RPM 2020 Proxy Statement

EXECUTIVE COMPENSATION (CONTINUED) (12) These shares of SERP restricted stock vest on January 26, 2021, except for the 2016, 2017, 2018 and 2019 grants which will vest according to schedule on May 31, 2021, May 31, 2022, May 31, 2023 and May 31, 2024, respectively, or earlier upon the death or disability of Mr. Gordon, upon termination without cause, or upon a change in control of the Company prior to that date. (13) These PERS vest according to the following schedule: 5,000 shares on July 18, 2022. (14) These shares of SERP restricted stock vest on the fifth anniversary of the May 31st immediately preceding the date on which each grant of restricted stock was made. These shares could vest earlier upon the death or disability of Mr. Moore, upon termination without cause, or upon a change in control of the Company prior to those dates. (15) These PERS vest according to the following schedule: 5,000 shares on July 18, 2022. (16) These shares of SERP restricted stock vest on November 26, 2021, except for the 2017, 2018 and 2019 grants which will vest according to schedule on May 31, 2022, May 31, 2023 and May 31, 2024, respectively, or earlier upon the death or disability of Ms. Kastner, upon termination without cause, or upon a change in control of the Company prior to that date. (17) These PERS vest according to the following schedule: 5,000 shares on July 18, 2022. 43