Statement of Changes in Beneficial Ownership (4)
April 25 2017 - 3:48PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Mistysyn Allen J
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2. Issuer Name
and
Ticker or Trading Symbol
SHERWIN WILLIAMS CO
[
SHW
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
SVP - Finance & CFO
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(Last)
(First)
(Middle)
101 W. PROSPECT AVENUE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
4/21/2017
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(Street)
CLEVELAND, OH 44115
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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4/21/2017
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M
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88.01
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A
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(1)
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1420.01
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I
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By spouse
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Common Stock
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4/21/2017
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D
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88.01
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D
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$324.02
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1332
(2)
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I
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By spouse
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Common Stock
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9277
(3)
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D
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Common Stock
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144.29
(4)
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I
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Stock Plan
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Common Stock
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3687.73
(5)
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I
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Stock Plan
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Phantom Stock Units
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(1)
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4/21/2017
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M
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88.01
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(1)
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4/21/2017
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Common Stock
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88.01
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(1)
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0
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I
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By spouse
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Explanation of Responses:
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(1)
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On April 21, 2017, the reporting person's spouse's phantom stock units held under The Sherwin-Williams Company 2005 Deferred Compensation Savings and Pension Equalization Plan (Amended and Restated as of January 1, 2016) were settled for cash following the reporting person's spouse's termination of service. Each phantom stock unit was the economic equivalent of one share of The Sherwin-Williams Company common stock.
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(2)
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The reporting person disclaims beneficial ownership of the shares held by his spouse. The total shares reported in Column 5 (a) do not include the 95 restricted stock units previously reported, which were forfeited in connection with the reporting person's spouse's termination of service, and (b) have been adjusted to correct an understatement of total holdings by 450 shares first reflected in the reporting person's last Form 4 filed on February 22, 2017.
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(3)
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Of shares listed, 1,050 are restricted stock units.
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(4)
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Represents the number of shares of common stock attributable to the reporting person's participation in The Sherwin-Williams Company Employee Stock Purchase and Savings Plan per the trustee's 03/31/2017 statement.
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(5)
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Represents the number of shares of common stock attributable to the reporting person's spouse's participation in The Sherwin-Williams Company Employee Stock Purchase and Savings Plan per the trustee's 03/31/2017 statement. The reporting person disclaims beneficial ownership of the shares held by his spouse.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Mistysyn Allen J
101 W. PROSPECT AVENUE
CLEVELAND, OH 44115
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SVP - Finance & CFO
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Signatures
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Catherine M. Kilbane, Attorney-in-fact
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4/25/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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