Every material Form 8-K RPM International filed with the SEC in 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
RPM International's Chairman and CEO Frank C. Sullivan announced on November 6, 2026 that he plans to retire within the next twelve to eighteen months. He will remain in his role until a successor is appointed and is expected to then stay on as Chair of the Board, as the company runs a succession planning process with its Board.
Frank C. Sullivan plans to retire in the next twelve to eighteen months, per the November 6, 2026 filing.
Sullivan has served nearly 25 years as Chairman and CEO and more than 40 years with the company.
He will remain CEO until his successor is appointed and is expected to stay on as Board Chair afterward.
RPM International reported record first-quarter fiscal 2027 net sales of $2.22 billion, up 4.8%, with diluted EPS of $2.01 and adjusted diluted EPS of $1.98, up 5.3%. The company now expects full-year adjusted EBITDA to grow in the mid-single-digit range, compared with its prior outlook of 5% to 10%, so shareholders face a lower expected profit growth rate despite the strong quarter.
Net sales were $2.22 billion, up 4.8%, with 3.1% organic growth; net income attributable to stockholders was $256.4 million.
Adjusted EBITDA reached a record $405.5 million, up 4.5%; Construction Products Group adjusted EBITDA fell 9.7%.
Full-year fiscal 2027 adjusted EBITDA outlook is mid-single-digit growth, versus the previous 5% to 10%; sales outlook is mid-single-digit, versus the previous 3% to 7%.
Investor day is scheduled for November 9, 2026, at the Stonhard facility in New Jersey.
RPM reported record fiscal 2026 fourth-quarter and full-year sales, with full-year net income attributable to stockholders down 4.0% to $661.4 million on a GAAP basis, while adjusted diluted EPS rose 4.3% to $5.53. The company also gave fiscal 2027 outlook for sales growth of 3% to 7% and adjusted EBITDA growth of 5% to 10%, and its board raised the share repurchase authorization by $700 million.
Fiscal 2026 net sales were a record $7.86 billion, up 6.7%; diluted EPS was $5.17, down 3.4%, and adjusted diluted EPS was $5.53, up 4.3%.
Fourth-quarter net sales were $2.23 billion, up 7.2%; diluted EPS was $1.73, down 1.7%, and adjusted diluted EPS was $1.89, up 9.9%.
Fiscal 2027 outlook: consolidated sales up 3% to 7% and adjusted EBITDA up 5% to 10% versus prior-year record results.
The board authorized a $700.0 million increase to the share repurchase program, in addition to $114.8 million previously available; an investor day is set for November 9, 2026.
RPM International amended its $300.0 million accounts receivable securitization facility on May 27, 2026, removing an interest coverage covenant and adding a leverage covenant that applies only if the company loses its investment grade rating from at least two agencies. Separately, Vice President of Operations Timothy R. Kinser resigned on May 29, 2026 to retire and moved to a project management role at a subsidiary.
Amendments dated May 27, 2026 to the $300.0 million A/R Facility with PNC Bank as administrative agent
Interest coverage ratio covenant eliminated; leverage covenant of 3.75 to 1.0 applies only if investment grade rating is lost
Amortization event thresholds raised from $150 million to $250 million for the company and non-originator subsidiaries
Timothy R. Kinser resigned as Vice President – Operations on May 29, 2026 in connection with planned retirement
RPM International appointed Thomas C. Gentile, III to its Board of Directors effective April 20, 2026, expanding the board to 13 members. Gentile currently serves as chairman, chief executive officer and president of Hexcel Corporation and will sit on the Board's Compensation Committee.
Appointed to the board effective April 20, 2026; board expands to 13 members
Current role: chairman, CEO and president of Hexcel Corporation (NYSE: HXL)
Prior roles include president and CEO of Spirit AeroSystems and 19 years at General Electric
Will serve on the Compensation Committee; receives director pay consistent with other non-employee directors
RPM reported fiscal 2026 third-quarter sales of $1.61 billion, up 8.9%, with acquisitions, favorable currency translation and volume growth as drivers. Reported net income attributable to stockholders was $51.4 million, down 1.3%, and diluted EPS was flat at $0.40, while adjusted diluted EPS rose 62.9% to $0.57 after excluding $22.1 million in pre-tax charges tied to SG&A-focused optimization actions. The company reaffirmed its fourth-quarter outlook for mid-single-digit sales growth and low- to high-single-digit adjusted EBIT growth.
Net sales were $1.61 billion, up 8.9%, including 3.0% organic growth, 3.5% from acquisitions and 2.4% from currency translation.
Net income attributable to RPM stockholders was $51.4 million versus $52.0 million a year earlier; diluted EPS was $0.40 in both periods.
Adjusted diluted EPS was $0.57 versus $0.35, and adjusted EBIT was $116.4 million, up 48.8%.
Total debt was $2.56 billion compared with $2.10 billion a year ago, driven by debt used to finance acquisitions; the Kalzip acquisition closed March 31, 2026.
RPM International amended its revolving credit facility on February 27, 2026, extending the term five years to February 27, 2031, with PNC Bank as administrative agent. The amendment resets interest spreads and facility fees that adjust with the company's debt rating, and removes the interest coverage ratio covenant while keeping a maximum leverage ratio of 3.75 to 1.0.
Credit Agreement term extended five years, to February 27, 2031
Initial term SOFR spread of 1.00% per annum, with possible future spreads of 0.785% to 1.30%
Initial facility fee of 0.125% per annum, with possible future rates of 0.09% to 0.20%
Interest coverage ratio covenant eliminated; leverage ratio cap of 3.75 to 1.0 remains
RPM reported fiscal 2026 second-quarter results for the quarter ended November 30, 2025, with record sales of $1.91 billion, up 3.5%, but net income attributable to stockholders fell 12.0% to $161.2 million and adjusted diluted EPS fell 13.7% to $1.20. The company said a slower demand environment prompted SG&A-focused optimization actions expected to save about $100 million annually once fully implemented, and it gave mid-single-digit sales growth outlooks for both the third and fourth quarters.
Second-quarter net sales were $1,909,895 thousand, up 3.5%, with a 0.5% organic decline and 3.4% growth from acquisitions.
Diluted EPS was $1.26 versus $1.42 a year earlier; adjusted EBIT was $226.6 million, down 11.2%.
Cost savings of about $100 million annually: roughly $5 million expected in Q3 fiscal 2026, an incremental $20 million in Q4 fiscal 2026 and an incremental $75 million in fiscal 2027.
Outlook: Q3 fiscal 2026 sales expected to rise in the mid-single-digit range and adjusted EBIT up mid- to high-single digits; Q4 sales up mid-single digits and adjusted EBIT up low- to high-single digits.
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every RPM International filing is on SEC EDGAR ↗. 8-K briefs of other companies →