CSW INDUSTRIALS, INC. 1,100,000 Shares of Common Stock (Including 165,000 Option Shares) Underwriting AgreementUnderwriting Agreement • September 9th, 2024 • CSW Industrials, Inc. • Adhesives & sealants • New York
CSW Industrials, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 1,100,000 shares of common stock, par value $0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 165,000 shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
SECOND AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 20th, 2021 • CSW Industrials, Inc. • Adhesives & sealants • New York
FIRST AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 15, 2017 (as it may be amended, restated, supplemented or otherwise modified from time to time, this "Agreement"), among CSW INDUSTRIALS HOLDINGS, INC. and WHITMORE MANUFACTURING, LLC, formerly known as The Whitmore Manufacturing Company, as Borrowers, the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
FORM OF DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer Indemnification Agreement • August 28th, 2015 • CSW Industrials, Inc. • Adhesives & sealants • Delaware
This Director and Officer Indemnification Agreement, dated as of (this “Agreement”), is made by and between CSW Industrials, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
FIRST AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 15, 2017, among CSW INDUSTRIALS HOLDINGS, INC. and WHITMORE MANUFACTURING, LLC (formerly known as The Whitmore Manufacturing Company), as Borrowers THE LENDERS PARTY HERETO JPMORGAN...Credit Agreement • September 19th, 2017 • CSW Industrials, Inc. • Adhesives & sealants • New York
FIRST AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 15, 2017 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among CSW INDUSTRIALS HOLDINGS, INC. and WHITMORE MANUFACTURING, LLC, formerly known as The Whitmore Manufacturing Company, as Borrowers, the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
DISTRIBUTION AGREEMENT BY AND BETWEEN CAPITAL SOUTHWEST CORPORATION AND CSW INDUSTRIALS, INC. DATED AS OF SEPTEMBER 8, 2015Distribution Agreement • September 9th, 2015 • CSW Industrials, Inc. • Adhesives & sealants • Delaware
This Distribution Agreement (this “Agreement”) is dated as of September 8, 2015, by and between Capital Southwest Corporation, a Texas corporation (“Capital Southwest”), and CSW Industrials, Inc., a Delaware corporation and a wholly-owned subsidiary of Capital Southwest (“CSWI” and, together with Capital Southwest, the “Parties”).
AMENDED AND RESTATED EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN CAPITAL SOUTHWEST CORPORATION AND CSW INDUSTRIALS, INC. DATED AS OF SEPTEMBER 14, 2015Employee Matters Agreement • November 16th, 2015 • CSW Industrials, Inc. • Adhesives & sealants • Delaware
This Amended and Restated Employee Matters Agreement, dated as of September 14, 2015 (the “Agreement”), is by and between Capital Southwest Corporation, a Texas corporation (“Capital Southwest”), and CSW Industrials, Inc., a Delaware corporation (“CSWI,” and together with Capital Southwest, the “Parties”).
TAX MATTERS AGREEMENTTax Matters Agreement • September 9th, 2015 • CSW Industrials, Inc. • Adhesives & sealants • Delaware
This Tax Matters Agreement (the “Agreement”), dated as of September 8, 2015, is by and among Capital Southwest Corporation, a Delaware corporation (“Capital Southwest”), and CSW Industrials, Inc., a Delaware corporation (“CSWI”). Each of Capital Southwest and CSWI is sometimes referred to as a “Party,” and, collectively, as the “Parties.”
CSW INDUSTRIALS, INC. Time Vested Restricted Share Award AgreementTime Vested Restricted Share Award Agreement • February 8th, 2018 • CSW Industrials, Inc. • Adhesives & sealants
CSW Industrials, Inc. (the “Company”) hereby awards to [ ] (the “Participant”) the number of shares of the presently authorized but unissued Common Shares, $0.01 par value per share, of the Company (the “Restricted Shares”) set forth above pursuant to the CSW Industrials, Inc. Amended and Restated 2015 Equity and Incentive Compensation Plan (the “Plan”). The Restricted Shares granted pursuant to this Award Agreement are subject to the “Recoupment of Incentive Compensation Policy.”
