POWELL THOMAS W 4

What Happened
Thomas W. Powell, a 10% owner of Powell Industries (POWL), disposed of 49,778 shares on 2026-03-19. The shares were valued at $502.23 each, for a total notional value of $25,000,005. The transaction is reported as a sale (Code S) but, per the filing, the Powell shares were contributed to an exchange fund in exchange for shares of that fund rather than a typical open-market cash sale.

Key Details

• Transaction date and price: 2026-03-19 at $502.23 per share.
• Shares transacted: 49,778; aggregate value reported as $25,000,005.
• Shares owned after transaction: Not specified in this filing.
• Footnotes of interest:
  • F1: Shares were contributed to an exchange fund; the $502.23/share valuation was used to determine exchange-fund shares issued to Powell.
  • F2: Some Powell shares are held by the KRP 2025 Revocable Trust for the reporting person’s spouse; the reporting person disclaims beneficial ownership of those trust-held shares.
  • F3: The reporting person generally disclaims beneficial ownership of certain securities except to the extent of any pecuniary interest.
• Filing timeliness: Report filed 2026-03-23 for a 2026-03-19 transaction; filing appears to be timely under Section 16 reporting rules.

Context
Contributing shares to an exchange fund is a form of non-cash disposition where the insider receives interests in a pooled investment vehicle rather than direct cash. Such transactions are commonly used for diversification or tax planning; the filing only reports the transfer and valuation and does not state Powell’s personal reasons. As a 10% owner (not necessarily an executive trade), this transfer is an ownership reallocation rather than an open-market sale signaling immediate liquidation.