CARRIAGE SERVICES INC 10-K

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES. MARKET INFORMATION Our common stock is traded on the New York Stock Exchange under the symbol “CSV.” At February 25, 2022, there were 15,326,738 shares of our common stock outstanding. The shares of common stock outstanding are held by approximately 330 stockholders of record. Each share is entitled to one vote on matters requiring the vote of stockholders. We believe there are approximately 8,700 beneficial owners of our common stock. RECENT SALES OF UNREGISTERED SECURITIES During the year ended December 31, 2021, we did not have any sales of securities in transactions that were not registered under the Securities Act of 1933 (as amended, the “Securities Act”) that have not been reported in a Form 8-K or Form 10-Q. DIVIDENDS While we intend to pay regular quarterly cash dividends for the foreseeable future, covenant restrictions under our Credit Facility and the Indenture governing our Senior Notes may limit our ability to pay dividends in the future. EQUITY PLANS For information regarding securities authorized for issuance under our equity compensation plans, see Part III, Item 12, Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. PURCHASES OF EQUITY SECURITIES BY THE ISSUER Subject to market conditions, normal trading restrictions and satisfying certain financial covenants in our Credit Facility, and in the Indenture governing our Senior Notes, we may make purchases in the open market or through privately negotiated transactions under our Board authorized share repurchase program, in accordance with Rule 10b-18 of the Securities Exchange Act. On May 18, 2021, July 26, 2021 and October 27, 2021, our Board increased our share repurchase authorization by an additional $25.0 million, $25.0 million and $75.0 million, respectively, that including amounts previously authorized and outstanding, totaled up to $190.0 million in share repurchase authorizations. Share repurchase activity is as follows (dollar value of shares repurchased in thousands): Years Ended December 31, 2019 2020 2021 Number of Shares Repurchased (1) 400,000 — 2,906,983 Average Price Paid Per Share $ 19.39 $ — $ 49.01 Dollar Value of Shares Repurchased (1) $ 7,756 $ — $ 142,469 (1) These amounts may differ from the repurchases of common stock amounts in the consolidated statements of cash flows due to unsettled share repurchases at the end of a period. In December 2021, we repurchased 37,408 shares for $2.4 million, the settlement of which occurred in January 2022. Our shares were purchased in the open market at times and in amounts as management determined appropriate based on factors such as market conditions, legal requirements and other business considerations. Shares purchased pursuant to the repurchase program are currently held as treasury stock. At December 31, 2021, we had $8.1 million remaining available for repurchase under our authorized program. 22 Table of Contents The following table sets forth certain information with respect to repurchases of our common stock during the quarter ended December 31, 2021: Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Program Dollar Value of Shares That May Yet Be Purchased Under the Program (1) October 1, 2021 - October 31, 2021 — $ — — $ 85,061,552 November 1, 2021 - November 30, 2021 — $ — 531,417 $ 57,594,459 December 1, 2021 - December 31, 2021 — $ — 847,369 $ 8,132,056 Total for quarter ended December 31, 2021 — 1,378,786 (1) See the first paragraph under the caption “ Purchases of Equity Securities by the Issuer ” for more information on our publicly announced share repurchase program. 23 Table of Contents PERFORMANCE The following graph compares the cumulative 5-year total shareholder return on our common stock relative to the cumulative total returns of the Russell 3000 Index, and a peer group selected by the Company comprising of SCI and StoneMor (the “Peer Group”). The returns of each member of the Peer Group are weighted according to their respective stock market capitalization as of the beginning of each period measured. The graph assumes that the value of the investment in our common stock, the Russell 3000 Index and the Peer Group was $100 on the last trading day of December 2016, and that all dividends were reinvested. Performance data for Carriage, the Russell 3000 Index and the Peer Group is provided as of the last trading day of each of our last five fiscal years. The following graph and related information shall not be deemed “soliciting material” or “filed” with the SEC, nor shall such information be incorporated by reference into any future filing under the Securities or the Exchange Act except to the extent that we specifically incorporate it by reference. COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN (1) Among Carriage, the Russell 3000 Index and the Peer Group 12/16 12/17 12/18 12/19 12/20 12/21 Carriage Services, Inc. $ 100.00 $ 90.56 $ 55.34 $ 92.69 $ 115.15 $ 239.40 Russell 3000 100.00 121.12 114.77 150.35 181.74 228.33 Peer Group 100.00 129.84 143.30 166.92 177.14 262.53 (1) Fiscal year ending December 31. $100 invested on December 31, 2016 in stock or index, including reinvestment of dividends. The Peer Group above includes SCI and StoneMor. The stock price performance included in this graph is not necessarily indicative of future stock price performance. 24 Table of Contents ITEM 6. [RESERVED]