0001193125-16-463816 Sample Contracts

CSW INDUSTRIALS, INC. Form of Time Vested Restricted Share Award Agreement
Time 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”).

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CSW INDUSTRIALS, INC. Form of Restricted Share Award Agreement
Restricted 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 Agreement
Non-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”);

CSW INDUSTRIALS, INC. Form of Incentive Stock Option Right Award Agreement
Incentive 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 AGREEMENT
Employment 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 Directors
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. Form of Performance Vested Restricted Share Award Agreement
Performance 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. Form of Time Vested Restricted Share Award Agreement
Restricted 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 Agreement
Non-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”);

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