Armes Joseph B 4

What Happened
Joseph B. Armes, Chairman, President & CEO of CSW Industries (CSW), had multiple performance-based awards vest and be settled into common stock on April 2, 2026. The filing shows conversions of performance rights into a total of 64,360 shares (multiple award cycles converted at $0 exercise price). To satisfy tax withholding obligations, 16,284 of those shares were withheld (disposed) at a reported value of $260.34 per share, totaling about $4,239,377. Net of the withholding, Armes received approximately 48,076 new shares.

Key Details

• Transaction date: April 2, 2026; Form 4 filed April 7, 2026.
• Conversions (derivative/award exercises): 23,968; 18,784; 12,422; and 9,186 performance rights converted into common shares (exercise price $0).
• Tax withholding: 16,284 shares withheld/disposed at $260.34 each = ~$4.24M (code F).
• Footnotes: Awards were performance rights that vested based on relative total shareholder return vs. the Russell 2000 over multi-year cycles. Some cycles vested at above-target levels (e.g., 190.7% and 200% of target) and included dividend equivalent units that were settled in shares.
• Shares owned after the transaction: not specified in the provided filing excerpt.
• Filing timeliness: Form 4 was filed five calendar days after the April 2 transaction (filed April 7). Form 4s are generally required within two business days — this filing appears later than the typical reporting window.

Context

• These were award settlements (performance rights converting to shares), not open-market purchases or sales. The only disposition was share withholding to cover tax liabilities — a routine administrative step that does not indicate an outright market sale.
• For retail investors: receipt of shares from vested performance awards is compensation-related and reflects prior award grants and achieved performance criteria; it is not the same signal as an insider buying stock with personal cash.