RPM International Inc 2026年季度报告

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2025, or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the transition period fromtoCommission File No. 1-14187 RPM International Inc. (Exact name of Registrant as specified in its charter) (330) 273-5090(Registrant’s telephone number including area code) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to filesuch reports), and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐. Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorterperiod that the registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, asmaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”“smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☒Non-accelerated filer☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒. Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13, or15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes☐No☒. As of December 29, 2025, the registrant had 128,075,683 shares of common stock, $0.01 par value per share, outstanding. RPM INTERNATIONAL INC. AND SUBSIDIARIES*INDEX PART I. FINANCIAL INFORMATION Item 1.Financial Statements:3Consolidated Balance Sheets3Consolidated Statements of Income4Consolidated Statements of Comprehensive Income5Consolidated Statements of Cash Flows6Consolidated Statements of Stockholders’ Equity7Notes to Consolidated Financial Statements8Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations28Item 3.Quantitative and Qualitative Disclosures About Market Risk38Item 4.Controls and Procedures38 PART II. OTHER INFORMATION Item 1.Legal ProceedingsItem 1A.Risk FactorsItem 2.Unregistered Sale of Equity Securities and Use of ProceedsItem 5.Other InformationItem 6.ExhibitsSignatures 393939394041 As used herein, the terms “RPM” and the “Company” refer to RPM International Inc. and its subsidiaries, unless thecontext indicates otherwise. RPM INTERNATIONAL INC. AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 — CONSOLIDATION, NONCONTROLLING INTERESTS AND BASIS OF PRESENTATION The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with Generally AcceptedAccounting Principles in the U.S. (“GAAP”) for interim financial information and the instructions to Form 10-Q. In our opinion, alladjustments (consisting of normal, recurring accruals) considered necessary for a fair presentation have been included for the three-and six-month periods ended November 30, 2025 and 2024. For further information, refer to the Consolidated Financial Statementsand Notes included in our Annual Report on Form 10-K for the year ended May 31, 2025. Effective June 1, 2025, we realigned certain businesses and management structures to recognize how we allocate resources andanalyze the operating performance of our operating segments. As such, we now report under three reportable segments instead ofour four previous reportable segments. Our three reportable segments are: the Construction Products Group ("CPG"), thePerformance Coatings Group ("PCG") and Consumer. This realignment changed our reportable segments beginning with our firstquarter of fiscal 2026. As a result, historical segment results disclosed in Note 3, "Restructuring," Note 4, “Goodwill”, and Note 17,"Segment Information" have been recast to reflect the impact of this change. These prior period reclassifications have no impact onpreviously reported financial position, net income or cash flows. See Note 17, “Segment Information,” to the ConsolidatedFinancial Statements for further detail. Our financial statements include all of our majority-owned subsidiaries. We account for our investments in less-than-majority-owned joint ventures, for which