SEC Form 4 · accession 0001016281-16-000175
CARRIAGE SERVICES INC · CSV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Melvin C Payne
Officer — CEO · Director
Period of report
Feb 23, 2016
Accepted (ET)
Feb 25, 2016 · 6:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001016281
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 1,305,503 | D | ||
| Common Stock | holding | — | — | — | 80,270 | I | daughter in same household | |
| Common Stock | holding | — | — | — | 3,518 | I | Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionsF1 | $20.44 | Feb 23, 2016 | A | 58,500 | A | — | Feb 23, 2026 | Common Stock | 58,500 | 58,500 | D |
| Performance AwardF2 | — | Feb 23, 2016 | A | 17,900 | A | — | Dec 31, 2020 | Common Stock | 17,900 | 17,900 | D |
| Stock OptionsF3 | $22.58 | holding | — | — | — | — | Feb 24, 2022 | Common Stock | 100,000 | 100,000 | D |
| Stock OptionsF4 | $20.49 | holding | — | — | — | — | Mar 3, 2019 | Common Stock | 100,000 | 100,000 | D |
| Stock OptionsF5 | $16.73 | holding | — | — | — | — | May 22, 2018 | Common Stock | 100,000 | 100,000 | D |
| Stock OptionsF6 | $5.70 | holding | — | — | — | — | Feb 28, 2021 | Common Stock | 27,419 | 27,419 | D |
Explanation of responses
- F1Stock Options granted pursuant to the Carriage Services, Inc. Second Amended and Restated 2006 Long-Term Incentive Plan which will vest 1/5 each year on 2/23/2017, 2/23/2018, 2/23/2019, 2/23/2020 and 2/23/2021. These stock options expire on 2/23/2026.
- F2Represents performance-based awards, payable in shares, granted under the Carriage Services, Inc. Second Amended and Restated 2006 Long-Term Incentive Plan. The award will vest (if at all) on December 31, 2020 provided that certain criteria surrounding Adjusted Consolidated EBITDA (Adjusted Earnings Before Interest Tax Depreciation and Amortization) and Relative Shareholder Return performance is achieved and the Reporting Person has remained continuously employed by Carriage through such date. The Relative Shareholder Return performance represents 75% of the award and the Adjusted Consolidated EBITDA performance represents 25% of the award.
- F3Stock Options granted pursuant to the Carriage Services, Inc. Second Amended and Restated 2006 Long-Term Incentive Plan which vested 1/3 on 2/24/2016, 1/3 will vest on 2/24/2017 and 1/3 on 2/24/2018. These stock options expire on 2/24/2022.
- F4Stock Options granted pursuant to the Carriage Services, Inc. Second Amended and Restated 2006 Long-Term Incentive Plan which vested 1/3 on 3/3/2015, 1/3 will vest on 3/3/2016 and 1/3 on 3/3/2017. These stock options expire on 3/3/2019.
- F5Stock Options grant pursuant to the Carriage Services, Inc. Amended and Restated 2006 Long-Term Incentive Plan which vested 1/3 on 05/22/2014, 1/3 on 05/22/2015 and 1/3 will vest on 05/22/2016. These stock options expire on 05/22/2018.
- F6Stock Option Grant pursuant to the Carriage Services, Inc. Amended and Restated 2006 Long-Term Incentive Plan of 44,702 options granted on 02/28/2011, of which 14,900 options vested on 2/28/2012 and 3,283 were exercised on 12/20/2012, 14,901 options vested on 2/28/2013 and were exercised on 11/06/2015 and 14,901 vested on 2/28/2014. These stock options expire on 02/28/2021.