CSW CEO sells 1,500 shares in preset trade plan
CSW INDUSTRIALS, INC.
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Form Type
4
Rhea-AI Filing Summary
CSW INDUSTRIALS, INC. Chairman, President & CEO Joseph B. Armes reported an open-market sale of 1,500 shares of common stock at an average price of $283.9422 per share, executed under a pre-arranged Rule 10b5-1 trading plan.
After the sale, he directly holds 70,600 common shares and also has 3,219 shares held indirectly through an ESOP. In addition, he holds 19,685 restricted stock units and multiple tranches of performance rights tied to future relative total shareholder return versus the Russell 2000 Index, which may settle in cash or shares if performance and vesting conditions are met.
Insider Trade Summary 10b5-1
Net Seller: 1,500 shares
Net Sell
7 txns
Insider
Armes Joseph B
Role
Chairman, President & CEO
Sold
1,500 shs ($426K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 1,500 | $283.9422 | $426K |
| holding | Performance Rights | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 70,600 shares (Direct);
Performance Rights — 35,262 contracts (Direct);
Restricted Stock Units — 19,685 contracts (Direct);
Common Stock — 3,219 shares (Indirect, by ESOP)
Footnotes (7)
- F1. The transaction reported was effected pursuant to a 10b5-1 trading plan established by the reporting person on August 12, 2025.
- F2. The price reported is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $281.565 to $284.75, 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.
- F3. 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 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.
- F4. 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.
- F5. 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.
- F6. 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 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.
- F7. 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 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.
Key Figures
Shares sold: 1,500 shares
Sale price: $283.9422 per share
Direct common shares after sale: 70,600 shares
+5 more
8 metrics
Shares sold
1,500 shares
Open-market sale of common stock
Sale price
$283.9422 per share
Weighted average sale price
Direct common shares after sale
70,600 shares
Common stock directly held post-transaction
Indirect ESOP shares
3,219 shares
Common stock held indirectly by ESOP
Restricted stock units
19,685 units
Each unit convertible into one common share at vesting
Performance rights tranche
9,186 underlying shares
One of several performance rights awards outstanding
Performance rights tranche
8,236 underlying shares
Another performance rights award outstanding
Performance rights tranche
9,836 underlying shares
Additional performance rights award outstanding
Key Terms
10b5-1 trading plan, performance right, restricted stock unit, relative total shareholder return, +1 more
5 terms
10b5-1 trading plan financial
"The transaction reported was effected pursuant to a 10b5-1 trading plan established by the reporting person on August 12, 2025."
A 10b5-1 trading plan is a pre-arranged strategy that allows company insiders to buy or sell company stock at set times, regardless of their current knowledge about the company's situation. It acts like a scheduled appointment for trading, helping prevent the appearance of impropriety or insider trading. This plan provides a way for insiders to sell or buy shares in a controlled, transparent manner, offering reassurance to investors about fair trading practices.
performance right financial
"Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting."
restricted stock unit financial
"Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock at vesting."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Russell 2000 Index financial
"in comparison to the total shareholder return performance among the Russell 2000 Index over the performance cycle."
A stock-market benchmark that tracks about 2,000 small-cap U.S. companies, the Russell 2000 gives a snapshot of how smaller publicly traded firms are performing. Investors use it like a thermometer or yardstick for the small-company segment of the market—funds and portfolio managers compare returns to it, and its movements can signal changes in economic risk appetite or growth expectations; it is weighted so larger small companies have a bigger influence on the index.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did CSW (CSW) CEO Joseph B. Armes report in this Form 4?
Joseph B. Armes reported an open-market sale of 1,500 CSW INDUSTRIALS common shares at an average price of $283.9422 per share. The filing also updates his remaining direct and indirect shareholdings and his outstanding restricted stock units and performance rights.
What restricted stock units does the CSW (CSW) CEO hold according to this filing?
The CEO holds 19,685 restricted stock units, each representing a contingent right to receive one CSW common share at vesting. Vesting is tied to successfully recruiting and hiring a successor CEO and that successor’s first employment anniversary, with 40% and 60% vesting tranches respectively.
How are the CSW (CSW) CEO’s performance rights structured in this Form 4?
Each performance right represents a contingent right to receive one CSW common share, vesting over three-year performance cycles. Payouts range between 0% and 200–250% based on relative total shareholder return versus the Russell 2000 Index and may be settled in cash or shares at the issuer’s discretion.
Over what periods do CSW (CSW) performance rights in this filing measure performance?
The performance rights are tied to several three-year cycles beginning April 1 of 2021, 2024, 2025, and 2026, ending between March 31, 2027 and March 31, 2029. Relative total shareholder return against the Russell 2000 Index determines the ultimate vesting percentage within each cycle.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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