Credit AgreementCredit Agreement • August 28th, 2015 • CSW Industrials, Inc. • Adhesives & sealants • Texas
This agreement dated as of July 27, 2011 is between JPMorgan Chase Bank. N.A. (together with its successors and assigns, the “Bank”), whose address is 2200 Ross Avenue, 8th floor, Dallas, TX 75201, and The Rectorseal Corporation (individually, the “Borrower” and if more than one, collectively, the “Borrowers”), whose address is 2601 Spenwick Dr., Houston, TX 77055.
CSW INDUSTRIALS, INC. Performance Share Award AgreementPerformance Share Award Agreement • August 8th, 2019 • CSW Industrials, Inc. • Adhesives & sealants
Date of Grant: __________________ Name of Participant: ___________________ Target Number of Performance Shares: ___________________ Performance Period: The period beginning on <<date>> and ending on <<date>>.
FIRST AMENDMENT (INCREMENTAL AMENDMENT) TO FIRST AMENDED AND RESTATED CREDIT AGREEMENTFirst Amended and Restated Credit Agreement • December 1st, 2020 • CSW Industrials, Inc. • Adhesives & sealants • New York
THIS FIRST AMENDMENT (INCREMENTAL AMENDMENT) TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") is dated as of December 1, 2020 (the "Amendment Effective Date") by and among CSW INDUSTRIALS HOLDINGS, INC., a Delaware corporation, and Whitmore Manufacturing, LLC (formerly known as The Whitmore Manufacturing Company), a Delaware limited liability company, as the Borrowers, the other Loan Parties party hereto, and JPMORGAN CHASE BANK, N.A., individually and in its capacity as the Administrative Agent, Swingline Lender and Issuing Bank.
COOPERATION AGREEMENTCooperation Agreement • July 18th, 2016 • CSW Industrials, Inc. • Adhesives & sealants • Delaware
This Cooperation Agreement (this “Agreement”) is made and entered into as of July 17, 2016, by and among CSW Industrials, Inc. (the “Company”) and the entities and natural persons listed on Exhibit A hereto (collectively, “Newtyn”) (each of the Company and Newtyn, a “Party” to this Agreement, and collectively, the “Parties”).
CSW INDUSTRIALS, INC. Form of Restricted Share Award AgreementRestricted Share Award Agreement • February 16th, 2016 • CSW Industrials, Inc. • Adhesives & sealants
WHEREAS, effective as of 11:59 p.m. Central Time on September 30, 2015 (the “Effective Time”), Capital Southwest separated its industrial products, coatings, sealants, and adhesives and specialty chemicals businesses from its other businesses through a spin-off of those businesses to its stockholders, which resulted in the distribution of 100% of the outstanding stock in CSW Industrials, Inc. (the “Company”) to the holders of common stock of Capital Southwest (the “Share Distribution”);
CSW INDUSTRIALS, INC. Form of Non-Qualified Stock Option Right Award AgreementNon-Qualified Stock Option Right Award Agreement • February 16th, 2016 • CSW Industrials, Inc. • Adhesives & sealants
WHEREAS, effective as of 11:59 p.m. Central Time on September 30, 2015, Capital Southwest separated its industrial products, coatings, sealants, and adhesives and specialty chemicals businesses from its other businesses through a spin-off of those businesses to its stockholders, which resulted in the distribution of 100% of the outstanding stock in CSW Industrials, Inc. (the “Company”) to the holders of common stock of Capital Southwest (the “Share Distribution”);
EMPLOYMENT RELEASE AGREEMENTEmployment Release Agreement • August 15th, 2016 • CSW Industrials, Inc. • Adhesives & sealants • Texas
As a result of the separation of employment between Kelly Tacke (“You” or “Employee”) and CSW Industrials, Inc. (including its owners, shareholders, divisions, affiliates, subsidiaries, successors, employees, officers and directors) (the “Company”), you and the Company enter into the following Employment Release Agreement (“Agreement”) and acknowledge and agree as follows:
CONSULTING AGREEMENTConsulting Agreement • June 8th, 2016 • CSW Industrials, Inc. • Adhesives & sealants • Texas
THIS CONSULTING AGREEMENT (this “Agreement”) is entered into as of August 1, 2015 (the “Effective Date”), by and between CSW Industrials, Inc., a Delaware corporation (the “Company”), and GamCo, LLC, a Texas limited liability company (“GamCo”).
