CARRIAGE SERVICES INC — Director's Dealing 2022

Feb 25, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CARRIAGE SERVICES INC (CSV)
CIK: 0001016281
Period of Report: 2022-02-23

Reporting Person: PAYNE MELVIN C (Director, CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-02-23	Stock Options	$49.48	A	80000	Acquired	2032-02-23	Common Stock (80000.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1204419	Direct
Common Stock	4164	Indirect
Common Stock	24354	Indirect
Common Stock	4164	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Performance Award	$	2024-12-31	Common Stock (140476.0)	140476	Direct
Stock Options	$	2031-02-17	Common Stock (150000.0)	150000	Direct
Stock Options	$34.79	2031-02-17	Common Stock (150000.0)	150000	Direct
Stock Options	$25.43	2028-02-14	Common Stock (50000.0)	50000	Direct
Stock Options	$26.54	2027-03-21	Common Stock (116100.0)	116100	Direct
Stock Options	$20.06	2026-02-23	Common Stock (54545.0)	54545	Direct

Footnotes

F1: Stock Options granted on 2/23/2022 pursuant to the Carriage Services, Inc. 2017 Omnibus Incentive Plan that will vest in equal increments each year over the next seven years. These options expire on 2/23/2032.

F2: 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.

F3: Stock Options granted on 2/17/2021 pursuant to the Carriage Services, Inc. 2017 Omnibus Incentive Plan. 50,000 stock options vested on 12/8/2021 when the stock price reached $55.39 per share and 100,000 stock options would immediately vest upon the stock reaching a price of $77.34 per share, as long as each price is reached for three consecutive trading days during the 10 year option term. These options expire on 2/17/2031.

F4: Stock Options granted on 2/17/2021 pursuant to the Carriage Services, Inc. 2017 Omnibus Incentive Plan which vested 20% on 2/17/2022 and will vest in equal 20% increments each year over the next four years. These options expire on 2/17/2031.

F5: Stock Options granted pursuant to the Carriage Services, Inc. 2017 Omnibus Plan which vested 1/5 on 2/14/2019, 2/14/2020, 2/14/2021, 2/14/2022 and 1/5 will vest on 2/14/2023. The options expire on 2/14/2028.

F6: 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, 3/21/2020, 3/21/2021 and 1/5 will vest on 3/21/2022. These stock options expire on 3/21/2027.

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, 2/23/2018, 2/23/2019, 2/23/2020 and 2/23/2021. 3,955 stock options were exercised on 6/4/2021. These stock options expire on 2/23/2026.