SEC FORM 3

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^*

Petz Heidi G

(Last)

(First)

(Middle)

101 W. PROSPECT AVENUE

(Street)

CLEVELAND

44115

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/28/2021

3. Issuer Name and Ticker or Trading Symbol
SHERWIN WILLIAMS CO [ SHW ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, The Americas Group

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	2,142⁽¹⁾	D
Common Stock	317.87⁽²⁾	I	Stock Plan

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Phantom Stock Units	⁽³⁾	⁽³⁾	Common Stock	210.74⁽⁴⁾	$0.00	D
Employee Stock Option (Right to Buy)	10/18/2018	10/17/2027	Common Stock	21⁽⁴⁾	$127.98	D
Employee Stock Option (Right to Buy)	10/18/2019	10/17/2027	Common Stock	21⁽⁴⁾	$127.98	D
Employee Stock Option (Right to Buy)	10/18/2020	10/17/2027	Common Stock	798⁽⁴⁾	$127.98	D
Employee Stock Option (Right to Buy)	10/17/2020	10/16/2028	Common Stock	579⁽⁴⁾	$136.85	D
Employee Stock Option (Right to Buy)	10/17/2021	10/16/2028	Common Stock	579⁽⁴⁾	$136.85	D
Employee Stock Option (Right to Buy)	10/16/2020	10/15/2029	Common Stock	2,001⁽⁴⁾	$186.85	D
Employee Stock Option (Right to Buy)	10/16/2021	10/15/2029	Common Stock	2,001⁽⁴⁾	$186.85	D
Employee Stock Option (Right to Buy)	10/16/2022	10/15/2029	Common Stock	1,998⁽⁴⁾	$186.85	D
Employee Stock Option (Right to Buy)	10/20/2021	10/19/2030	Common Stock	1,800⁽⁴⁾	$227.05	D
Employee Stock Option (Right to Buy)	10/20/2022	10/19/2030	Common Stock	1,800⁽⁴⁾	$227.05	D
Employee Stock Option (Right to Buy)	10/20/2023	10/19/2030	Common Stock	1,800⁽⁴⁾	$227.05	D

Explanation of Responses:

1. Of shares listed, 1,608 are restricted stock units. All share amounts have been adjusted to reflect The Sherwin-Williams Company's 3-for-1 stock split (the "stock split"), effective March 31, 2021.

2. Represents the number of shares of common stock attributable to the reporting person's participation in The Sherwin-Williams Company Employee Stock Purchase and Savings Plan. Share amount has been adjusted to reflect the stock split.

3. Represents the number of phantom stock units that were acquired by the reporting person (in exempt transactions) under The Sherwin-Williams Company Deferred Compensation Savings and Pension Equalization Plan. Each phantom stock unit is the economic equivalent of one share of common stock. The phantom stock units become payable in cash generally upon the reporting person's retirement or other termination of service. The phantom stock units have dividend equivalent rights.

4. All amounts have been adjusted to reflect the stock split.

Remarks:

Exhibit 24, Power of Attorney, is attached.

	Stephen J. Perisutti, Attorney-in-fact	04/07/2021
	** 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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