UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of ~~the~~Report ~~Securities~~(Date ~~Exchange~~of ~~Act~~earliest ofevent ~~1934~~reported): January 29, 2026

Date of Report (Date of earliest event reported): November 17, 2025

THE SHERWIN-WILLIAMS COMPANY

(Exact ~~name~~Name of ~~registrant~~Registrant as ~~specified~~Specified in ~~its charter~~Charter)

Ohio	~~1-04851~~		~~34-0526850~~	1-04851	34-0526850
(State or other jurisdiction of incorporation)	~~(Commission File Number)~~		~~(IRS Employer Identification No.)~~	(Commission file number)	(I.R.S. Employer Identification No.)
1 Sherwin Way
Cleveland,		Ohio			44113
(Address of principal executive offices)					(Zip Code)

101 West Prospect Avenue Cleveland, Ohio		44115-1075
(Address of principal executive offices)		(Zip Code)

(216) 566-2000

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

~~Trading Symbol(s)~~

~~Name of each exchange on which registered~~

Trading Symbol(s)

Name of each exchangeon which registered

Common Stock, par value $0.33-1/3 per share

~~SHW~~

~~New York Stock Exchange~~

SHW

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging ~~growth~~Growth ~~company~~Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 12.0102.Results ~~Entry~~of ~~into~~Operations aand ~~Material~~Financial ~~Definitive Agreement~~Condition.

On ~~November 17~~January 29, ~~2025~~2026, The Sherwin-Williams Company ~~(“Sherwin-Williams”)~~issued ~~entered~~a ~~into~~press ~~that~~release ~~certain~~announcing ~~Amended~~its ~~and~~financial ~~Restated~~results ~~Credit~~for ~~Agreement (~~the ~~“Amended~~fourth ~~Credit~~quarter ~~Agreement”)~~and ~~with~~year ~~Citicorp~~ended ~~USA,~~December ~~Inc. (“CUSA”)~~31, as2025 ~~administrative agent~~ and ~~issuing~~certain ~~bank,~~other ~~and the lenders party thereto~~information. ~~The~~A ~~Amended~~copy ~~Credit Agreement amends and restates that certain Credit Agreement, dated as~~ of ~~May 9, 2016 (as amended from time to time prior to~~ the ~~execution~~press ~~and~~release ~~delivery~~is offurnished ~~the~~with ~~Amended~~this ~~Credit~~Report ~~Agreement, the “Existing Credit Agreement”), among Sherwin-Williams, CUSA,~~ as ~~administrative~~Exhibit ~~agent~~99.1 and ~~issuing bank, and the lenders party thereto. The primary purpose of the Amended Credit Agreement~~ is toincorporated ~~extend~~herein ~~the~~by ~~maturity of $75,000,000 of the commitments available for borrowing and issuing letters of credit under the Existing Credit Agreement from December 20, 2025 to December 20, 2030~~reference.

The ~~Amended~~information ~~Credit~~in ~~Agreement~~this ~~contains~~Item ~~representations~~2.02, ~~warranties~~including ~~and~~Exhibit ~~covenants~~99.1, ~~substantially~~is ~~the~~being ~~same~~furnished asand ~~those~~shall ~~contained~~not inbe ~~the~~deemed ~~Existing~~“filed” ~~Credit~~for ~~Agreement.~~purposes ~~The~~of ~~Amended~~Section ~~Credit~~18 ~~Agreement~~of ~~contains~~the ~~events~~Securities Exchange Act of ~~default~~1934, ~~substantially~~as amended (the ~~same~~“Exchange asAct”), ~~those~~or ~~contained~~otherwise insubject ~~the~~to ~~Existing~~liability ~~Credit~~under ~~Agreement~~that section, ~~including~~and ~~events~~shall ofnot ~~default~~be ~~relating~~deemed to ~~nonpayment,~~be ~~breaches~~incorporated by reference in any filing under the Securities Act of ~~representations~~1933, ~~and~~as ~~warranties~~amended, ~~noncompliance~~or ~~with~~the ~~covenants~~Exchange ~~and~~Act, ~~bankruptcy~~unless ~~related~~expressly ~~events.~~incorporated by specific reference in such filing.

~~Certain~~Item of9.01.Financial ~~the~~Statements ~~lenders, as well as certain of their respective affiliates, have performed~~ and may in the future perform for Sherwin-Williams and its subsidiaries, various commercial banking, investment banking, lending, underwriting, trust services, financial advisory and other financial services, for which they have received and may in the future receive customary fees and expensesExhibits.

The foregoing description of the Amended Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended Credit Agreement, a copy of which is filed as Exhibit 4(d)Exhibits.~~1 to this Current Report on Form 8-K and is incorporated herein by reference.~~

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.



Exhibit No.		Exhibit Description

	99.1	Press Release of The Sherwin-Williams Company, dated January 29, 2026

	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

The information described in Item 1.01 above relating to the Amended Credit Agreement is incorporated herein by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

ExhibitNo.		Exhibit Description
4.1		Amended and Restated Credit Agreement, dated as of November 17, 2025, by and among The Sherwin-Williams Company, Citicorp USA, Inc., as administrative agent and issuing bank, and the lenders party thereto
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this ~~report~~Report to be signed on its behalf by the undersigned hereunto duly authorized.

	THE SHERWIN-WILLIAMS COMPANY	~~THE SHERWIN-WILLIAMS COMPANY~~
November 17, 2025		By:	/s/ Stephen J. Perisutti
January 29, 2026	By:			/s/ Stephen J. Perisutti
	Name:	~~Name:~~	~~Stephen J. Perisutti~~	Stephen J. Perisutti
	Title:	~~Title:~~	~~Senior Vice President - Deputy General Counsel and Assistant Secretary~~	Senior Vice President - Deputy General Counsel and Assistant Secretary

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