8-K
SHERWIN WILLIAMS CO (SHW)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 3, 2021
The Sherwin-Williams Company
(Exact Name of Registrant as Specified in Charter)
| Ohio | 1-04851 | 34-0526850 |
|---|---|---|
| (State or Other Jurisdiction<br> <br>of Incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
| 101 West Prospect Avenue<br> <br>Cleveland, Ohio | 44115 | |
| --- | --- | |
| (Address of Principal<br> <br>Executive Offices) | (Zip Code) |
(216) 566-2000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br> <br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Common Stock, par value $1.00 per share | SHW | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 8.01. | Other Events. |
|---|
On February 3, 2021, The Sherwin-Williams Company (“Sherwin-Williams”) issued a press release announcing that its Board of Directors had approved and declared a three-for-one stock split in the form of a stock dividend. Each Sherwin-Williams shareholder of record at the close of business on March 23, 2021 will receive two additional common shares for each then-held common share, to be distributed after close of trading on March 31, 2021. A copy of the press release announcing the stock split is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
The following exhibits are filed with this Current Report on Form 8-K:
| Exhibit<br>No. | Exhibit Description |
|---|---|
| 99.1 | Press Release of The Sherwin-Williams Company, dated February 3, 2021 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| THE SHERWIN-WILLIAMS COMPANY | ||
|---|---|---|
| Date: February 3, 2021 | By: | /s/ Stephen J. Perisutti |
| Name: | Stephen J. Perisutti | |
| Title: | Vice President, Deputy General Counsel and Assistant Secretary |
EX-99.1
Exhibit 99.1
| NEWS | ||||||
|---|---|---|---|---|---|---|
| The Sherwin-Williams Company | • | 101 W. Prospect Avenue | • | Cleveland, Ohio 44115 | • | (216) 566-2000 |
| --- | --- | --- | --- | --- | --- | --- |
Sherwin-Williams AnnouncesThree-for-One Stock Split
CLEVELAND – February 3, 2021 – The Sherwin-Williams Company (NYSE: SHW) (“Sherwin-Williams”) today announced that its Board of Directors has approved and declared a three-for-one stock split in the form of a stock dividend to make the stock more accessible to employees and a broader base of investors.
Each Sherwin-Williams shareholder of record at the close of business on March 23, 2021 will receive two additional common shares for each then-held common share, to be distributed after close of trading on March 31, 2021. Trading of Sherwin-Williams common shares will begin on a stock split-adjusted basis on April 1, 2021.
About The Sherwin-Williams Company
Founded in 1866, The Sherwin-Williams Company is a global leader in the manufacture, development, distribution, and sale of paints, coatings and related products to professional, industrial, commercial, and retail customers. Sherwin-Williams manufactures products under well-known brands such as Sherwin-Williams^®^, Valspar^®^, HGTV HOME^®^ by Sherwin-Williams, Dutch Boy^®^, Krylon^®^, Minwax^®^, Thompson’s^®^ Water Seal^®^, Cabot^®^ and many more. With global headquarters in Cleveland, Ohio, Sherwin- Williams^®^ branded products are sold exclusively through a chain of more than 4,900 company-operated stores and facilities, while the company’s other brands are sold through leading mass merchandisers, home centers, independent paint dealers, hardware stores, automotive retailers, and industrial distributors. The Sherwin-Williams Performance Coatings Group supplies a broad range of highly-engineered solutions for the construction, industrial, packaging and transportation markets in more than 120 countries around the world. Sherwin-Williams shares are traded on the New York Stock Exchange (symbol: SHW). For more information, visit www.sherwin.com.
Investor Relations Contacts:
Jim Jaye
Senior Vice President, Investor Relations & Corporate Communications
Sherwin-Williams
Direct: 216.515.8682
james.r.jaye@sherwin.com
Eric Swanson
Vice President, Investor Relations
Sherwin-Williams
Direct: 216.566.2766
eric.r.swanson@sherwin.com
Media Contact:
Julie Young
Vice President, Global Corporate Communications
Sherwin-Williams
Direct: 216.515.8849
corporatemedia@sherwin.com