Gary L. Hill - 18 May 2021 Form 4 Insider Report for AZZ INC (AZZ)

Role
COO - Infrastructure Solutions
Signature
/s/ Tara D. Mackey, attorney-in-fact for Gary L. Hill
Issuer symbol
AZZ
Transactions as of
18 May 2021
Net transactions value
-$66,199
Form type
4
Filing time
20 May 2021, 18:12:16 UTC
Next filing
24 May 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AZZ COMMON STOCK Options Exercise $0 +992 +6.6% $0.000000 16,122 18 May 2021 Direct
transaction AZZ COMMON STOCK Options Exercise $0 +48 +0.3% $0.000000 16,170 18 May 2021 Direct F1
transaction AZZ COMMON STOCK Tax liability $13,672 -253 -1.6% $54.04 15,917 18 May 2021 Direct F2
transaction AZZ COMMON STOCK Options Exercise $0 +3,809 +24% $0.000000 19,726 18 May 2021 Direct F3
transaction AZZ COMMON STOCK Options Exercise $0 +185 +0.94% $0.000000 19,911 18 May 2021 Direct F4
transaction AZZ COMMON STOCK Tax liability $52,527 -972 -4.9% $54.04 18,939 18 May 2021 Direct F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction AZZ Restricted Stock Units Options Exercise $0 -992 -100% $0.000000* 0 18 May 2021 COMMON STOCK 992 Direct F6, F7, F8
transaction AZZ Performance Share Units Options Exercise $0 -3,809 -100% $0.000000* 0 18 May 2021 COMMON STOCK 3,809 Direct F3, F8, F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the vesting of dividend equivalent rights that accrued on 992 restricted share units ("RSUs") granted on 5/18/2018, which AZZ has settled in shares of AZZ common stock.
F2 The reporting person disposed of 253 shares of common stock to satisfy tax withholding obligations on the vesting of 1,040 RSUs and dividend equivalents.
F3 Represents the number of shares acquired by the reporting person upon the vesting of performance share units ("PSUs") granted on 5/18/2018. This number represents 2,976 target PSUs and 833 additional PSUs earned based upon the achievement of 128% of pre-established performance goals during the performance cycle.
F4 Represents the vesting of dividend equivalent rights that accrued on the target PSUs of 2,976 granted on 5/18/2018, which AZZ has settled in shares of AZZ common stock.
F5 The reporting person disposed of 972 shares of common stock to satisfy tax withholding obligations on the vesting of 3,994 PSUs and dividend equivalents.
F6 Each RSU represents a contingent right to receive one share of AZZ common stock.
F7 The RSUs were granted under AZZ's 2014 Long Term Incentive Plan (the "2014 Plan") and vest over a three-year period with 1/3rd of the RSUs vesting on each of the first, second and third anniversaries of the grant date which was 5/18/2018.
F8 Once vested, the shares of AZZ common stock are not subject to expiration.
F9 The PSUs represent a contingent right to receive shares of AZZ common stock with the actual number varying based on achieved results.
F10 The PSUs were granted under the 2014 Plan and had a three-year performance cycle (3/1/2018 - 2/28/21) and vested upon the achievement of certain pre-established performance goals.