CREDIT AGREEMENT dated as of December 11, 2015 among CSW INDUSTRIALS HOLDINGS, INC. and THE WHITMORE MANUFACTURING COMPANY as Borrowers THE LENDERS PARTY HERETO JPMORGAN CHASE BANK, N.A. as Administrative Agent J.P. MORGAN SECURITIES LLC and SUNTRUST...Credit Agreement • December 17th, 2015 • CSW Industrials, Inc. • Adhesives & sealants • New York
CREDIT AGREEMENT dated as of December 11, 2015 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among CSW INDUSTRIALS HOLDINGS, INC. and THE WHITMORE MANUFACTURING COMPANY, as Borrowers, the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
CSW INDUSTRIALS, INC. Form of Incentive Stock Option Right Award AgreementIncentive Stock Option Right Award Agreement • February 16th, 2016 • CSW Industrials, Inc. • Adhesives & sealants
WHEREAS, effective as of 11:59 p.m. Central Time on September 30, 2015, Capital Southwest separated its industrial products, coatings, sealants, and adhesives and specialty chemicals businesses from its other businesses through a spin-off of those businesses to its stockholders, which resulted in the distribution of 100% of the outstanding stock in CSW Industrials, Inc. (the “Company”) to the holders of common stock of Capital Southwest (the “Share Distribution”);
EMPLOYMENT AGREEMENTEmployment Agreement • February 16th, 2016 • CSW Industrials, Inc. • Adhesives & sealants • Texas
THIS EMPLOYMENT AGREEMENT, dated as of October 1, 2015 (the “Agreement”), is by and between CSW Industrials, Inc., a Delaware corporation (the “Company”), and Joseph B. Armes (the “Executive”).
CSW INDUSTRIALS, INC. Form of Restricted Share Award Agreement for DirectorsRestricted Share Award Agreement • February 16th, 2016 • CSW Industrials, Inc. • Adhesives & sealants
CSW Industrials, Inc. (the “Company”) hereby awards to [ ] (the “Participant”) the number of shares of the presently authorized but unissued Common Shares, $0.01 par value per share, of the Company (the “Restricted Shares”) set forth above pursuant to the CSW Industrials, Inc. 2015 Equity and Incentive Compensation Plan (the “Plan”).
CSW INDUSTRIALS, INC. Form of Performance Vested Restricted Share Award AgreementPerformance Vested Restricted Share Award Agreement • February 16th, 2016 • CSW Industrials, Inc. • Adhesives & sealants
CSW Industrials, Inc. (the “Company”) hereby awards to [ ] (the “Participant”) the number of shares of the presently authorized but unissued Common Shares, $0.01 par value per share, of the Company (the “Restricted Shares”) set forth above pursuant to the CSW Industrials, Inc. 2015 Equity and Incentive Compensation Plan (the “Plan”).
CSW INDUSTRIALS, INC. Time Vested Restricted Stock Unit Award AgreementTime Vested Restricted Stock Unit Award Agreement • February 8th, 2018 • CSW Industrials, Inc. • Adhesives & sealants
CSW Industrials, Inc. (the “Company”) hereby awards to [ ] (the “Participant”) the number of Restricted Stock Units of the presently authorized but unissued Common Shares, $0.01 par value per share, of the Company (the “Restricted Stock Units”) set forth above pursuant to the CSW Industrials, Inc. Amended and Restated 2015 Equity and Incentive Compensation Plan (the “Plan”). The Restricted Stock Units granted pursuant to this Award Agreement are subject to the “Recoupment of Incentive Compensation Policy.”
WITHOUT “CAUSE” TERMINATION SEVERANCE AGREEMENTWithout Cause Termination Severance Agreement • June 8th, 2016 • CSW Industrials, Inc. • Adhesives & sealants • Texas
This Without Cause Termination Severance Agreement (“Agreement”) is entered into by and between CSW Industrials, Inc. (“CSWI”) and (“Executive”) effective as of the date set forth below.
