Tara D. Mackey - May 18, 2021 Form 4 Insider Report for AZZ INC (AZZ)

Role
Chief Legal Officer
Signature
Tara D Mackey
Stock symbol
AZZ
Transactions as of
May 18, 2021
Transactions value $
-$79,385
Form type
4
Date filed
5/20/2021, 06:13 PM
Next filing
May 24, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AZZ COMMON STOCK Options Exercise $0 +1.19K +12.15% $0.00 11K May 18, 2021 Direct
transaction AZZ COMMON STOCK Options Exercise $0 +57 +0.52% $0.00 11.1K May 18, 2021 Direct F1
transaction AZZ COMMON STOCK Tax liability -$16.4K -303 -2.74% $54.04 10.8K May 18, 2021 Direct F2
transaction AZZ COMMON STOCK Options Exercise $0 +4.57K +42.51% $0.00 15.3K May 18, 2021 Direct F3
transaction AZZ COMMON STOCK Options Exercise $0 +222 +1.45% $0.00 15.5K May 18, 2021 Direct F4
transaction AZZ COMMON STOCK Tax liability -$63K -1.17K -7.5% $54.04 14.4K May 18, 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 -1.19K -100% $0.00* 0 May 18, 2021 COMMON STOCK 1.19K Direct F6, F7, F8
transaction AZZ Performance Share Units Options Exercise $0 -4.57K -100% $0.00* 0 May 18, 2021 COMMON STOCK 4.57K 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 1,191 restricted stock units ("RSUs") granted on 5/18/2018, which AZZ has been settled in shares of AZZ common stock.
F2 The reporting person disposed of 303 shares of common stock to satisfy tax withholding obligations on the vesting of 1,245 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 3,571 target PSUs and 999 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 3,571 granted on 5/18/2018, which has been settled in shares of AZZ common stock.
F5 The reporting person disposed of 1,166 shares of common stock to satisfy tax withholding obligations on the vesting of 4,792 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 3-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 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.