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CARRIAGE SERVICES INC — Director's Dealing 2018
Sep 28, 2018
32526_dirs_2018-09-28_57af93b4-5ea4-4148-8895-c90755f674d2.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: CARRIAGE SERVICES INC (CSV)
CIK: 0001016281
Period of Report: 2018-09-26
Reporting Person: Phillips Shawn R (Senior Vice President)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2018-09-26 | Common Stock | M | 30000 | $20.26 | Acquired | 106946 | Direct |
| 2018-09-26 | Common Stock | D | 30000 | $21.79 | Disposed | 76946 | Direct |
| 2018-09-27 | Common Stock | S | 6500 | $21.65 | Disposed | 70446 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2018-09-26 | Stock Options | $20.26 | M | 30000 | Disposed | 2019-02-25 | Common Stock (30000.0) | Direct |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Stock Options | $25.43 | 2028-02-14 | Common Stock (16610.0) | 16610 | Direct |
| Performance Award | $ | 2022-12-31 | Common Stock (8840.0) | 8840 | Direct |
| Stock Options | $26.54 | 2027-03-21 | Common Stock (38600.0) | 38600 | Direct |
| Performance Award | $ | 2021-12-31 | Common Stock (8770.0) | 8770 | Direct |
| Stock Options | $20.06 | 2026-02-23 | Common Stock (16700.0) | 16700 | Direct |
| Stock Options | $22.58 | 2022-02-24 | Common Stock (35000.0) | 35000 | Direct |
| Performance Award | $ | 2020-12-31 | Common Stock (5200.0) | 5200 | Direct |
| Stock Options | $5.94 | 2022-03-05 | Common Stock (22674.0) | 22674 | Direct |
| Stock Options | $5.7 | 2021-02-28 | Common Stock (17913.0) | 17913 | Direct |
Footnotes
F1: Represents shares withheld on 9/26/2018 to cover option price and taxes associated with the exercise of stock options granted.
F2: Stock Option grant pursuant to the Carriage Services, Inc. Amended and Restated 2006 Long-Term Incentive Plan which vested 1/3 on 2/25/2015, 1/3 on 2/25/2016 and 1/3 on 2/25/2017. These stock options expire on 02/25/2019.
F3: Stock Options granted pursuant to the Carriage Services, Inc. 2017 Omnibus Plan which will vest 1/5 on 2/14/2019, 2/14/2020, 2/14/2021, 2/14/2022 and 2/14/2023. The options expire on 2/14/2028.
F4: Represents performance-based awards, payable in shares, granted under the Carriage Services, Inc. 2017 Omnibus Incentive Plan. The award will vest (if at all) on December 31, 2022 provided that certain criteria surrounding Adjusted Consolidated EBITDA (Adjusted Earnings Before Interest Tax Depreciation and Amortization) and Adjusted Consolidated EBITDA Margin performance is achieved and the Reporting Person has remained continuously employed by Carriage through such date. The Adjusted Consolidated EBITDA performance represents 50% of the award and the Adjusted Consolidated EBITDA Margin performance represents 50% of the award.
F5: Stock Options granted pursuant to the Carriage Services, Inc. Second Amended and Restated 2006 Long-Term Incentive Plan which vested 1/5 on 3/21/2018 and 1/5 will vest each year on 3/21/2019, 3/21/2020, 3/21/2021 and 3/21/2022. These stock options expire on 3/21/2027.
F6: Represents performance-based awards, payable in shares, granted under the Carriage Services, Inc. Second Amended and Restated 2006 Long-Term Incentive Plan. The award will vest (if at all) on December 31, 2021 provided that certain criteria surrounding Adjusted Consolidated EBITDA (Adjusted Earnings Before Interest Tax Depreciation and Amortization) and Adjusted Consolidated EBITDA Margin performance is achieved and the Reporting Person has remained continuously employed by Carriage through such date. The Adjusted Consolidated EBITDA performance represents 50% of the award and the Adjusted Consolidated EBITDA Margin performance represents 50% of the award.
F7: Stock Options granted pursuant to the Carriage Services, Inc. Second Amended and Restated 2006 Long-Term Incentive Plan which vested 1/5 on 2/23/2017, 1/5 on 2/23/2018 and 1/5 will vest on 2/23/2019, 2/23/2020 and 2/23/2021. These stock options expire on 2/23/2026.
F8: Stock Option grant pursuant to the Carriage Services, Inc. Amended and Restated 2006 Long-Term Incentive Plan which vested 1/3 on 2/24/2016, 1/3 on 2/24/2017 and 1/3 on 2/24/2018. These stock options expire on 02/24/2022.
F9: Represents performance-based awards, payable in shares, granted under the Carriage Services, Inc. Second Amended and Restated 2006 Long-Term Incentive Plan. The award will vest (if at all) on December 31, 2020 provided that certain criteria surrounding Adjusted Consolidated EBITDA (Adjusted Earnings Before Interest Tax Depreciation and Amortization) and Relative Shareholder Return performance is achieved and the Reporting Person has remained continuously employed by Carriage through such date. The Relative Shareholder Return performance represents 75% of the award and the Adjusted Consolidated EBITDA performance represents 25% of the award.
F10: Stock Options grant pursuant to the Carriage Services, Inc. Amended and Restated 2006 Long-Term Incentive Plan which vested 1/3 on 03/05/2013, 1/3 on 03/05/2014 and 1/3 on 03/05/2015. These stock options expire on 03/05/2022.
F11: Stock Options grant pursuant to the Carriage Services, Inc. Amended and Restated 2006 Long-Term Incentive Plan which vested 1/3 on 02/28/2012, 1/3 on 02/28/2013 and 1/3 on 02/28/2014. These stock options expire on 02/28/2021.