withholding disposition, where 1,137 shares were delivered back to the issuer to pay tax obligations. It was not an open-market sale but a plan-governed transfer related to vesting Performance Stock Units.