The Sherwin-Williams Company filings document operating results, governance actions, and capital-structure matters for an Ohio paint and coatings issuer with common stock listed on the New York Stock Exchange under SHW. Recent Form 8-K reports furnish quarterly and annual financial results, including net sales, earnings measures, segment performance, guidance, and Valspar acquisition-related amortization.
Proxy and annual-meeting filings cover director elections, advisory executive-compensation votes, auditor ratification, shareholder voting results, and pay-versus-performance disclosures. Other 8-K filings record material definitive agreements, amendments to credit facilities, borrowing and letter-of-credit commitments, covenants, events of default, and related direct financial obligations.
The Sherwin-Williams Company is asking shareholders to vote at its April 22, 2026 virtual annual meeting on five key items, including electing nine directors, approving executive pay, ratifying Ernst & Young as auditor, and two competing proposals on shareholders’ ability to call special meetings.
The proxy highlights 2025 performance, with net sales reaching a record $23.57B, net operating cash of $3.45B, and approximately $2.45B returned to shareholders via dividends and buybacks. The annual dividend increased to $3.16 per share in 2025, and the Board raised the quarterly dividend to $0.80 in February 2026.
The Board emphasizes strong governance: 8 of 9 nominees are independent, all directors are elected annually, board committees are fully independent, and there are majority-vote standards, proxy access, stock ownership guidelines, anti-hedging rules, and a clawback policy. Executive pay is heavily performance-based, with about 90% of the CEO’s and 80% of other named officers’ 2025 direct compensation at risk.
The Sherwin-Williams Company is soliciting proxies for its virtual Annual Meeting of Shareholders to be held on April 22, 2026 with a record date of February 25, 2026. Shareholders may vote online, by phone, or by mail; proxy materials were made available beginning March 11, 2026.
The Board is asking shareholders to: elect nine directors; approve advisory compensation for named executive officers; ratify Ernst & Young LLP as independent auditor; and approve a management proposal to amend the threshold for calling a special meeting to 25% ownership. The Board recommends FOR the director elections, say-on-pay, auditor ratification, and the management special-meeting proposal, and AGAINST the competing shareholder proposal.
2025 highlights disclosed include $23.57B in net sales, $3.45B of net operating cash (14.6% of net sales), approximately $2.45B returned to shareholders via dividends and repurchases, an annual dividend of $3.16 per share, and a February 2026 quarterly dividend of $0.80 per share. The company reports about 64,000 employees and over 5,000 company-operated stores worldwide.
Sherwin-Williams Company senior vice president Bryan J. Young reported an open-market sale of Common Stock. On February 24, 2026, he sold 2,513 shares at an average price of $364.47 per share. After this sale, he directly held 10,045 shares and had 519 shares attributable to his participation in The Sherwin-Williams Company 401(k) Plan, based on the trustee’s February 13, 2026 statement.
The Sherwin-Williams Company presents its annual report detailing its global paint and coatings operations, risks and capital structure. The company reports an aggregate market value of non‑affiliate common stock of $85,532,942,889 as of June 30, 2025 and 247,774,767 shares outstanding at January 31, 2026.
Sherwin-Williams operates 4,853 Paint Stores Group locations in North America and the Caribbean, 307 Consumer Brands Group stores in Latin America and 317 Performance Coatings Group branches worldwide. Foreign subsidiaries generated about 19.6% of 2025 net sales, reflecting meaningful international exposure.
The company employed 64,249 people at December 31, 2025 and carried total debt of about $10.871 billion, up $982.9 million year over year. Management highlights the 2025 acquisition of Suvinil in Brazil, a leading architectural paints business with approximately $525 million in annual sales, and provides extensive discussion of macroeconomic, raw material, cybersecurity, legal and environmental risks, including ongoing lead-based paint litigation.
The Sherwin-Williams Company senior vice president Bryan J. Young reported equity compensation activity involving the company’s common stock. He acquired 3,900 shares through the vesting and payout of a performance-based restricted stock unit award granted on February 14, 2023 for the 2023–2025 performance period.
To cover tax withholding obligations from this vesting, 1,387 shares were mandatorily withheld by the company at a price of $368.59 per share, a tax-withholding disposition rather than an open-market sale. Following these transactions, Young directly owned 12,558 shares, and an additional 519 shares were attributable to his participation in The Sherwin-Williams Company 401(k) Plan.
Sherwin-Williams President, Consumer Brands Group Todd D. Rea reported equity award activity in company stock. He acquired 5,100 shares of Common Stock on a grant/award basis at a stated price of $0.0000 per share, reflecting the payout of a performance-based restricted stock unit (PRSU) award granted on February 14, 2023 and tied to performance conditions for the 2023–2025 period.
To cover related tax withholding obligations upon vesting of this PRSU award, 1,883 shares of Common Stock were disposed of at $368.5900 per share through a tax-withholding disposition, rather than an open-market sale. Following these transactions, he directly held 12,546 shares of Common Stock. Separately, 5,407.03 shares are attributable to his participation in The Sherwin-Williams Company 401(k) Plan.
The Sherwin-Williams Company President & CEO Heidi G. Petz reported equity compensation changes involving the company’s common stock. On February 17, 2026, she acquired 16,800 shares of common stock at $0.00 per share as a vested performance-based restricted stock unit (PRSU) award for the 2023–2025 performance period under the company’s equity and performance incentive plan. On the same date, 7,494 shares of common stock were disposed of at $368.5900 per share, representing shares mandatorily withheld by the company to cover tax withholding obligations triggered by the PRSU vesting. Following these transactions, she directly owned 26,468 shares of common stock and indirectly held 376.7800 shares through participation in The Sherwin-Williams Company 401(k) Plan.
Sherwin-Williams SVP Finance and CFO Benjamin E. Meisenzahl reported equity compensation activity in company common stock. He acquired 960 shares at $0.00 per share as a vested performance-based restricted stock unit award covering the 2023–2025 period. To cover taxes on this vesting, 296 shares were mandatorily withheld at $368.59 per share rather than sold on the open market. After these transactions, he directly holds 6,337.4 shares of common stock and has an additional 257.12 shares through The Sherwin-Williams Company 401(k) Plan per the trustee’s 2/13/2026 statement.
The Sherwin-Williams Company senior vice president James P. Lang reported equity compensation activity in company stock. On the reported date, he acquired 714 shares of common stock through the vesting and payout of a performance-based restricted stock unit award, at no cash price. In connection with this vesting, 230 shares were mandatorily withheld by the company at $368.59 per share to cover related tax obligations, a non–open-market disposition. Following these transactions, he directly holds 861 shares of common stock and has an additional 1,038.56 shares attributable to his participation in The Sherwin-Williams Company 401(k) Plan.