CSW Industrials CEO sells 1,500 shares under plan
CSW Industrials, Inc. Chairman, President & CEO Joseph B. Armes reported an open-market sale of 1,500 shares of common stock at a weighted average price of $279.5177 per share pursuant to a Rule 10b5-1 trading plan established on August 12, 2025.
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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 a weighted average price of $279.5177 per share pursuant to a Rule 10b5-1 trading plan established on August 12, 2025. Following this sale, he directly holds 69,100 common shares.
In addition, Armes has indirect ownership of 3,219 common shares through an ESOP. He also holds equity awards that can convert into common stock, including 19,685 restricted stock units and multiple tranches of performance rights tied to relative total shareholder return versus the Russell 2000 Index over multi-year performance cycles.
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 ($419K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 1,500 | $279.5177 | $419K |
| holding | Performance Rights | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 69,100 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 $278.14 to $280.115, 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: $279.5177 per share
Direct holdings after sale: 69,100 shares
+4 more
7 metrics
Shares sold
1,500 shares
Open-market sale of common stock on 2026-06-15
Sale price
$279.5177 per share
Weighted average sale price for 1,500-share transaction
Direct holdings after sale
69,100 shares
Common stock directly owned by CEO following transaction
Indirect ESOP holdings
3,219 shares
Common stock held indirectly through ESOP
Restricted stock units
19,685 underlying shares
RSUs convertible into common stock at vesting
Performance rights tranche
9,186 underlying shares
One performance-rights award with 0–250% vesting range
Additional performance rights
8,236; 8,004; 9,836 shares
Three further performance-rights awards tied to TSR vs Russell 2000
Key Terms
Rule 10b5-1 trading plan, performance rights, restricted stock unit, relative total shareholder return, +1 more
5 terms
Rule 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 Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
performance rights financial
"Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting."
Performance rights are conditional awards that give employees or executives the promise of receiving company shares or cash only if the business meets specific targets or survives for a set period. They work like a bonus you only get when certain goals are hit, so they matter to investors because they can increase the number of shares outstanding (dilution), signal management’s incentives and confidence in future results, and affect per-share earnings and valuation.
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 insider transaction did CSW Industrials (CSW) disclose for Joseph B. Armes?
CSW Industrials reported that CEO Joseph B. Armes sold 1,500 shares of common stock in an open-market transaction. The trade was executed at a weighted average price of $279.5177 per share and was made under a pre-established Rule 10b5-1 trading plan.
Was the CSW Industrials (CSW) insider sale made under a Rule 10b5-1 plan?
Yes. The filing states the transaction was effected pursuant to a Rule 10b5-1 trading plan established by the reporting person on August 12, 2025. Such plans pre-schedule trades, indicating the timing of this sale was set in advance rather than decided opportunistically.
What restricted stock units does the CSW Industrials (CSW) CEO hold and how do they vest?
The CEO holds 19,685 restricted stock units, each representing a contingent right to one common share at vesting. Forty percent vest upon successful recruitment of a successor CEO after April 26, 2025, and the remaining 60% vest on the successor CEO’s first employment anniversary.
How are CSW Industrials (CSW) performance rights structured for the CEO?
Each performance right can convert into one share of common stock at vesting, with an exercise price of $0. They vest between 0% and up to 250% or 200% over three-year performance cycles, based on CSW Industrials’ relative total shareholder return versus the Russell 2000 Index.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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