FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Mistysyn Allen J
2. Issuer Name and Ticker or Trading Symbol

SHERWIN WILLIAMS CO [ SHW ]
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
(Last)          (First)          (Middle)

101 W. PROSPECT AVENUE
3. Date of Earliest Transaction (MM/DD/YYYY)

4/21/2017
(Street)

CLEVELAND, OH 44115
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   4/21/2017     M    88.01   A   (1) 1420.01   I   By spouse  
Common Stock   4/21/2017     D    88.01   D $324.02   1332   (2) I   By spouse  
Common Stock                  9277   (3) D    
Common Stock                  144.29   (4) I   Stock Plan  
Common Stock                  3687.73   (5) I   Stock Plan  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock Units     (1) 4/21/2017     M         88.01      (1) 4/21/2017   Common Stock   88.01     (1) 0   I   By spouse  

Explanation of Responses:
(1)  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.
(2)  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.
(3)  Of shares listed, 1,050 are restricted stock units.
(4)  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.
(5)  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.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Mistysyn Allen J
101 W. PROSPECT AVENUE
CLEVELAND, OH 44115


SVP - Finance & CFO

Signatures
Catherine M. Kilbane, Attorney-in-fact 4/25/2017
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
Sherwin Williams (NYSE:SHW)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Sherwin Williams Charts.
Sherwin Williams (NYSE:SHW)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Sherwin Williams Charts.