0001209191-11-028583.txt : 20110516 0001209191-11-028583.hdr.sgml : 20110516 20110516161426 ACCESSION NUMBER: 0001209191-11-028583 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110512 FILED AS OF DATE: 20110516 DATE AS OF CHANGE: 20110516 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SULLIVAN FRANK C CENTRAL INDEX KEY: 0001224025 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14187 FILM NUMBER: 11847015 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 2011-05-12 0 0000110621 RPM INTERNATIONAL INC/DE/ RPM 0001224025 SULLIVAN FRANK C 2628 PEARL ROAD P.O. BOX 777 MEDINA OH 44258 1 1 0 0 Chairman and CEO Common Stock, $0.01 par value 2011-05-12 4 M 0 85054 14.08 A 835817 D Common Stock, $0.01 par value 2011-05-12 4 S 0 160054 22.8682 D 675763 D Common Stock, $0.01 par value 6624 I By Thomas C. and Sandra S. Sullivan Irrevocable Grandchildren's Trust dated May 8, 2006 Common Stock, $0.01 par value 3000 I As custodian for son Common Stock, $0.01 par value 3000 I As custodian for son Common Stock, $0.01 par value 3000 I As custodian for son Common Stock, $0.01 par value 900 I As custodian for son Common Stock, $0.01 par value 3854 I By 401(k) Plan Stock Option (Right to Buy) 14.08 2011-05-12 4 M 0 85054 0.00 D 2012-10-11 Common Stock 85054 239946 D Stock Appreciation Rights Common Stock 1150000 1150000 D Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $22.70 - 23.065. 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 53,661 shares of Common Stock issued pursuant to the 1997 RPM International Inc. Restricted Stock Plan, as amended, 108,695 shares of Common Stock issued pursuant to the 2007 RPM International Inc. Restricted Stock Plan, 160,000 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the RPM International Inc. 2004 Omnibus Equity and Incentive Plan, and 75,000 shares of Common Stock issued as Performance Contingent Restricted Stock, pursuant to the RPM International Inc. 2004 Omnibus Equity and Incentive Plan. Approximate number of shares held as of May 12, 2011 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. The option vested in four equal installments on October 11, 2003, 2004, 2005 and 2006. 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. No transaction is being reported on this line. Reported on a previously filed Form 3, Form 4, or Form 5. 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 installments commencing one year after the date of grant. These Stock Appreciation Rights were granted between 2005 and 2010 and expire 10 years from the date of grant. /s/ Frank C. Sullivan, by Gregory J. Dziak, his attorney-in-fact pursuant to Power of Attorney dated May 14, 2007 on file with the Commission 2011-05-16