Janeen B. Kastner - Jul 21, 2021 Form 4 Insider Report for RPM INTERNATIONAL INC/DE/ (RPM)

Role: VP Corp. Benefits/Risk Mgmt.
Signature: /s/ Janeen B. Kastner, by Gregory J. Dziak, her attorney-in-fact pursuant to Power of Attorney dated October 9, 2014 on filed with the Commission
Stock symbol: RPM
Transactions as of: Jul 21, 2021
Transactions value $: -$127,179
Form type: 4
Date filed: 7/23/2021, 05:39 PM
Next filing: Nov 30, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RPM	Common Stock, $0.01 par value	Award	$0	+1.78K	+1.94%	$0.00	93.5K	Jul 21, 2021	Direct	F1
transaction	RPM	Common Stock, $0.01 par value	Award	$0	+5.4K	+5.78%	$0.00	98.9K	Jul 21, 2021	Direct	F2
transaction	RPM	Common Stock, $0.01 par value	Award	$0	+5.25K	+5.31%	$0.00	104K	Jul 21, 2021	Direct	F3
transaction	RPM	Common Stock, $0.01 par value	Tax liability	-$127K	-1.46K	-1.4%	$86.93	103K	Jul 21, 2021	Direct	F3, F4
holding	RPM	Common Stock, $0.01 par value						1.03K	Jul 21, 2021	By 401(k) Plan	F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	RPM	Stock Appreciation Rights	Award	$0	+20K	+12.5%	$0.00	180K	Jul 21, 2021	Common Stock	20K	$86.93	Direct	F6, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The reporting person was granted 1,776 shares of Common Stock, issued pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan.
F2	The reporting person was granted 5,400 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan.
F3	On July 21, 2021, a portion of the reporting person's Performance Stock Units previously granted on October 3, 2018 pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan (the "Plan") vested. In accordance with the Plan, the reporting person disposed of 1,463 shares of Common Stock back to the Issuer to satisfy tax obligations of the reporting person.
F4	Includes an aggregate of 27,785 shares of Common Stock issued pursuant to the 2007 RPM International Inc. Restricted Stock Plan and the RPM International Inc. 2014 Omnibus Equity and Incentive Plan, and 14,900 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan.
F5	Approximate number of shares held as of July 21, 2021 in the account of reporting person by Wachovia Bank, N.A., as Trustee of the RPM International Inc. 401(k) Trust and Plan, as amended.
F6	The Stock Appreciation Rights vest in four equal installments, beginning on July 22, 2021.
F7	Stock Appreciation Rights granted pursuant to the RPM International Inc. 2004 and 2014 Omnibus Equity and Incentive Plans 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 2015 and 2021 and expire 10 years from the date of grant.