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SHAREHOLDERS’ EQUITY
12 Months Ended
Dec. 31, 2025
Equity [Abstract]  
SHAREHOLDERS' EQUITY SHAREHOLDERS’ EQUITY
Capital Stock
At December 31, 2025, there were 900,000,000 shares of common stock and 30,000,000 shares of serial preferred stock authorized for issuance. Of the authorized serial preferred stock, 3,000,000 shares are designated as cumulative redeemable serial preferred stock. There we no shares of serial preferred stock issued during 2025, 2024 or 2023.
Effective April 16, 2025, the Company’s shareholders approved The Sherwin-Williams Company 2025 Equity and Incentive Compensation Plan (2025 Plan). The 2025 Plan replaces The Sherwin-Williams Company 2006 Equity and Performance Incentive Plan (2006 Plan) (Amended and Restated as of October 13, 2023), The Sherwin-Williams Company 2006 Stock Plan for Nonemployee Directors and The Sherwin-Williams Company 2007 Executive Annual Performance Bonus Plan (Amended and Restated as of October 13, 2023). The number of shares of common stock authorized for issuance under the 2025 Plan is 21,969,555.
An aggregate of 28,832,770, 13,603,814 and 15,830,386 shares of common stock at December 31, 2025, 2024 and 2023, respectively, were reserved for the exercise and future grants of option rights and future grants of restricted stock and restricted stock units collectively under the 2025 Plan and 2006 Plan. See Note 14 for further information related to stock-based compensation.
Shares outstanding shown in the following table included 1,426,883 shares of common stock held in a revocable trust at December 31, 2025, 2024 and 2023. The revocable trust is used to accumulate assets for the purpose of funding the ultimate obligation of certain non-qualified benefit plans. Transactions between the Company and the trust are accounted for in accordance with the Deferred Compensation – Rabbi Trusts Subtopic of the Compensation Topic of the ASC, which requires the assets held by the trust be consolidated with the Company’s accounts.
Shares
in Treasury
Shares
Outstanding
Balance at January 1, 202314,717,347 258,875,999 
Shares issued for exercise of option rights— 1,081,815 
Shares tendered as payment for option rights exercised10,467 (10,467)
Shares issued for vesting of restricted stock units— 302,713 
Shares tendered in connection with vesting of restricted stock units106,770 (106,770)
Treasury stock purchased5,600,000 (5,600,000)
Balance at December 31, 202320,434,584 254,543,290 
Shares issued for exercise of option rights— 1,879,285 
Shares tendered as payment for option rights exercised11,884 (11,884)
Shares issued for vesting of restricted stock units— 122,276 
Shares tendered in connection with vesting of restricted stock units41,867 (41,867)
Treasury stock purchased5,200,000 (5,200,000)
Balance at December 31, 202425,688,335 251,291,100 
Shares issued for exercise of option rights 1,103,257 
Shares tendered as payment for option rights exercised7,885 (7,885)
Shares issued for vesting of restricted stock units 176,018 
Shares tendered in connection with vesting of restricted stock units61,027 (61,027)
Treasury stock purchased4,800,000 (4,800,000)
Treasury stock retired(29,491,963) 
Balance at December 31, 20251,065,284 247,701,463 
Treasury Stock
The Company acquires its common stock for general corporate purposes through its publicly announced share repurchase program. As of December 31, 2025, the Company had remaining authorization from its Board of Directors to purchase 29.6 million shares of its common stock. The table below summarizes the Company’s share repurchase activity:
202520242023
Treasury stock purchases (in millions)$1,656.4 $1,738.8 $1,432.0 
Treasury stock purchases (in shares)4,800,000 5,200,000 5,600,000 
Average price per share$345.09 $334.38 $255.72 
Other Capital
During the year ended December 31, 2025, $58.9 million was recorded to Other capital related to settlements associated with accelerated treasury stock repurchase agreements.
Dividends
The following table summarizes the dividends declared and paid on common stock:
202520242023
Cash dividend per share$3.16 $2.86 $2.42 
Total dividends (in millions)789.8 723.4 623.7