Carriage Services (CSV) GC receives restricted stock and performance-based award

Rhea-AI Filing Summary

Mazzu Sam A. III reported acquisition or exercise transactions in this Form 4 filing.

Carriage Services executive Sam A. Mazzu III, VP, General Counsel and Secretary, reported equity awards tied to his compensation. He received a performance-based award covering 1,559 units, payable in shares, under the company’s 2017 Omnibus Incentive Plan. He was also granted 1,559 shares of common stock at a reference price of $44.08 per share, bringing his directly held common stock to 8,219 shares. The restricted stock grant will vest in equal annual installments over three years beginning on February 25, 2027. The performance award will vest, if at all, only if specified Adjusted Consolidated EBITDA performance metrics are achieved from the grant date through February 28, 2029 and certified by the Compensation Committee, subject to continued employment and the plan’s terms.

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^*

Mazzu Sam A. III

(Last) (First) (Middle)

3040 POST OAK BLVD

SUITE #300

(Street)

HOUSTON TX 77056

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CARRIAGE SERVICES INC [ CSV ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, GC & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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
Common Stock	02/25/2026		A		1,559(1)	A	$44.08	8,219	D

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
Performance Award	(2)	02/25/2026		A		1,559		(2)	02/28/2029	Common Stock	1,559	(2)	1,559	D

Explanation of Responses:

1. Restricted Stock grant pursuant to the Carriage Services, Inc. 2017 Omnibus Incentive Plan which will vest in equal increments each year over three years beginning 2/25/2027.

2. Represents a performance-based award, payable in shares, granted on February 25, 2026 under the Carriage Services, Inc. 2017 Omnibus Incentive Plan (the "Plan"). The award will vest (if at all) provided that certain pre-determined performance metrics related to the Issuer's Adjusted Consolidated EBITDA (Adjusted Earnings Before Interest Tax Depreciation and Amortization) are achieved during the period commencing on the grant date through February 28, 2029, and certified by the Issuer's Compensation Committee of the Board of Directors, subject to terms of the Plan, such award, and the Reporting Person remaining continuously employed by the Issuer through such date.

Remarks:

	/s/ Sam A. Mazzu III	02/27/2026
	** 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 CSV executive Sam A. Mazzu III report on this Form 4?

He reported receiving a performance-based equity award of 1,559 units and a grant of 1,559 shares of Carriage Services common stock as part of his compensation under the 2017 Omnibus Incentive Plan.

Is the Carriage Services (CSV) Form 4 transaction a stock purchase or an award?

The Form 4 reflects equity awards, not an open-market stock purchase. It includes a restricted stock grant and a performance-based award granted under Carriage Services’ 2017 Omnibus Incentive Plan as part of executive compensation.

How many Carriage Services shares does Sam A. Mazzu III hold after the Form 4 grants?

After the reported award, he directly holds 8,219 shares of Carriage Services common stock. This total includes the 1,559-share restricted stock grant dated February 25, 2026 under the company’s 2017 Omnibus Incentive Plan.

What are the vesting terms for the CSV restricted stock granted to Sam A. Mazzu III?

The restricted stock will vest in equal increments over three years, starting February 25, 2027. Each year, a portion of the 1,559 granted shares becomes fully owned if he continues meeting the plan’s employment conditions.

How does the performance-based award for CSV’s Sam A. Mazzu III vest?

The performance award, payable in shares, will vest only if pre-set Adjusted Consolidated EBITDA performance metrics are achieved from grant date through February 28, 2029 and certified by the Compensation Committee, subject to continued employment and plan terms.

What plan governs the equity awards reported in this CSV Form 4?

Both the restricted stock grant and the performance-based award were granted under the Carriage Services, Inc. 2017 Omnibus Incentive Plan, which sets the conditions, performance metrics, and vesting rules for these executive equity awards.