[8-K] CSW Industrials, Inc Reports Material Event

Rhea-AI Filing Summary

CSW Industrials announced that on August 26, 2025 the Board promoted Fang Wang from Vice President, Corporate Controller to Vice President and Chief Accounting Officer, designating her as the companys principal accounting officer under the Exchange Act. James Perry ceased serving as principal accounting officer but continues as the companys principal financial officer. Ms. Wang, age 48, joined CSW in December 2018, became VP, Corporate Controller in November 2020, is a New York CPA, and holds a bachelors in Accounting and a masters in Economics. The company reported no related-party arrangements or family relationships requiring disclosure. On August 28, 2025 CSW held its 2025 Annual Meeting with 15,708,253 shares present, representing 93.47% of 16,804,781 shares outstanding as of the July 10, 2025 record date; director nominees were elected, with vote details presented in the proxy statement.

Insights

Financial Analyst

TL;DR: Internal promotion of an experienced CPA stabilizes accounting leadership; annual meeting showed strong shareholder turnout.

The appointment of Fang Wang as Chief Accounting Officer is an internal succession that preserves continuity in accounting and reporting functions. Her background as a CPA with Big Four experience and multi-year tenure at CSW suggests institutional knowledge and technical competence, reducing operational risk around financial close and SEC reporting. James Perry remaining as principal financial officer keeps financial strategy continuity. The reported 93.47% turnout at the annual meeting indicates high shareholder engagement, which can support governance stability. The excerpt does not include full vote tallies or any compensation or transition terms, so material financial impact cannot be assessed from the provided text.

Corporate Governance Expert

TL;DR: Governance practices appear orderly with clear disclosure of officer roles and no related-party issues disclosed.

The filing discloses an internally promoted accounting chief and explicitly states there are no arrangements or family relationships requiring disclosure, which aligns with good governance transparency. Retaining the CFO as principal financial officer while appointing a separate principal accounting officer clarifies responsibilities for financial controls and reporting under Section 16. High shareholder participation at the annual meeting supports robust governance engagement. The filing excerpt omits detailed vote counts for the director elections within the provided text, limiting assessment of shareholder support margins.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): August 26, 2025

CSW INDUSTRIALS, INC.

(Exact name of registrant as specified in charter)

 

Delaware

001-37454

47-2266942

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

5420 Lyndon B. Johnson Freeway, Suite 500

Dallas, Texas 75240

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (214) 884-3777

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

CSW

New York Stock Exchange

 Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 26, 2025, the Board of Directors (the “Board”) of CSW Industrials, Inc., a Delaware corporation (the “Company”), promoted Fang Wang, the Company’s current Vice President, Corporate Controller, to the position of Vice President and Chief Accounting Officer. In such role, Ms. Wang will serve as the Company’s "principal accounting officer" for purposes of Section 16 of the Securities Exchange Act of 1934 (the “Exchange Act”). Effective upon Ms. Wang’s appointment, James Perry, the Company’s existing Executive Vice President and Chief Financial Officer, ceased to serve as the Company’s “principal accounting officer”, and remains as the Company’s “principal financial officer” for purposes of Section 16 of the Exchange Act.

Ms. Wang, age 48, joined the Company in December 2018 as Assistant Corporate Controller and assumed roles of increasing responsibility. She was promoted to Vice President, Corporate Controller in November 2020. Prior to joining the Company, Ms. Wang served as Director of Accounting and Reporting at Service King, a privately-held collision-repair company and, prior to that, Ms. Wang spent 10 years with KPMG, a global accounting firm, with increasing responsibility and a focus on publicly traded companies in the consumer and industrial products industry. Ms. Wang is a certified public accountant in the State of New York and holds a bachelor’s degree in Accounting from Beijing Technology and Business University, and a master’s degree in Economics from Tufts University. She is a member of the American Institute of Certified Public Accountants.

There are no arrangements or understandings between Ms. Wang and any other persons pursuant to which she was appointed as Vice President and Chief Accounting Officer. There are no family relationships among any of the Company’s directors or executive officers and Ms. Wang, nor is Ms. Wang a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated under the Exchange Act.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On August 28, 2025, the Company held its 2025 Annual Meeting of Shareholders (the “Meeting”). At the Meeting, the number of shares present was 15,708,253, representing 93.47% of the 16,804,781 shares issued and outstanding that were entitled to vote on July 10, 2025, the record date for the Meeting.

Three items of business were submitted to shareholders at the Meeting. The voting results for each proposal are set forth below. Percentages shown are calculated in accordance with the methodology for counting votes for each proposal as described in the proxy statement related to the Meeting.

1.Election of Directors. The director nominees listed below were duly elected at the Meeting for a one-year term expiring in 2026 pursuant to the following votes:

Nominee			Votes For			Votes Withheld			Broker Non-Votes
Joseph Armes			14,210,659 (96.61%)			498,384 (3.39%)			999,210
Darron Ash			14,685,079 (99.84%)			23,964 (0.16%)			999,210
Michael Gambrell			13,768,998 (93.61%)			940,045 (6.39%)			999,210
Bobby Griffin			14,238,232 (96.80%)			470,811 (3.20%)			999,210
Terry Johnston			14,351,092 (97.57%)			357,951 (2.43%)			999,210
Linda Livingstone			14,244,356 (96.84%)			464,687 (3.16%)			999,210
Anne Motsenbocker			14,686,679 (99.85%)			22,364 (0.15%)			999,210
Kent Sweezey			14,612,361 (99.34%)			96,682 (0.66%)			999,210

2.Advisory Vote on Executive Compensation. The proposal for approval, on an advisory basis, of the compensation of the Company’s named executive officers received the following votes:

Votes FOR:			14,162,450 (96.34%)
Votes AGAINST:			536,753 (3.65%)
Votes ABSTAINED:			9,840
Broker Non-Votes:			999,210

3.Ratification of Independent Registered Public Accounting Firm. Grant Thornton LLP was ratified to serve as the Company’s independent registered public accounting firm for fiscal 2026 pursuant to the following votes:

Votes FOR:			15,661,116 (99.71%)
Votes AGAINST:			44,071 (0.28%)
Votes ABSTAINED:			3,066
Broker Non-Votes:			0

No other matters were voted on at the Meeting.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: September 2, 2025

 

By:						/s/ Luke E. Alverson
Name:						Luke E. Alverson
Title:						Senior Vice President, General Counsel & Secretary

FAQ

Who was appointed Chief Accounting Officer at CSWI?

Fang Wang was promoted to Vice President and Chief Accounting Officer effective August 26, 2025.

What position does James Perry hold after the appointment?

James Perry ceased serving as principal accounting officer and remains the companys principal financial officer.

What are Fang Wangs qualifications?

Ms. Wang is a New York CPA with a bachelors in Accounting from Beijing Technology and Business University and a masters in Economics from Tufts University; she joined CSW in December 2018.

How many shares were present at CSWs 2025 Annual Meeting?

15,708,253 shares were present, representing 93.47% of the 16,804,781 shares outstanding as of the July 10, 2025 record date.

Were any related-party transactions or family relationships disclosed regarding the appointment?

No; the filing states there are no arrangements or family relationships requiring disclosure.