Carriage Services (CSV) Form 4 CARRIAGE SERVICES / Paul Donald Elliott ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

Elliott Paul Donald

(Last) (First) (Middle)

3040 POST OAK BLVD.

SUITE 300

(Street)

HOUSTON TX 77056

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CARRIAGE SERVICES INC [ CSV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
Sr. VP and Regional Partner

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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								25,726(1)	D
Common Stock								6,029	I	Joint with spouse

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Stock Options	$49.48	02/23/2022		A		25,000		(2)	02/23/2032	Common Stock	25,000	(2)	25,000	D
Performance Award	(3)							(3)	12/31/2024	Common Stock	32,778		32,778	D
Stock Options	$34.79							(4)	02/17/2031	Common Stock	50,000		50,000	D
Stock Options	$25.43							(5)	02/14/2028	Common Stock	16,610		16,610	D
Stock Options	$26.54							(6)	03/21/2027	Common Stock	38,600		38,600	D
Stock Options	$20.06							(7)	02/23/2026	Common Stock	17,300		17,300	D

Explanation of Responses:

1. Includes 12,500 shares purchased through the 401(K) on 8/21/14.

2. 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.

3. 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.

4. 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.

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

6. 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, 1/5 on 3/21/2019, 1/5 on 3/21/2020, 1/5 on 3/21/2021 and 1/5 will vest on 3/21/2022. These stock options expire on 3/21/2027.

7. 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 vested on 2/23/2018, 1/5 vested on 2/23/2019, 1/5 vested on 2/23/2020 and 1/5 vested on 2/23/2021. These stock options expire on 2/23/2026.

Remarks:

	/s/ Paul D. Elliott	02/25/2022
	** Signature of Reporting Person	Date
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).
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