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Sherwin-Williams (SHW) pushes $75M credit facility maturity from 2026 to 2030

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

The Sherwin-Williams Company entered into Amendment No. 1 to its Amended and Restated Credit Agreement with Citicorp USA, Inc. and a syndicate of lenders. The amendment’s primary purpose is to extend the maturity of $75,000,000 in borrowing and letter-of-credit commitments from June 20, 2026 to December 20, 2030.

The lenders and their affiliates have provided Sherwin-Williams and its subsidiaries with various banking and financial services in the past and may continue to do so for customary fees. The full text of Amendment No. 1 is filed as an exhibit and incorporated by reference.

Positive

  • None.

Negative

  • None.
Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
SHERWIN WILLIAMS CO false 0000089800 0000089800 2026-02-09 2026-02-09

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 9, 2026

THE SHERWIN-WILLIAMS COMPANY

(Exact name of registrant as specified in its charter)

 

Ohio   1-04851   34-0526850

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

1 Sherwin Way

Cleveland, Ohio

  44113

(Address of principal

executive offices)

  (Zip Code)

(216) 566-2000

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.33-1/3 per share   SHW   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 1.01.

Entry into a Material Definitive Agreement.

On February 9, 2026, The Sherwin-Williams Company (“Sherwin-Williams”) entered into that certain Amendment No. 1 to the Amended and Restated Credit Agreement (“Amendment No. 1”) with Citicorp USA, Inc. (“CUSA”), as administrative agent and issuing bank, and the lenders party thereto. Amendment No. 1 amends that certain Amended and Restated Credit Agreement, dated as of November 17, 2025 (the “Credit Agreement”), among Sherwin-Williams, CUSA, as administrative agent and issuing bank, and the lenders party thereto. The primary purpose of Amendment No. 1 is to extend the maturity of $75,000,000 of the commitments available for borrowing and issuing letters of credit under the Credit Agreement from June 20, 2026 to December 20, 2030.

Certain of the lenders, as well as certain of their respective affiliates, have performed and may in the future perform for Sherwin-Williams and its subsidiaries, various commercial banking, investment banking, lending, underwriting, trust services, financial advisory and other financial services, for which they have received and may in the future receive customary fees and expenses.

The foregoing description of Amendment No. 1 does not purport to be complete and is qualified in its entirety by reference to the full text of Amendment No. 1, a copy of which is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 2.03.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information described in Item 1.01 above relating to Amendment No. 1 is incorporated herein by reference into this Item 2.03.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

 Exhibit 
No.
  

Exhibit Description

 4.1    Amendment No. 1 to the Amended and Restated Credit Agreement, dated as of February 9, 2026, by and among The Sherwin-Williams Company, Citicorp USA, Inc., as administrative agent and issuing bank, and the lenders party thereto
 104    Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    THE SHERWIN-WILLIAMS COMPANY
February 9, 2026     By:  

 /s/ Stephen J. Perisutti

    Name:    Stephen J. Perisutti
    Title:  

 Senior Vice President - Deputy General Counsel

 and Assistant Secretary

FAQ

What change did Sherwin-Williams (SHW) make to its credit agreement?

Sherwin-Williams amended its existing credit agreement to extend the maturity of certain commitments. Amendment No. 1 moves $75,000,000 of borrowing and letter-of-credit commitments from a June 20, 2026 maturity to December 20, 2030, lengthening the available financing period.

How much of Sherwin-Williams’ credit commitments were extended in this amendment?

The amendment extends the maturity of $75,000,000 in available commitments. These commitments cover both borrowing capacity and letters of credit, shifting their scheduled maturity date from June 20, 2026 to December 20, 2030 under the existing credit agreement framework.

Who are the key financial parties in Sherwin-Williams’ amended credit agreement?

Citicorp USA, Inc. acts as administrative agent and issuing bank under the amended credit agreement. A group of lenders are also party to the arrangement, some of whose affiliates provide Sherwin-Williams and its subsidiaries with banking and financial services for customary fees and expenses.

When was Sherwin-Williams’ Amendment No. 1 to the credit agreement executed?

Amendment No. 1 was executed on February 9, 2026. On that date, Sherwin-Williams, Citicorp USA, Inc. as administrative agent and issuing bank, and the lenders party to the agreement formally entered into the amended terms extending the $75,000,000 commitment maturity.

What original agreement does Sherwin-Williams’ Amendment No. 1 modify?

The amendment modifies an Amended and Restated Credit Agreement dated November 17, 2025. That credit agreement involves Sherwin-Williams, Citicorp USA, Inc. as administrative agent and issuing bank, and a syndicate of lenders, with Amendment No. 1 specifically extending part of the commitments’ maturity.

Where can investors find the full text of Sherwin-Williams’ credit amendment?

The complete text of Amendment No. 1 is filed as Exhibit 4.1. It is incorporated by reference, allowing interested readers to review the detailed terms governing the $75,000,000 commitment maturity extension under the company’s Amended and Restated Credit Agreement.

Filing Exhibits & Attachments

4 documents