RPM International (RPM) Proxy Filing summary

Voting matters and shareholder proposals

• Election of nine directors is up for shareholder vote, with the board recommending all nominees.

• Shareholders are asked to approve executive compensation in a say-on-pay advisory vote.

• Ratification of Deloitte & Touche LLP as the independent registered public accounting firm is on the agenda.

• Proxy holders are authorized to vote on any other matters that may arise at the meeting at their discretion.

Board of directors and corporate governance

• Director nominees include Julie A. Beck, Bruce A. Carbonari, Jenniffer D. Deckard, Salvatore D. Fazzolari, Christopher L. Mapes, Craig S. Morford, Ellen M. Pawlikowski, Frank C. Sullivan, and Elizabeth F. Whited.

Executive compensation and say-on-pay

• Advisory vote on executive compensation is included as a key agenda item.