The Sherwin-Williams Company director Robert James Gamgort reported acquiring additional deferred stock units linked to the company’s common stock. On 01/09/2026, he received 97.66 deferred stock units in an exempt transaction under the 2005 Director Deferred Fee Plan, based on a weighted average share price of $345.6. Each deferred stock unit is economically equivalent to one share and is payable in stock, generally after his service as a director ends.
Following this transaction, Gamgort held 380.04 deferred stock units under the Deferred Fee Plan on an indirect basis and separately held 517 restricted stock units directly, each RSU representing the right to receive one share of common stock.
Sherwin-Williams director Kerrii B. Anderson reported a small equity award. On January 9, 2026, the director acquired 28.94 deferred stock units of Sherwin-Williams common stock in an exempt transaction under the company’s 2005 Director Deferred Fee Plan. These deferred stock units are economically equivalent to common shares and are credited at a weighted average share price of $345.60, becoming payable in stock, generally after the director leaves the board.
Following this transaction, Anderson indirectly holds 1,010.94 deferred stock units under the Deferred Fee Plan. The director also directly holds 5,261 securities, consisting of 1,150 restricted stock units and 4,111 shares of common stock, where each restricted stock unit represents the right to receive one share.
The Sherwin-Williams Company’s SVP - Finance and CFO, Benjamin E. Meisenzahl, reported his initial beneficial ownership of company securities as of 01/01/2026. He holds 5,673.4 shares of common stock directly and an additional 257.12 shares indirectly through The Sherwin-Williams Company 401(k) Plan based on the trustee’s 12/31/2025 statement.
He also reports multiple employee stock options, each giving the right to buy Sherwin-Williams common stock at fixed exercise prices, with expiration dates ranging from 10/17/2027 to 10/19/2035. These grants were issued under the company’s equity incentive plans and typically vest in three annual installments starting one year after the grant date, with more recent awards subject to vesting conditions.
Sherwin-Williams (SHW) senior vice president, finance & CFO reported several equity transactions on 12/01/2025. The filing shows exercises of employee stock options to buy 338 shares at $295.83 and 464 shares at $215.08, coded as option exercises (M). Related dispositions of 290 shares at $344.17 and 289 shares at $344.32 were reported with code F, indicating shares withheld or sold to cover taxes.
After these transactions, the executive directly owns 13,273–13,562 shares of common stock, which include 8,350 restricted stock units and varying common share amounts as explained in the footnotes. The filing also reports 1,175.56 shares in a 401(k) plan, 38,500 shares held by a trust, and 20,974 shares held by the spouse, all reported as indirect ownership. Remaining employee stock options total 15,662 and 14,336 options from grants made in October 2021 and October 2022, which vested in three annual installments.
The Sherwin-Williams Company entered into an Amended and Restated Credit Agreement with Citicorp USA, Inc. and a group of lenders to extend the maturity of $75,000,000 of existing credit commitments. The maturity of these borrowings and related letter of credit commitments is being pushed back from December 20, 2025 to December 20, 2030, helping maintain access to this portion of its revolving credit capacity for a longer period. The amended agreement keeps representations, warranties, covenants and events of default substantially the same as under the prior 2016 credit agreement.
The Sherwin-Williams Company amended its long-standing Credit Agreement to extend the maturity of $125,000,000 of available commitments for borrowings and letters of credit from December 20, 2025 to December 20, 2030.
The amendment (No. 21) was executed with Citicorp USA, Inc. as administrative agent and issuing bank, together with the lenders party thereto. The company notes that certain lenders and their affiliates have provided, and may continue to provide, banking and financial services for customary fees.
Sherwin-Williams announced a planned CFO transition. Allen J. Mistysyn, Senior Vice President – Finance and Chief Financial Officer, will retire effective at the close of business on December 31, 2025, and will move into a short-term non-officer role. The Board elected Benjamin E. Meisenzahl, 44, as SVP – Finance and CFO and principal financial officer effective January 1, 2026.
Meisenzahl will receive an annual base salary of $800,000, with a 2026 cash incentive target of 100% of salary and a maximum of 200%. He will enter the company’s standard change in control severance agreement, providing 2.5x base salary and annual bonus, 18 months of continued health care benefits, and outplacement services up to 10% of base salary upon qualifying events following a change in control.
The Sherwin-Williams Company reported Q3 results with net sales of $6,358.2 million, up modestly year over year. Net income was $833.1 million and diluted EPS was $3.35. Gross margin was 49.2% and SG&A was 30.7% of sales, both essentially flat versus last year.
Year to date, operating cash flow reached $2,359.1 million, while capital expenditures were $567.2 million. The company repurchased $668.2 million of shares in Q3 (2,000,000 shares at an average price of $334.10) and paid a quarterly dividend of $0.79 per share. Shares outstanding were 247,893,513 as of September 30, 2025.
Balance sheet highlights include total assets of $26,206.4 million and total debt of $11,515.5 million. In July, the company issued $1.5 billion of senior notes and repaid 2025 maturities and commercial paper. As a subsequent event, Sherwin-Williams completed the Suvinil acquisition in Brazil for $1.150 billion, funded through a delayed draw term loan.
The Sherwin-Williams Company (SHW) furnished a press release announcing its financial results for the third quarter ended September 30, 2025. The release is included as Exhibit 99.1 to the report and is incorporated by reference.
The information under Item 2.02, including Exhibit 99.1, is being furnished and is not deemed “filed” for purposes of Section 18 of the Exchange Act. The company’s common stock trades on the NYSE under the symbol SHW.
Sherwin-Williams (SHW) reported an insider equity grant for a senior executive. The company granted 10,860 employee stock options to its President, Global Industrial on October 20, 2025, at an exercise price of $331.37 per share. These options vest in three substantially equal annual installments beginning October 20, 2026, and expire on October 19, 2035. Following the transaction, the executive beneficially owned 10,860 derivative securities directly.