CSL Form 4: Director James Frias Receives 25 Dividend RSUs, Vested but Deferred

Rhea-AI Filing Summary

James D. Frias, a director of Carlisle Companies, reported the acquisition of 25 restricted stock units on 09/02/2025 related to the company's quarterly dividend. Each restricted stock unit represents a right to receive one share of Carlisle common stock. The restricted stock units were fully vested on the grant date but the vested shares will not be delivered until the reporting person's termination of service as a director. Following the reported transaction, Mr. Frias beneficially owns 8,590 shares of common stock directly.

Insights

Securities Analyst

TL;DR: Director received 25 dividend-paid RSUs that are vested but payable only upon termination; this is a routine, non-cash compensation adjustment.

The Form 4 documents a small, non-cash issuance of 25 restricted stock units credited to a director as part of Carlisle's dividend processing. The units are fully vested on grant, indicating no further service-based vesting conditions, but the shares are contractually payable only upon termination of director service, preserving alignment with long-term equity delivery practices. The transaction size (25 RSUs) is immaterial relative to the reported 8,590 shares held and to the company's outstanding equity, so it is unlikely to affect valuation or control.

Corporate Governance Expert

TL;DR: This reflects routine director compensation mechanics tied to dividends and deferred delivery, with no evident governance concern.

Granting restricted stock units in lieu of a cash dividend is a common practice to preserve equity-based compensation and reduce immediate share transfers. The report specifies the RSUs are vested but subject to delivery upon termination, which suggests a deferred settlement policy rather than a retention-based vesting schedule. There is no indication of acceleration, special grants, or departure-related payments in the filing. From a governance standpoint, the disclosure is standard and transparent for Section 16 reporting.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Frias James D

(Last) (First) (Middle)

C/O CARLISLE COMPANIES INCORPORATED

16430 N. SCOTTSDALE ROAD, SUITE 400

(Street)

SCOTTSDALE AZ 85254

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CARLISLE COMPANIES INC [ CSL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	09/02/2025		A		25(1)		(2)	(2)	Common Stock	25	$0	8,590	D

Explanation of Responses:

1. Represents additional restricted stock units acquired as a result of the quarterly dividend declared and paid by the issuer. Each restricted stock unit represents a right to receive one share of the issuer's common stock.

2. The restricted stock units were fully vested on the date of grant and the vested shares will be delivered to the reporting person upon the reporting person's termination of service as a director of the issuer.

Remarks:

	/s/ James D. Frias by Ronald P. Fuss, attorney-in-fact	09/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did James D. Frias report on the Form 4 for CSL?

He reported acquisition of 25 restricted stock units (RSUs) on 09/02/2025 related to the quarterly dividend.

How many shares does James D. Frias beneficially own after the transaction?

He beneficially owns 8,590 shares of Carlisle common stock directly after the reported transaction.

Are the restricted stock units immediately payable to Mr. Frias?

The RSUs were fully vested on the grant date but vested shares will be delivered only upon the reporting person's termination of service as a director.

Was any cash paid for the RSUs reported in the Form 4?

No cash price is reported; the filing shows the RSUs were issued at $0 in connection with the dividend.

Does this Form 4 indicate any unusual or large insider transaction?

No. The issuance of 25 RSUs is routine and immaterial relative to the director's total holdings reported.