[Form 4] POWELL INDUSTRIES INC Insider Trading Activity

Rhea-AI Filing Summary

Brett A. Cope, President & CEO and director of Powell Industries (POWL), reported a sale of 3,900 common shares on 09/30/2025 and a subsequent purchase of 1,900 common shares on 10/01/2025. The sale was reported at an average price of $301.28 per share and reduced his beneficial holdings to 143,571 shares. The later purchase was reported at an average price of $287.18 per share and increased his beneficial holdings to 145,471 shares. The filing notes that some reported shares include time-based vesting and clarifies the prices represent specified averaging methods. The Form 4 was signed by Michael W. Metcalf as power of attorney on 10/01/2025.

Positive

• Insider purchase of 1,900 shares on 10/01/2025 at an average price of $287.18, increasing beneficial ownership to 145,471 shares
• Form 4 includes clear disclosure of pricing methodology and vesting, improving transparency for investors

Negative

• Insider sale of 3,900 shares on 09/30/2025 at an average price of $301.28, reducing beneficial ownership to 143,571 shares

Insights

Financial Analyst

TL;DR: Insider sold 3,900 shares then bought 1,900 shares; net decrease of 2,000 shares, modest in size versus total holdings.

The transactions show a net reduction in beneficial ownership by 2,000 shares following a sale at an average of $301.28 and a purchase at an average of $287.18. These trades were executed on consecutive business days and include vested and time‑vested holdings in the totals reported. For investors, this pattern signals routine liquidity management rather than a clearly material change in control or firm economics because the filing discloses only share counts and average prices without any indication of larger corporate developments.

Corporate Governance Expert

TL;DR: Reporting complies with Section 16 filing requirements; transactions are standard and properly documented via POA signature.

The Form 4 identifies the reporting person as both an officer (President & CEO) and director and records the required details: transaction dates, transaction codes (F for disposition, A for acquisition), quantities, and pricing conventions. The filing notes average-price methodologies and time‑based vesting in holdings, which is appropriate disclosure. The signature by a power of attorney on 10/01/2025 satisfies procedural requirements.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

COPE BRETT ALAN

(Last) (First) (Middle)

8550 MOSLEY ROAD

(Street)

HOUSTON TX 77075

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
POWELL INDUSTRIES INC [ POWL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/30/2025	09/30/2025	F		3,900	D	$301.28(1)	143,571(2)	D
Common Stock	10/01/2025	10/01/2025	A		1,900	A	$287.18(3)	145,471(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the average of the high and low stock price on 09/30/2025.

2. Includes shares that have a time-based vesting provision.

3. Represents the average closing stock price from September 1, 2025 - September 30, 2025.

Remarks:

	Michael W. Metcalf, Power of Attorney for Brett A. Cope	10/01/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transactions did Brett A. Cope report on the POWL Form 4?

He reported a sale of 3,900 shares on 09/30/2025 at an average of $301.28 and an acquisition of 1,900 shares on 10/01/2025 at an average of $287.18.

What were Brett Cope's beneficial holdings after the reported trades?

Following the sale his holdings were 143,571 shares; after the subsequent purchase they were 145,471 shares.

Do the Form 4 disclosures mention vesting or special share conditions?

Yes. The filing states the total includes shares that have a time-based vesting provision.

Who signed the Form 4 filing for Brett A. Cope?

The Form 4 was signed by Michael W. Metcalf as Power of Attorney for Brett A. Cope on 10/01/2025.

What pricing methods are used in the Form 4?

The sale price represents the average of the high and low on 09/30/2025; the purchase price represents the average closing price for September 2025.