[Form 4] Powell Industries Inc Insider Trading Activity

Rhea-AI Filing Summary

Christopher E. Cragg, a director of Powell Industries, reported a disposition of 225 shares of the company's common stock on 08/26/2025 under transaction code G with a reported price of $0, indicating a non‑sale disposition (e.g., gift). After the reported transaction, Mr. Cragg beneficially owns 12,410 shares; the filing notes those holdings include shares subject to a time‑based vesting provision.

The Form 4 was filed individually and signed by Power of Attorney Michael W. Metcalf on 08/27/2025. No derivative securities were reported and no other transactions or amendments are included in this filing.

Positive

• Continued insider ownership: Reporting person still beneficially owns 12,410 shares after the transaction
• No derivative activity: Table II shows no options, warrants, or other derivatives that could dilute shareholders

Negative

• Insider disposition: Director disposed of 225 shares on 08/26/2025
• Non‑monetary transfer reported: Transaction price shown as $0, which may indicate a gift or similar transfer reducing direct holdings

Insights

Corporate Governance Expert

TL;DR: A small, non‑sale disposition by a director that leaves a meaningful residual stake; likely routine and not materially market moving.

The reported code G with a price of $0 is consistent with a gift or other non‑sale transfer rather than a market sale, reducing Mr. Cragg's direct stake by 225 shares while retaining 12,410 shares including time‑vesting units. From a governance perspective, the filing documents continued insider alignment through ongoing holdings and does not indicate any broad change in ownership structure or control. The absence of derivative transactions further limits market impact.

Securities Analyst

TL;DR: Minor insider disposition with no proceeds reported; transaction appears routine and unlikely to affect valuation.

Only a single non‑derivative disposition of 225 common shares is recorded. The $0 price and code G should be interpreted as a non‑monetary transfer per Form 4 conventions. Remaining beneficial ownership of 12,410 shares provides continued insider exposure to equity performance. No options, grants, exercises, or purchases are disclosed, so there is no immediate liquidity or dilution signal from this filing.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

CRAGG CHRISTOPHER E

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025

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	08/26/2025	08/26/2025	G		225	D	$0	12,410(1)	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. Includes shares that have a time-based vesting provision.

Remarks:

	Michael W. Metcalf, Power of Attorney for Christopher E. Cragg	08/27/2025
	** 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 did Christopher E. Cragg report on Form 4 for POWL?

Mr. Cragg reported a disposition of 225 Powell Industries (POWL) common shares on 08/26/2025 under code G with a reported price of $0.

How many POWL shares does the reporting person own after the transaction?

The filing shows beneficial ownership of 12,410 shares following the reported transaction, including shares subject to time‑based vesting.

Does the Form 4 show any option exercises or derivative holdings for POWL?

No. Table II lists no derivative securities, indicating no options, warrants, or convertible instruments were acquired or disposed of in this filing.

What does transaction code G mean on a Form 4?

On Form 4, code G typically denotes a disposition that is a gift or other non‑sale transfer. The filing shows a price of $0, consistent with a non‑monetary transfer.

Who signed the Form 4 filing for Christopher E. Cragg?

The Form 4 was signed by Michael W. Metcalf as Power of Attorney for Christopher E. Cragg on 08/27/2025.