Kastner Janeen B. 4
4 · RPM INTERNATIONAL INC/DE/ · Filed Apr 21, 2026
Research Summary
AI-generated summary of this filing
RPM VP Janeen B. Kastner Exercises Options, Sells Shares
What Happened
Janeen B. Kastner, Vice President — Corporate Benefits & Risk Management at RPM International (RPM), exercised stock-based awards for 30,000 shares on April 17, 2026 (acquired at $50.99/share; total cost $1,529,700). On the same day she disposed of 13,931 shares to the issuer at $109.81/share for $1,529,763 and surrendered 5,452 shares for tax withholding at $109.81/share (value $598,684). The filing also shows a related derivative disposition for 30,000 shares at $0.00, reflecting the mechanics of the award exercise/settlement.
Key Details
- Transaction date: April 17, 2026. Filing date: April 21, 2026 (filed within the typical two-business-day window).
- Exercise (code M): 30,000 shares acquired @ $50.99 = $1,529,700.
- Disposition to issuer (code D): 13,931 shares sold @ $109.81 = $1,529,763.
- Tax withholding (code F): 5,452 shares surrendered @ $109.81 = $598,684.
- Shares owned after transaction: total post-transaction holdings are not stated as a single number in the filing; footnotes list holdings components (see below).
- Footnotes: F1 notes 401(k) account holdings with Fidelity Trust Management Co.; F2 breaks down restricted and performance shares (7,837 unvested restricted, 16,121 vested restricted held in escrow until retirement, and 5,540 performance-earned shares). F3/F4 note Stock Appreciation Rights vesting history and that SARs were granted under Rule 16b-3 with standard vesting and 10-year expirations.
Context
This appears to be a cashless-style exercise/settlement: the insider exercised awards and a portion of the resulting shares were sold or withheld to cover the exercise cost and tax obligations. Transaction codes: M = exercise/conversion of derivative, D = disposition to issuer, F = payment of exercise price or tax liability. These types of sell-to-cover transactions are common and do not necessarily indicate a directional view on the company stock.
Insider Transaction Report
- Exercise/Conversion
Common Stock, $0.01 par value
2026-04-17$50.99/sh+30,000$1,529,700→ 154,057 total - Disposition to Issuer
Common Stock, $0.01 par value
2026-04-17$109.81/sh−13,931$1,529,763→ 140,126 total - Tax Payment
Common Stock, $0.01 par value
[F2]2026-04-17$109.81/sh−5,452$598,684→ 134,704 total - Exercise/Conversion
Stock Appreciation Rights
[F3][F4]2026-04-17−30,000→ 190,000 totalExercise: $50.99→ Common Stock (30,000 underlying)
- 1,117(indirect: By 401(k))
Common Stock, $0.01 par value
[F1]
Footnotes (4)
- [F1]Approximate number of shares of Common Stock held as of April 17, 2026 in the account of the Reporting Person by Fidelity Trust Management Company, as Trustee of the RPM International Inc. 401(k) Trust and Plan, as amended.
- [F2]Includes an aggregate of 7,837 unvested restricted shares of Common Stock, 16,121 vested restricted shares of Common Stock held in escrow until the Reporting Person's retirement and 5,540 shares of Common Stock, issued as Performance Earned Restricted Stock.
- [F3]The Stock Appreciation Rights vested on July 25, 2017, 2018, 2019 and 2020.
- [F4]Stock Appreciation Rights granted 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 2017 and 2025 and expire 10 years from the date of grant.