CARRIAGE SERVICES INC — Director's Dealing 2020

Aug 11, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CARRIAGE SERVICES INC (CSV)
CIK: 0001016281
Period of Report: 2020-08-07

Reporting Person: Phillips Shawn R (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-08-07	Common Stock	M	17913	$5.70	Acquired	83433	Direct
2020-08-07	Common Stock	F	5759	$23.07	Disposed	77674	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-08-07	Stock Options	$5.7	M	17913	Disposed	2021-02-28	Common Stock (17913.0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Performance Award	$	2024-12-31	Common Stock (13974.0)	13974	Direct
Stock Options	$25.43	2028-02-14	Common Stock (16610.0)	16610	Direct
Stock Options	$26.54	2027-03-21	Common Stock (38600.0)	38600	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
Stock Options	$5.94	2022-03-05	Common Stock (22674.0)	22674	Direct

Footnotes

F1: Represents shares withheld on 08/07/2020 to cover the option price and the tax liability associated with the exercise of stock options granted on 02/28/2011

F2: 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. 17,913 shares were exercised on 8/7/2020. These stock options expire on 02/28/2021.

F3: Represents performance awards, payable in shares on December 31, 2024 granted under the Carriage Services, Inc. 2017 Omnibus Incentive Plan. The award will vest (if at all) on December 31, 2024 provided that the Company's common stock reaches one of five pre-determined growth targets for a sustained period beginning on the grant date of May 19, 2020 and ending on December 31, 2024.

F4: Stock Options granted pursuant to the Carriage Services, Inc. 2017 Omnibus Plan which vested 1/5 on 2/14/2019 and 2/14/2020 and 1/5 will vest on 2/14/2021, 2/14/2022 and 2/14/2023. The options expire on 2/14/2028.

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, 3/21/2019 and 3/21/20 and 1/5 will vest on 3/21/2021 and 3/21/2022. These stock options expire on 3/21/2027.

F6: 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, 2/23/2018, 2/23/2019 and 2/23/2020 and 1/5 will vest on 2/23/2021. These stock options expire on 2/23/2026.

F7: 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, 2/24/2017 and 2/24/2018. These stock options expire on 02/24/2022.

F8: 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, 03/05/2014 and 03/05/2015. These stock options expire on 03/05/2022.