Sec Form 3 Filing - Sofish Gregory P. @ SHERWIN WILLIAMS CO - 2023-01-01

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 3
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Sofish Gregory P.
2. Issuer Name and Ticker or Trading Symbol
SHERWIN WILLIAMS CO [ SHW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP - Human Resources
(Last) (First) (Middle)
101 W. PROSPECT AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
01/01/2023
(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 2,768 D
Common Stock 5,177.6( 1 ) 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
Phantom Stock Units $ 0 ( 2 ) ( 2 ) Common Stock 508.56 D
Employee Stock Option (Right to Buy) $ 60.16 ( 3 ) 10/15/2023 Common Stock 2,341 D
Employee Stock Option (Right to Buy) $ 75.91 ( 4 ) 10/21/2024 Common Stock 1,830 D
Employee Stock Option (Right to Buy) $ 79.85 ( 5 ) 10/15/2025 Common Stock 2,565 D
Employee Stock Option (Right to Buy) $ 90.04 ( 6 ) 10/17/2026 Common Stock 2,610 D
Employee Stock Option (Right to Buy) $ 102.81 ( 7 ) 02/13/2027 Common Stock 2,700 D
Employee Stock Option (Right to Buy) $ 127.98 ( 8 ) 10/17/2027 Common Stock 2,400 D
Employee Stock Option (Right to Buy) $ 134.63 ( 9 ) 02/12/2028 Common Stock 1,950 D
Employee Stock Option (Right to Buy) $ 136.85 ( 10 ) 10/16/2028 Common Stock 1,740 D
Employee Stock Option (Right to Buy) $ 186.85 ( 11 ) 10/15/2029 Common Stock 2,160 D
Employee Stock Option (Right to Buy) $ 227.05 ( 12 ) 10/19/2030 Common Stock 1,500 D
Employee Stock Option (Right to Buy) $ 295.83 ( 13 ) 10/17/2031 Common Stock 1,255 D
Employee Stock Option (Right to Buy) $ 215.08 ( 14 ) 10/17/2032 Common Stock 1,245 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Sofish Gregory P.
101 W. PROSPECT AVENUE
CLEVELAND, OH44115
SVP - Human Resources
Signatures
Stephen J. Perisutti, Attorney-in-fact 01/06/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )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 1/1/2023 statement.
( 2 )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.
( 3 )The option became exercisable in three annual installments of 960, 957 and 424 beginning on October 16, 2014.
( 4 )The option became exercisable in three annual installments of 612, 609 and 609 beginning on October 22, 2015.
( 5 )The option became exercisable in three equal annual installments beginning on October 16, 2016.
( 6 )The option became exercisable in three equal annual installments beginning on October 18, 2017.
( 7 )The option became exercisable in three equal annual installments beginning on February 14, 2018.
( 8 )The option became exercisable in three annual installments of 801, 801 and 798 beginning on October 18, 2018.
( 9 )The option became exercisable in three annual installments of 651, 651 and 648 beginning on February 13, 2019.
( 10 )The option became exercisable in three annual installments of 582, 579 and 579 beginning on October 17, 2019.
( 11 )The option became exercisable in three equal annual installments beginning on October 16, 2020.
( 12 )The option became, or will become, exercisable in three annual installments of 501, 501 and 498 beginning on October 20, 2021.
( 13 )The option became, or will become, exercisable in three annual installments of 419, 418 and 418 beginning on October 18, 2022.
( 14 )The option will become exercisable in three equal annual installments beginning on October 18, 2023.

Remarks:
Exhibit 24, Power of Attorney, is attached.

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 4(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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.