UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): August 15, 2017

CSW INDUSTRIALS, INC.

(Exact Name Of Registrant As Specified In Charter)

5420 Lyndon B. Johnson Freeway, Suite 500

Dallas, Texas 75240

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (214) 884-3777

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 3.03 Material Modification to Rights of Security Holders.

The information provided in Item 5.03 of this Current Report on Form 8-K regarding amendments to the Certificate of Incorporation and Bylaws of CSW Industrials, Inc. (the “Company”) is incorporated by reference into this Item 3.03.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

As discussed under Item 5.07 of this Current Report on Form 8-K, on August 15, 2017, the Company’s stockholders approved amendments to Section VII of the Company’s Certificate of Incorporation to eliminate the classified structure of the Board of Directors and to implement majority voting in uncontested director elections.

In connection with the amendments to the Company’s Certificate of Incorporation, on August 15, 2017, the Company’s Board of Directors voted to amend the Company’s Bylaws, effective August 15, 2017. Sections 1.2, 1.7, 2.2, 2.3, and 2.4 of the Bylaws were amended to conform the provisions of the Bylaws to the amended provisions of the Certificate of Incorporation.

The foregoing description of the amendments to the Bylaws is qualified in its entirety by reference to the full text of, and should be read in conjunction with, the Bylaws, a copy of which is filed with this Current Report on Form 8-K as Exhibit 3.1 and incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On August 15, 2017, the Company held its 2017 Annual Meeting of Stockholders (the “Meeting”). The number of shares present at the Meeting was 13,960,466, representing 87.9% of the 15,889,780 shares issued and outstanding that were entitled to vote on June 28, 2017, the record date for the Meeting.

Six items of business were submitted to stockholders at the Meeting. The voting results for each proposal are set forth below:

No other matters were voted on at the Meeting.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: August 16, 2017

EXHIBIT INDEX