SHERWIN WILLIAMS CO·4

Feb 18, 5:32 PM ET

GARCEAU MARY L 4

4 · SHERWIN WILLIAMS CO · Filed Feb 18, 2026

Research Summary

AI-generated summary of this filing

Updated

Sherwin-Williams SVP Mary Garceau Receives Award; 3,618 Shares Withheld

What Happened
Mary L. Garceau, Senior Vice President, CLO and Secretary of Sherwin-Williams (SHW), received 9,000 shares when a performance-based restricted stock unit (PRSU) award vested on Feb 17, 2026. To satisfy tax withholding on the vesting, 3,618 shares were withheld/disposed at an implied value of $368.59 per share, equal to $1,333,559. This was an award vesting event (compensation), not an open-market sale or purchase.

Key Details

  • Transaction date: 2026-02-17; filing date: 2026-02-18 (timely filing).
  • Award/acquisition: 9,000 shares granted/issued at $0.00 (PRSU payout).
  • Tax withholding/disposition: 3,618 shares withheld/disposed at $368.59 = $1,333,559.
  • Net change from this event: +5,382 shares (9,000 vested − 3,618 withheld). Total shares owned after the transaction not reported in the provided summary.
  • Footnotes of note:
    • F1: These were PRSUs granted 2/14/2023 that vested based on performance for 2023–2025 under the company’s equity plan.
    • F2: 3,618 shares reflect mandatory withholding by the issuer to satisfy the reporting person’s tax liabilities on vesting.
    • F3: References shares attributable to the reporting person’s participation in the company 401(k) per trustee statement (2/13/2026).
  • Filing status: Not indicated as late.

Context
This was a routine compensation event: performance-based RSUs vested and the company withheld shares to cover taxes (a common cashless withholding mechanism). Such withholding should not be read as a discretionary sale by the insider. Purchases by insiders tend to be more directly interpreted as bullish signals; vesting and withholding events primarily reflect compensation mechanics.

Insider Transaction Report

Form 4
Period: 2026-02-17
GARCEAU MARY L
SVP - CLO and Secretary
Transactions
  • Tax Payment

    Common Stock

    [F2]
    2026-02-17$368.59/sh3,618$1,333,55935,357 total
  • Award

    Common Stock

    [F1]
    2026-02-17+9,00038,975 total
Holdings
  • Common Stock

    [F3]
    (indirect: By 401(k))
    901.97
Footnotes (3)
  • [F1]These securities represent a performance-based restricted stock unit ("PRSU") award that has vested and paid out in shares of Common Stock. This award was granted on February 14, 2023, and vested subject to the achievement of certain performance conditions for the 2023 - 2025 performance period, pursuant to the terms of a PRSU agreement under The Sherwin-Williams Company 2006 Equity and Performance Incentive Plan.
  • [F2]These securities represent the number of shares of Common Stock mandatorily withheld by the Issuer to satisfy the Reporting Person's tax withholding liabilities due upon the vesting of the PRSU award.
  • [F3]Represents the number of shares of Common Stock attributable to the Reporting Person's participation in The Sherwin-Williams Company 401(k) Plan per the trustee's 2/13/2026 statement.
Signature
Stephen J. Perisutti, Attorney-in-fact|2026-02-18

Documents

1 file
  • 4
    wk-form4_1771453946.xmlPrimary

    FORM 4