ELECTION OF DIRECTORS
authorized number of Directors of the Company presently is fixed at eleven, with the Board of Directors divided into three Classes. Currently, each of Class I and Class II has four Directors, and Class III has three Directors. The
term of office of one Class of Directors expires each year, and at each Annual Meeting of Stockholders the successors to the Directors of the Class whose term is expiring at that time are elected to hold office for a term of three years.
Robert A. Livingston, a nominee for election as Director at this years Annual Meeting, does not currently serve as a Director of the Company. In connection
with Mr. Livingstons election
as Director, the authorized number of Directors of the Company will be fixed at twelve, and each of Class I, Class II and Class III of the Board of Directors will have four
The term of office of the persons elected as Directors in Class III at this years Annual Meeting will expire at the time of the Annual Meeting
held in 2020. Each Director in Class III will serve until the expiration of that term or until his or her successor shall have been duly elected. In addition to Mr. Livingston, the Board of Directors nominees for election as
Directors in Class III are Julie A. Lagacy, Frederick R. Nance and William B. Summers, Jr. Ms. Lagacy and Messrs. Nance and Summers currently serve as Directors in Class III.
The Proxy holders named in the accompanying Proxy or
their substitutes will vote such Proxy at the Annual Meeting or any adjournment or postponement thereof for the election as Directors of the four nominees unless the stockholder instructs, by marking the appropriate space on the Proxy, that
authority to vote is withheld. If any nominee should become unavailable for election (which contingency is not now contemplated or foreseen), it is intended that the shares represented by the Proxy will be voted for such substitute nominee as may be
named by the Board of Directors. In no event will the accompanying Proxy be voted for more than four nominees or for persons other than those named below and any such substitute nominee for any of them.
RPM International Inc. (NYSE: RPM) owns subsidiaries that are world leaders in coatings, sealants, building materials and related services. From homes to precious landmarks worldwide, their brands are trusted by consumers and professionals alike to protect, improve and beautify. Among its leading consumer brands are Rust-Oleum, DAP and Zinsser. Learn more about RPM brands >>
RPM is a compelling long-term investment.
The percent by which RPM's 10-year total return has bested the S&P 500. More reasons >>
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