SEC Form 4 · accession 0001016281-16-000183
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
Mar 3, 2016
Accepted (ET)
Mar 4, 2016 · 4:41 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 StockF1 | Mar 3, 2016 | F | 5,169 | $20.78 | D | 1,300,334 | D | |
| Common Stock | Mar 3, 2016 | G | 800 | $20.78 | D | 1,299,534 | D | |
| Common Stock | holding | — | — | — | 3,518 | I | Spouse | |
| Common Stock | holding | — | — | — | 80,270 | I | daughter in same household |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionsF2 | $20.06 | holding | — | — | — | — | Feb 23, 2026 | Common Stock | 58,500 | 58,500 | D |
| Performance AwardF3 | — | holding | — | — | — | — | Dec 31, 2020 | Common Stock | 17,900 | 17,900 | D |
| Stock OptionsF4 | $22.58 | holding | — | — | — | — | Feb 24, 2022 | Common Stock | 100,000 | 100,000 | D |
| Stock OptionsF5 | $20.49 | holding | — | — | — | — | Mar 3, 2019 | Common Stock | 100,000 | 100,000 | D |
| Stock OptionsF6 | $16.73 | holding | — | — | — | — | May 22, 2018 | Common Stock | 100,000 | 100,000 | D |
| Stock OptionsF7 | $5.70 | holding | — | — | — | — | Feb 28, 2021 | Common Stock | 27,419 | 27,419 | D |
Explanation of responses
- F1Represents shares withheld on March 3, 2016 to cover taxes associated with the vesting of shares of restricted stock granted on March 3, 2014.
- F2Stock 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.
- F3Represents 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.
- F4Stock 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.
- F5Stock 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 on 3/3/2016 and 1/3 will vest on 3/3/2017. These stock options expire on 3/3/2019.
- F6Stock 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.
- F7Stock Options 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 02/28/2012 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 options vested on 2/28/2014. These stock options expire on 02/28/2021.