Sec Form 4 Filing - Petz Heidi G @ SHERWIN WILLIAMS CO - 2023-12-08

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Petz Heidi G
2. Issuer Name and Ticker or Trading Symbol
SHERWIN WILLIAMS CO [ SHW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President & COO
(Last) (First) (Middle)
101 W. PROSPECT AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
12/08/2023
(Street)
CLEVELAND, OH44115
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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 12/08/2023 M( 1 ) 420 A $ 127.98 15,138 D
Common Stock 12/08/2023 M( 1 ) 579 A $ 136.85 15,717 D
Common Stock 12/08/2023 M( 1 ) 3,000 A $ 186.85 18,717 D
Common Stock 12/08/2023 M( 1 ) 2,700 A $ 227.05 21,417 D
Common Stock 12/08/2023 S( 1 ) 289 D $ 289.98 21,128 D
Common Stock 12/08/2023 S( 1 ) 6,410 D $ 290.25 ( 2 ) 14,718 ( 3 ) D
Common Stock 260.81 ( 4 ) I Stock Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Employee Stock Option (Right to Buy) $ 127.98 12/08/2023 M( 1 ) 21 10/18/2018 10/17/2027 Common Stock 21 $ 0 0 D
Employee Stock Option (Right to Buy) $ 127.98 12/08/2023 M( 1 ) 9 10/18/2019 10/17/2027 Common Stock 9 $ 0 12 D
Employee Stock Option (Right to Buy) $ 127.98 12/08/2023 M( 1 ) 390 10/18/2020 10/17/2027 Common Stock 390 $ 0 408 D
Employee Stock Option (Right to Buy) $ 136.85 12/08/2023 M( 1 ) 290 10/17/2020 10/16/2028 Common Stock 290 $ 0 289 D
Employee Stock Option (Right to Buy) $ 136.85 12/08/2023 M( 1 ) 289 10/17/2021 10/16/2028 Common Stock 289 $ 0 290 D
Employee Stock Option (Right to Buy) $ 186.85 12/08/2023 M( 1 ) 2,001 10/16/2020 10/15/2029 Common Stock 2,001 $ 0 0 D
Employee Stock Option (Right to Buy) $ 186.85 12/08/2023 M( 1 ) 787 10/16/2021 10/15/2029 Common Stock 787 $ 0 1,214 D
Employee Stock Option (Right to Buy) $ 186.85 12/08/2023 M( 1 ) 212 10/16/2022 10/15/2029 Common Stock 212 $ 0 1,786 D
Employee Stock Option (Right to Buy) $ 227.05 12/08/2023 M( 1 ) 1,800 10/20/2021 10/19/2030 Common Stock 1,800 $ 0 0 D
Employee Stock Option (Right to Buy) $ 227.05 12/08/2023 M( 1 ) 680 10/20/2022 10/19/2030 Common Stock 680 $ 0 1,120 D
Employee Stock Option (Right to Buy) $ 227.05 12/08/2023 M( 1 ) 220 10/20/2023 10/19/2030 Common Stock 220 $ 0 1,580 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Petz Heidi G
101 W. PROSPECT AVENUE
CLEVELAND, OH44115
X President & COO
Signatures
Stephen J. Perisutti, Attorney-in-fact 12/11/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The exercise of stock options and sale of shares acquired upon exercise were made solely at the direction of the reporting person's ex-spouse pursuant to a domestic relations order. The reporting person's ex-spouse will retain the after-tax proceeds from the sales.
( 2 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $290.093 to $291.050 inclusive. The reporting person undertakes to provide to The Sherwin-Williams Company, any security holder of The Sherwin-Williams Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
( 3 )Of shares listed, 8,350 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 401(k) Plan per the trustee's 9/30/2023 statement.

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