SHERWIN WILLIAMS CO — Director's Dealing 2016

Apr 4, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SHERWIN WILLIAMS CO (SHW)
CIK: 0000089800
Period of Report: 2016-04-01

Reporting Person: Kadien Thomas G (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-04-01	Common Stock	A	56	$283.97	Acquired	2442	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-04-01	Phantom Stock	$	A	55.02	Acquired		Common Stock (55.02)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3740	Indirect
Common Stock	1615	Direct

Footnotes

F1: Shares were acquired in an exempt transaction in connection with the Director Deferred Fee Plan; reporting person has the right to direct the vote for such shares.

F2: Shares listed are held pursuant to the Director Deferred Fee Plan, which includes shares acquired pursuant to the dividend reinvestment feature of such plan.

F3: Of shares listed, 201 are restricted stock and 799 are restricted stock units.

F4: Represents the number of shares of phantom stock acquired by the reporting person (in an exempt transaction) under the Director Deferred Fee Plan. Each share of phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock become payable in cash generally upon the reporting person's retirement.

F5: Includes phantom stock acquired pursuant to the dividend reinvestment feature of the plan.