ASSET PURCHASE AGREEMENT by and among STRATHMORE HOLDINGS, LLC, STRATHMORE PRODUCTS, INC., STRATHMORE PRODUCTS OF LONGVIEW, LLC, STRATHMORE PRODUCTS OF HOUSTON, LLC, SP WALLER, LLC, ERIC T. BURR and WILLIAM M. UDOVICH Effective as of April 1, 2015Asset Purchase Agreement • July 21st, 2015 • CSW Industrials, Inc. • Adhesives & sealants • Delaware
THIS ASSET PURCHASE AGREEMENT (this “Agreement”), effective as of 12:01 am on April 1, 2015 (the “Effective Date”), is made and entered into by and among Strathmore Holdings, LLC, a Delaware limited liability company (the “Purchaser”), Strathmore Products, Inc., a New York corporation (“Strathmore Products”), Strathmore Products of Longview, LLC, a New York limited liability company (“Strathmore Longview”), Strathmore Products of Houston, LLC, a Texas limited liability company (“Strathmore Houston”), SP Waller, LLC, a Texas limited liability company (“SP Waller” and, together with Strathmore Products, Strathmore Longview and Strathmore Houston, the “Sellers”), Eric T. Burr (“Burr”) and William M. Udovich (“Udovich” and, together with Burr, the “Shareholders”), and The Whitmore Manufacturing Company, a Delaware corporation that is the parent of the Purchaser (“Whitmore”).
STOCK PURCHASE AGREEMENT by and among RECTORSEAL, LLC, T.A. INDUSTRIES, INC., SELLERS, SELLER REPRESENTATIVE and, solely for purposes of Sections 1.8, 6.5(d) and 13.18, CSW INDUSTRIALS, INC. Dated as of November 4, 2020 ContentsStock Purchase Agreement • November 5th, 2020 • CSW Industrials, Inc. • Adhesives & sealants
This STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of November 4, 2020 by and among RectorSeal, LLC, a Delaware limited liability company (“Buyer”), T.A. Industries, Inc. d/b/a Truaire, a California corporation (the “Company”), Yongki Yi as Seller Representative (defined below), the sellers of the Company as set forth on Annex I hereto (individually each a “Seller” and collectively, “Sellers”) and, solely for purposes of Sections 1.8, 6.5(d) and 13.18, CSW Industrials, Inc., a Delaware corporation (“Parent”). The parties hereto are individually each a “Party” and collectively the “Parties.” Exhibit A contains definitions of certain terms used in this Agreement.
CSW INDUSTRIALS, INC. Form of Time Vested Restricted Share Award AgreementRestricted Share Award Agreement • February 16th, 2016 • CSW Industrials, Inc. • Adhesives & sealants
WHEREAS, effective as of 11:59 p.m. Central Time on September 30, 2015, Capital Southwest separated its industrial products, coatings, sealants, and adhesives and specialty chemicals businesses from its other businesses through a spin-off of those businesses to its stockholders, which resulted in the distribution of 100% of the outstanding stock in CSW Industrials, Inc. (the “Company”) to the holders of common stock of Capital Southwest (the “Share Distribution”);
CSW INDUSTRIALS, INC. Form of Non-Qualified Stock Option Right Award AgreementNon-Qualified Stock Option Right Award Agreement • February 16th, 2016 • CSW Industrials, Inc. • Adhesives & sealants
WHEREAS, effective as of 11:59 p.m. Central Time on September 30, 2015, Capital Southwest separated its industrial products, coatings, sealants, and adhesives and specialty chemicals businesses from its other businesses through a spin-off of those businesses to its stockholders, which resulted in the distribution of 100% of the outstanding stock in CSW Industrials, Inc. (the “Company”) to the holders of common stock of Capital Southwest (the “Share Distribution”);
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 16th, 2020 • CSW Industrials, Inc. • Adhesives & sealants • Delaware
This REGISTRATION RIGHTS AGREEMENT, dated as of December 15, 2020, is by and between CSW Industrials, Inc., a Delaware corporation (“Parent”), and the holders of Parent’s common stock listed on Schedule A hereto (collectively, “Sellers”).
