CSW Industrials (CSW) CEO sells 1,000 shares under 10b5-1 stock sale
Rhea-AI Filing Summary
CSW Industrials Chairman, President & CEO Joseph B. Armes reported a planned stock sale and updated equity holdings. On January 15, 2026, he sold 1,000 shares of CSW Industrials common stock at a weighted average price of $328.64 per share under a pre-established Rule 10b5-1 trading plan. The shares were sold in multiple trades at prices ranging from $324.04 to $333.26 per share.
Following the sale, Armes directly beneficially owns 62,526 common shares and indirectly owns 3,219 shares through an ESOP. He also holds several blocks of performance rights, each representing a contingent right to one share of common stock, totaling 8,004, 8,236, 12,422, and 18,372 underlying shares. These performance rights vest between 0% and 200% over performance cycles tied to CSW Industrials’ relative total shareholder return versus the Russell 2000 Index. In addition, he holds 19,685 restricted stock units that vest based on the successful recruitment and first-year employment of a successor Chief Executive Officer.
Positive
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Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 1,000 | $328.64 | $329K |
| holding | Performance Rights | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- The transaction reported was effected pursuant to a 10b5-1 trading plan established by the reporting person on September 12, 2024. The price reported is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $324.04 to $333.26, 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. Each 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. Each 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. Each 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, 2023, and ending on March 31, 2026, 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. Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest in two equal amounts, at a rate between 0% and 200%, during two performance cycles ending on each of March 31, 2026, and 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. Each 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 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.
FAQ
What insider transaction did CSW (CSW) report for Joseph B. Armes?
CSW Industrials reported that Chairman, President & CEO Joseph B. Armes sold 1,000 shares of common stock on January 15, 2026. The sale was reported as a disposition of non-derivative securities on a Form 4.
Was the CSW Industrials insider sale made under a Rule 10b5-1 plan?
Yes. The filing states that the transaction was effected pursuant to a Rule 10b5-1 trading plan that Armes established on September 12, 2024, indicating it was a pre-arranged sale rather than a discretionary trade at the time of execution.
What performance-based equity awards does the CSW Industrials CEO hold?
Armes holds multiple performance rights, each representing a contingent right to one share of common stock, with 8,004, 8,236, 12,422, and 18,372 underlying shares. These vest at 0% to 200% over three-year performance cycles tied to CSW Industrials’ relative total shareholder return versus the Russell 2000 Index, and may be settled in cash or shares at the company’s discretion.
What are the vesting conditions for the restricted stock units held by the CSW Industrials CEO?
The Form 4 explains that each restricted stock unit represents a contingent right to one share of common stock, and Armes holds 19,685 RSUs. 40% vest upon the successful recruitment and hiring of a successor Chief Executive Officer, and the remaining 60% vest upon that successor CEO’s first employment anniversary.