[Form 4] POWELL INDUSTRIES INC Insider Trading Activity

Rhea-AI Filing Summary

Powell Industries insider transactions: The Form 4 shows Vice President, Operations Frederick N. Mudge sold 600 shares of Powell Industries (POWL) on 09/30/2025 at an average price of $301.28 and acquired 400 shares on 10/01/2025 at an average price of $287.18. After these reported transactions, Mr. Mudge beneficially owns 24,788 shares, including shares subject to time-based vesting. The filing discloses price calculations: the sale price is the average of the high and low on 09/30/2025 and the purchase price is the average closing price for September 2025.

Positive

• Insider purchase of 400 shares at an average price of $287.18, indicating some direct buying activity by an officer
• Form 4 discloses vesting — ownership total of 24,788 shares explicitly includes time-based vested shares, improving transparency

Negative

• Insider sale of 600 shares at an average price of $301.28, resulting in a net decrease of 200 shares owned
• Net disposition (600 sold vs 400 purchased) reduces the officer's stake, which could be viewed negatively by some investors

Insights

Financial Analyst

TL;DR: Insider executed a small net disposition, with a subsequent purchase at a lower average price.

The reported sale of 600 shares followed by a purchase of 400 shares results in a net reduction of 200 shares held by the reporting officer, leaving total beneficial ownership at 24,788 shares. Transaction pricing notes are provided and appear formulaic rather than indicative of a negotiated block trade. Given the modest size of these transactions relative to typical institutional holdings, this filing is routine and provides limited new information about company fundamentals.

Corporate Governance Expert

TL;DR: Routine Section 16 disclosure showing both sale and purchase by an officer; no governance red flags apparent.

The Form 4 is properly structured, identifies the reporting person as an officer (Vice President, Operations) and discloses direct ownership and the presence of time-based vesting for some shares. The mix of sale and buyback could reflect personal liquidity or portfolio rebalancing. There are no indications in the filing of accelerated vesting, related-party transfers, or exemptions that would raise governance concerns.

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^*

MUDGE FREDERICK N

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice President, Operations

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		600	D	$301.28(1)	24,388(2)	D
Common Stock	10/01/2025	10/01/2025	A		400	A	$287.18(3)	24,788(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 Frederick N Mudge	10/02/2024
	** 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 the POWL insider report on Form 4?

The Form 4 reports a sale of 600 shares on 09/30/2025 at an average price of $301.28 and a purchase of 400 shares on 10/01/2025 at an average price of $287.18.

How many Powell Industries (POWL) shares does the reporting officer own after these transactions?

The reporting person beneficially owns 24,788 shares following the reported transactions, including shares subject to time-based vesting.

Who filed the Form 4 for Powell Industries (POWL)?

The Form 4 was filed for Frederick N. Mudge, identified as Vice President, Operations and a reporting officer of the company.

How were the transaction prices determined in the filing?

The filing states the sale price equals the average of the high and low on 09/30/2025, and the purchase price equals the average closing price from September 1–30, 2025.