Item 1.01. Entry into a Material Definitive Agreement.

On August 2, 2021, The Sherwin-Williams Company ("Sherwin-Williams") entered into that certain Amended and Restated Credit Agreement (the "Amended Credit Agreement") with Goldman Sachs Bank USA ("Goldman"), as administrative agent, Goldman Sachs Mortgage Company ("GSMC"), as issuing bank, and the lenders party thereto. The Amended Credit Agreement amends and restates in its entirety that certain Credit Agreement, dated as of September 11, 2017 (as amended, the "Existing Credit Agreement"), among Sherwin-Williams, Goldman, as administrative agent, GSMC, as issuing bank, and the lenders party thereto. The primary purpose of the Amended Credit Agreement is to extend the maturity of $75,000,000 of the commitments available for borrowing and obtaining the issuance, renewal, extension and increase of a revolving letter of credit under the Existing Credit Agreement from December 20, 2022 to June 20, 2026.

Certain of the 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 expenses.

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 4.1 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.

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.

The following exhibits are filed with this Current Report on Form 8-K:





Exhibit
  No.                                Exhibit Description

4.1           Amended and Restated Credit Agreement, dated as of August 2, 2021,
            by and among The Sherwin-Williams Company, Goldman Sachs Bank USA, as
            administrative agent, Goldman Sachs Mortgage Company, as issuing bank,
            and the lenders party thereto.

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

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