SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* MATEJKA ROBERT L (Last) (First) (Middle) 2628 PEARL ROAD P.O. BOX 777 (Street) MEDINA OH 44258 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 04/30/2010	3. Issuer Name and Ticker or Trading Symbol RPM INTERNATIONAL INC/DE/ [ RPM ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Senior VP and CFO	5. If Amendment, Date of Original Filed (Month/Day/Year)
			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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.01 par value	4,000	D
Common Stock, $0.01 par value	10,000	I	By Spouse

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	(1)	10/12/2010	Common Stock	10,000	$8.81	D
Stock Option (Right to Buy)	(2)	02/01/2011	Common Stock	10,000	$9.26	D
Stock Option (Right to Buy)	(3)	10/03/2011	Common Stock	10,000	$10.26	D
Stock Option (Right to Buy)	(4)	10/11/2012	Common Stock	40,000	$14.08	D
Stock Option (Right to Buy)	(5)	10/11/2013	Common Stock	40,000	$14.1	D
Stock Option (Right to Buy)	(6)	10/29/2014	Common Stock	25,000	$17.63	D
Stock Appreciation Rights	(7)	10/05/2015	Common Stock	25,000	$17.65	D
Stock Appreciation Rights	(8)	10/05/2016	Common Stock	25,000	$18.8	D

Explanation of Responses:

1. The option vested in four equal installments on October 12, 2001, 2002, 2003 and 2004.

2. The option vested in four equal installments on February 1, 2002, 2003, 2004 and 2005.

3. The option vested in four equal installments on October 3, 2002, 2003, 2004 and 2005.

4. The option vested in four equal installments on October 11, 2003, 2004, 2005 and 2006.

5. The option vested in four equal installments on October 11, 2004, 2005, 2006 and 2007.

6. The option vested in four equal installments on October 29, 2005, 2006, 2007 and 2008.

7. The Stock Appreciation Rights vest in four equal installments, beginning on October 5, 2006.

8. The Stock Appreciation Rights vest in four equal installments, beginning on October 5, 2007.

Remarks:

	/s/ Gregory S. Harvey as attorney-in-fact for Robert L. Matejka under Power of Attorney	05/10/2010
	** 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 5 (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.
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