-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Q0ayqKHXLs6+M7m2gOMQb5mRr4AqXG2PjsNLPWFwYbF4LHw8MNIMu6YBjYTbeqZy X8cmBUv381AVzBmCTFSAaw== 0001209191-09-053644.txt : 20091119 0001209191-09-053644.hdr.sgml : 20091119 20091119162827 ACCESSION NUMBER: 0001209191-09-053644 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20091117 FILED AS OF DATE: 20091119 DATE AS OF CHANGE: 20091119 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KNOOP STEPHEN J CENTRAL INDEX KEY: 0001224031 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14187 FILM NUMBER: 091196148 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RPM INTERNATIONAL INC/DE/ CENTRAL INDEX KEY: 0000110621 STANDARD INDUSTRIAL CLASSIFICATION: PAINTS, VARNISHES, LACQUERS, ENAMELS & ALLIED PRODUCTS [2851] IRS NUMBER: 020642224 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 BUSINESS ADDRESS: STREET 1: 2628 PEARL RD STREET 2: P O BOX 777 CITY: MEDINA STATE: OH ZIP: 44258 BUSINESS PHONE: 3302735090 MAIL ADDRESS: STREET 1: 2628 PEARL RD STREET 2: P O BOX 777 CITY: MEDINA STATE: OH ZIP: 44258 FORMER COMPANY: FORMER CONFORMED NAME: RPM INTERNATIONAL INC/OH/ DATE OF NAME CHANGE: 20021015 FORMER COMPANY: FORMER CONFORMED NAME: RPM INC/OH/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: REPUBLIC POWDERED METALS INC DATE OF NAME CHANGE: 19711027 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2009-11-17 0 0000110621 RPM INTERNATIONAL INC/DE/ RPM 0001224031 KNOOP STEPHEN J 2628 PEARL ROAD P.O. BOX 777 MEDINA OH 44258 0 1 0 0 Sr. VP-Corporate Development Common Stock, $0.01 par value 2009-11-17 4 S 0 5000 20.2075 D 102866 D Common Stock, $0.01 par value 3237 I By 401(k) Plan Stock Option (Right to Buy) Common Stock 105000 105000 D Phantom Stock Common Stock 743 743 D Stock Appreciation Rights Common Stock 130000 130000 D Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $20.18 - $20.24. The reporting person hereby undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price. Includes an aggregate of 9,993 shares of Common Stock issued pursuant to the 1997 RPM International Inc. Restricted Stock Plan, as amended, 24,076 shares of Common Stock issued pursuant to the 2007 RPM International Inc. Restricted Stock Plan, 24,000 shares of Common Stock, issued as Performance Contingent Restricted Stock, pursuant to the RPM International Inc. 2004 Omnibus Equity and Incentive Plan, and 27,000 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the RPM International Inc. 2004 Omnibus Equity and Incentive Plan. Approximate number of shares held as of November 17, 2009 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. No transaction is being reported on this line. Reported on a previously filed Form 3, Form 4, or Form 5. Granted pursuant to the RPM International Inc. 1996 Key Employees Stock Option Plan, as amended, in an exempt transaction under Rule 16b-3. These options vest and become exercisable in 25% increments over four years commencing one year after the date of grant. These options were granted between 2002 and 2004 and expire 10 years from the date of grant. 1-for-1 Upon cessation of employment in accordance with the terms and conditions of the RPM International Inc. Deferred Compensation Plan, as amended. These phantom stock units represent the stock equivalent value of the restricted stock dividends held in the reporting person's account under the RPM International Inc. Deferred Compensation Plan, as amended, and dividends accrued thereon. Stock Appreciation Rights granted pursuant to the RPM International Inc. 2004 Omnibus Equity and Incentive Plan in an exempt transaction 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 2005 and 2009 and expire 10 years from the date of grant. /s/ Stephen J. Knoop, by Gregory J. Dziak, his attorney-in-fact pursuant to Power of Attorney dated May 15, 2007 on file with the Commission 2009-11-19 -----END PRIVACY-ENHANCED MESSAGE-----