Sec Form 4 Filing - Armes Joseph B @ CSW INDUSTRIALS, INC. - 2025-04-15

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Armes Joseph B 2. Issuer Name and Ticker or Trading Symbol CSW INDUSTRIALS, INC. [ CSWI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman, President & CEO (Last) (First) (Middle) 5420 LYNDON B JOHNSON FWY, STE. 500 3. Date of Earliest Transaction (MM/DD/YY) 04/15/2025 (Street) DALLAS, TX75240-1007 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 04/15/2025 S( 1 ) 65 D $ 295.16 ( 2 ) 67,457 D Common Stock 04/15/2025 S( 1 ) 160 D $ 296.06 ( 3 ) 67,297 D Common Stock 04/15/2025 S( 1 ) 78 D $ 296.93 ( 4 ) 67,219 D Common Stock 04/15/2025 S( 1 ) 385 D $ 298.19 ( 5 ) 66,834 D Common Stock 04/15/2025 S( 1 ) 149 D $ 299.21 ( 6 ) 66,685 D Common Stock 04/15/2025 S( 1 ) 139 D $ 300.03 ( 7 ) 66,546 D Common Stock 04/15/2025< /td> S( 1 ) 24 D $ 300.86 ( 8 ) 66,522 D Common Stock 3,143 I by ESOP

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Performance Rights ( 9 ) ( 9 ) ( 9 ) Common Stock 8,236 8,236 D Performance Rights ( 10 ) ( 10 ) ( 10 ) Common Stock 12,422 12,422 D Performance Rights ( 11 ) ( 11 ) ( 11 ) Common Stock 18,372 18,372 D Restricted Stock Units ( 12 ) ( 12 ) ( 12 ) Common Stock 19,685 19,685 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Armes Joseph B 5420 LYNDON B JOHNSON FWY STE. 500 DALLAS, TX75240-1007 X Chairman, President & CEO Signatures /s/Luke E. Alverson, Attorney in Fact 04/16/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The transaction reported was effected pursuant to a 10b5-1 trading plan established by the reporting person on September 12, 2024. ( 2 )The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $294.41 to $295.41, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. ( 3 )The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $295.46 to $296.46, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. ( 4 )The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $296.47 to $297.39, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. ( 5 )The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $297.65 to $298.65, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. ( 6 )The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $298.66 to $299.66, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. ( 7 )The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $299.67 to $300.67, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. ( 8 )The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $300.68 to $301.08, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. ( 9 )Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% during a three-year performance cycle beginning on April 1, 2024 and ending on March 31, 2027 based on the issuer's relative total shareholder return in comparison to the total shareholder return performance among the Russell 2000 Index over the performance cycle. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock. ( 10 )Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest at a rate between 0% and 200% during a three-year performance cycle beginning on April 1, 2023 and ending on March 31, 2026 based on the issuer's relative total shareholder return in comparison to the total shareholder return performance among the Russell 2000 Index over the performance cycle. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock. ( 11 )Each performance right represents a contingent right to receive one share of the issuer's common stock at vesting. The performance rights vest in two equal amounts, at a rate between 0% and 200%, during two performance cycles beginning April 1, 2021 ending on each of March 31, 2026 and 2027 based on the issuer's relative total shareholder return in comparison to the total shareholder return performance among the Russell 2000 Index over the performance cycle. The performance rights may be settled, at the issuer's discretion, in cash or shares of common stock. ( 12 )Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock at vesting. 40% of the restricted stock units vest no earlier than April 26, 2025 upon the successful recruitment and hiring of a successor Chief Executive Officer; the remaining 60% vest upon the successful first employment anniversary of a successor Chief Executive Officer.

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).

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