CARRIAGE SERVICES INC — Director's Dealing 2023

May 25, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CARRIAGE SERVICES INC (CSV)
CIK: 0001016281
Period of Report: 2023-05-23

Reporting Person: Elliott Paul Donald (Sr. VP and Regional Partner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-05-23	Common Stock	M	17300	$20.06	Acquired	51173	Direct
2023-05-23	Common Stock	F	13388	$27.43	Disposed	37785	Direct
2023-05-23	Common Stock	S	3894	$27.78	Disposed	33891	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-05-23	Stock Options	$20.06	M	17300	Disposed	2026-02-23	Common Stock (17300.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6029	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options	$32.69	2033-02-22	Common Stock (16200.0)	16200	Direct
Stock Options	$49.48	2032-02-23	Common Stock (25000.0)	25000	Direct
Performance Award	$	2024-12-31	Common Stock (45255.0)	45255	Direct
Stock Options	$34.79	2031-02-17	Common Stock (50000.0)	50000	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

Footnotes

F1: Represents shares withheld on 5/23/2023 to cover the option price and taxes associated with the exercise of stock options.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.60 to $27.94, inclusive. The reporting person undertakes to provide to theIssuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, on request, full information regarding the number of shares sold at each separate price.

F3: Stock Options granted on 2/23/2016 pursuant to the Carriage Services, Inc. Second Amended and Restated 2006 Long-Term Incentive Plan which vested in equal increments each year over five years beginning 2/23/2017. 17,300 options were exercised on 5/23/2023.

F4: Stock Options granted on 2/22/2023 pursuant to the Carriage Services, Inc. 2017 Omnibus Incentive Plan which will vest in equal increments each year over three years beginning 2/22/2024.

F5: Stock Options granted on 2/23/2022 pursuant to the Carriage Services, Inc. 2017 Omnibus Incentive Plan which will vest in equal increments each year over seven years beginning 2/23/2023.

F6: Represents maximum number of 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 targets for a sustained period beginning on the grant date and ending on December 31, 2024.

F7: Stock Options granted on 2/17/2021 pursuant to the Carriage Services, Inc. 2017 Omnibus Incentive Plan which will vest in equal increments each year over five years beginning 2/17/2022.

F8: Stock Options granted on 2/14/2018 pursuant to the Carriage Services, Inc. 2017 Omnibus Plan which vested in equal increments each year over five years beginning 2/14/2019.

F9: Stock Options granted on 3/21/2017 pursuant to the Carriage Services, Inc. Second Amended and Restated 2006 Long-Term Incentive Plan which vested in equal increments each year over five years beginning 3/21/2018.