SEC Form 4 · accession 0001413614-26-000010
CSW INDUSTRIALS, INC. · CSW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph B Armes
Officer — Chairman, President & CEO · Director
Period of report
Jul 15, 2026
Accepted (ET)
Jul 16, 2026 · 4:05 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001624794
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Jul 15, 2026 | S | 1,500 | $289.9472 | D | 67,600 | D | |
| Common Stock | holding | — | — | — | 3,219 | I | by ESOP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance RightsF3 | — | holding | — | — | — | — | — | Common Stock | 9,836 | 9,836 | D |
| Performance RightsF4 | — | holding | — | — | — | — | — | Common Stock | 8,004 | 8,004 | D |
| Performance RightsF5 | — | holding | — | — | — | — | — | Common Stock | 8,236 | 8,236 | D |
| Performance RightsF6 | — | holding | — | — | — | — | — | Common Stock | 9,186 | 9,186 | D |
| Restricted Stock UnitsF7 | — | holding | — | — | — | — | — | Common Stock | 19,685 | 19,685 | D |
Explanation of responses
- F1The transaction reported was effected pursuant to a 10b5-1 trading plan established by the reporting person on August 12, 2025.
- F2The price reported is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $288.35 to $291.95, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
- F3Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 250% during a three-year performance cycle beginning on April 1, 2026 and ending on March 31, 2029 based on the issuer's relative total shareholder return in comparison to the total shareholder return performance among the Russell 2000 Index over the performance cycle. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock.
- F4Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% during a three-year performance cycle beginning on April 1, 2025, and ending on March 31, 2028, based on the issuer's relative total shareholder return in comparison to the total shareholder return performance among the Russell 2000 Index over the performance cycle. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock.
- F5Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% during a three-year performance cycle beginning on April 1, 2024, and ending on March 31, 2027, based on the issuer's relative total shareholder return in comparison to the total shareholder return performance among the Russell 2000 Index over the performance cycle. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock.
- F6Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200%, during a performance cycle beginning April 1, 2021 and ending on March 31, 2027 based on the issuer's relative total shareholder return in comparison to the total shareholder return performance among the Russell 2000 Index over the performance cycle. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock.
- F7Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock at vesting. 40% of the restricted stock units vest no earlier than April 26, 2025 upon the successful recruitment and hiring of a successor Chief Executive Officer; the remaining 60% vest upon the successful first employment anniversary of a successor Chief Executive Officer.