CSW Industrials (CSW) CEO sells 1,500 shares under 10b5-1 plan
Rhea-AI Filing Summary
CSW Industrials, Inc. Chairman, President & CEO Joseph B. Armes sold 1,500 shares of common stock in an open‑market transaction on April 15, 2026 at a weighted average price of $286.7671 per share. The sale was executed under a pre‑arranged Rule 10b5‑1 trading plan established on August 12, 2025, indicating it was scheduled in advance.
Following the sale, he directly holds 84,494 common shares and indirectly holds 3,219 shares through an ESOP. He also has performance rights tied to 8,004, 8,236 and 9,186 underlying shares and 19,685 restricted stock units, each representing a contingent right to receive one share at vesting, with payouts based on relative total shareholder return or successful CEO succession milestones.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 1,500 shares
Net Sell
6 txns
Insider
Armes Joseph B
Role
Chairman, President & CEO
Sold
1,500 shs ($430K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 1,500 | $286.7671 | $430K |
| holding | Performance Rights | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Performance Rights | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 84,494 shares (Direct);
Performance Rights — 25,426 shares (Direct);
Restricted Stock Units — 19,685 shares (Direct);
Common Stock — 3,219 shares (Indirect, by ESOP)
Footnotes (6)
- 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 $283.695 to $302.93, 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 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.
- 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, 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.
- 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 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.
- F6. 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: $286.7671 per share
Direct holdings after sale: 84,494 shares
+5 more
8 metrics
Shares sold
1,500 shares
Open-market sale on April 15, 2026
Sale price
$286.7671 per share
Weighted average sale price
Direct holdings after sale
84,494 shares
Common stock held directly post-transaction
Indirect ESOP holdings
3,219 shares
Common stock held indirectly by ESOP
Performance rights (cycle 2025-2028)
8,004 underlying shares
Three-year cycle beginning April 1, 2025
Performance rights (cycle 2024-2027)
8,236 underlying shares
Three-year cycle beginning April 1, 2024
Performance rights (cycle 2021-2027)
9,186 underlying shares
Performance cycle April 1, 2021 to March 31, 2027
Restricted stock units
19,685 underlying shares
Contingent rights vesting on CEO succession milestones
Key Terms
Rule 10b5-1 trading plan, performance rights, restricted stock unit, relative total shareholder return, +2 more
6 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.
Employee Stock Ownership Plan financial
"Common Stock ... total_shares_following_transaction 3219.0000 ... nature_of_ownership: by ESOP"
An employee stock ownership plan (ESOP) is a company-run program that gives workers ownership stakes by allocating or letting them buy company shares, often through a retirement-style account. For investors, ESOPs matter because they align employees’ incentives with company performance—like turning staff into shareholders—which can boost productivity and long-term value but may also concentrate employee retirement savings in company stock, affecting financial risk and share demand.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transaction did CSW Industrials (CSW) report for Joseph B. Armes?
CSW Industrials reported that CEO Joseph B. Armes sold 1,500 shares of common stock. The open‑market sale occurred on April 15, 2026 at a weighted average price of $286.7671 per share under a pre‑arranged Rule 10b5‑1 trading plan.
What performance rights does the CSW Industrials (CSW) CEO hold?
Joseph B. Armes holds performance rights linked to 8,004, 8,236 and 9,186 shares of common stock. These rights vest between 0% and 200% over multi‑year cycles based on CSW Industrials’ relative total shareholder return versus the Russell 2000 Index, and may settle in cash or stock.
How do the CSW Industrials (CSW) CEO’s restricted stock units vest?
Each restricted stock unit represents a contingent right to one CSW Industrials share. Of these units, 40% vest no earlier than April 26, 2025 upon successful recruitment and hiring of a successor CEO, while the remaining 60% vest after the successor CEO’s first employment anniversary.