SEC Form 4 · accession 0001413614-26-000011
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
Aug 3, 2026
Accepted (ET)
Aug 5, 2026 · 4:05 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001624794
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Aug 3, 2026 | G | 1,864 | $0.00 | D | 65,736 | 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 RightsF2 | — | holding | — | — | — | — | — | Common Stock | 9,836 | 9,836 | D |
| Performance RightsF3 | — | holding | — | — | — | — | — | Common Stock | 8,004 | 8,004 | D |
| Performance RightsF4 | — | holding | — | — | — | — | — | Common Stock | 8,236 | 8,236 | D |
| Performance RightsF5 | — | holding | — | — | — | — | — | Common Stock | 9,186 | 9,186 | D |
| Restricted Stock UnitsF6 | — | holding | — | — | — | — | — | Common Stock | 19,685 | 19,685 | D |
Explanation of responses
- F1Represents shares that were transferred by bona fide gift to the Armes Family Foundation, a family charitable foundation in which the reporting person has no pecuniary interest. Following the gift, the reporting person disclaims beneficial ownership of the securities held by the foundation.
- F2Each 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.
- 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 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.
- 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, 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.
- 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 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.
- F6Each 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.