Rpm Inc SEC Filings

RPM INTERNATIONAL INC. (RPM) director Ellen M. Pawlikowski reported a grant of 1,400 shares of common stock under the 2024 Omnibus Equity and Incentive Plan with a transaction date of 10/01/2025. The filing shows 6,500 shares beneficially owned by the reporting person following the transaction. The grant was reported on a Form 4 filed by one reporting person and signed by counsel on 10/03/2025. The reported shares were issued at no cash price ($0 reported) as part of an equity award; no derivative transactions, dispositions, or additional material terms are disclosed in this Form 4.

Craig S. Morford, a director of RPM International Inc. (Ticker: RPM), reported a grant of 1,400 shares of common stock on 10/01/2025 pursuant to the RPM International Inc. 2024 Omnibus Equity and Incentive Plan. Following the grant, Mr. Morford beneficially owns 11,491 shares. The reported transaction is a non-derivative acquisition with a reported price of $0. The Form 4 was signed on behalf of Mr. Morford by his attorney-in-fact and filed with a signature date of 10/03/2025. The filing identifies Mr. Morford as a director and a single reporting person for this Form 4.

Christopher L. Mapes, a director of RPM International Inc. (RPM), was granted 1,400 shares of common stock on 10/01/2025 under the RPM 2024 Omnibus Equity and Incentive Plan. The grant was reported on a Form 4 filed by a single reporting person and executed on 10/03/2025 by Mapes's attorney-in-fact. Following the transaction, Mapes beneficially owned 1,400 shares. The filing notes the shares were issued at no cash price recorded on the Form 4. The disclosure reflects a routine equity award to an insider under the company’s incentive program and does not include exercises, disposals, or derivative transactions.

Jenniffer D. Deckard, a director of RPM INTERNATIONAL INC (RPM), was granted 1,400 shares of common stock under the RPM International Inc. 2024 Omnibus Equity and Incentive Plan. The transaction date is 10/01/2025 and the grant was reported on a Form 4 filed with a signature dated 10/03/2025 by an attorney-in-fact. Following the reported grant, Ms. Deckard beneficially owns 17,185 shares. The grant was reported with a $0 price (non-cash issuance under the plan) and the filing is by a single reporting person.

RPM International Inc. discloses several legal, tax and corporate items affecting its consolidated financial statements. The company recorded and paid a $4.5 million settlement in the first quarter of fiscal 2026 after increasing an accrual to that amount as of May 31, 2025, and previously paid $4.6 million following appellate activity. A separate District Court entered a $110.8 million judgment (compensatory and punitive damages) plus prejudgment interest related to another matter, and awarded approximately $2.3 million in attorneys' fees; RPM states it believes there are strong grounds for appeal and cannot predict the ultimate outcome or duration of that litigation.

RPM notes no provision was made for foreign withholding or income taxes on undistributed foreign earnings, and references the OECD minimum tax framework (15% on reported profits) while saying no current-year enactments are expected to have a material impact. The filing describes four reportable operating segments used by the Chief Operating Decision Maker for resource allocation and performance assessment, disclosure of certain share counts outstanding as of May 31, 2025 and August 31, 2025, and that some stock-based awards were excluded from diluted EPS as anti-dilutive.

RPM International Inc. presents its definitive proxy materials for the 2025 Annual Meeting, describing governance, compensation and performance outcomes for fiscal 2025. The company reports that its MAP 2025 initiatives delivered record results despite a challenging macroeconomic environment and lower M&A activity, supported by approximately 17,800 associates. RPM highlights a long dividend streak, having returned about $3.7 billion in cash dividends to stockholders over time. Fiscal 2025 pre-tax income for incentive-plan purposes was $899.6 million, producing an authorized cash incentive pool of about $13.49 million, from which named executive officers received $3.876 million (approximately 119% of salary or 110% of target). Performance share units (PSUs) measured over the performance period earned 0% and were forfeited.

State Street Corporation reports beneficial ownership of 6,539,364 shares of RPM International, representing 5.1% of the outstanding common stock. The filing shows no sole voting or dispositive power; State Street reports shared voting power of 5,711,268 shares and shared dispositive power of 6,539,364, indicating the position is managed collectively through its advisory subsidiaries. The filing identifies several State Street Global Advisors entities as investment adviser filers, which implies the holdings are held in advisory or fund accounts rather than for unilateral control. This is a material institutional stake but not a controlling position.