Thomas E. Ferguson - Feb 28, 2023 Form 5 Insider Report for AZZ INC (AZZ)

Role
President and CEO, Director
Signature
/s/ Tara D. Mackey, attorney-in-fact for Thomas E. Ferguson
Stock symbol
AZZ
Transactions as of
Feb 28, 2023
Transactions value $
$0
Form type
5
Date filed
3/1/2023, 03:53 PM
Previous filing
Aug 10, 2022
Next filing
May 2, 2023

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 Performance Share Units Award $0 +19.9K $0.00 19.9K May 9, 2022 COMMON STOCK 19.9K Direct F1, F2
transaction AZZ Restricted Stock Units Award $0 +23.9K $0.00 23.9K May 9, 2022 COMMON STOCK 23.9K Direct F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each Performance Share Unit ("PSU") represents a contingent right to receive shares of AZZ common stock with the actual number varying based on achieved results.
F2 Represents 100% of the target number of PSUs that could be earned at the end of the 3-year performance cycle (March 1, 2022 - February 28, 2025). The FY2023 PSU performance metric is AZZ's Total Shareholder Return ("TSR") relative to its industry peer group. The maximum payout for the FY2023 PSUs is not to exceed 200%.
F3 Each restricted stock unit ("RSU") represents a contingent right to receive one share of AZZ common stock.
F4 The RSUs are granted under the AZZ Inc. Long Term Incentive 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 beginning on 5/9/2023.
F5 Once vested, the shares of common stock are not subject to expiration.

Remarks:

The transactions above were not timely reported due to an inadvertent administrative error and were filed as soon as the error was discovered.