Thomas E. Ferguson - May 4, 2023 Form 4 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: May 4, 2023
Transactions value $: -$417,813
Form type: 4
Date filed: 5/8/2023, 07:01 PM
Previous filing: May 2, 2023
Next filing: May 11, 2023
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	+5.83K	+3.42%	$0.00	176K	May 4, 2023	Direct
transaction	AZZ	COMMON STOCK	Options Exercise	$0	+150	+0.09%	$0.00	177K	May 4, 2023	Direct	F1
transaction	AZZ	COMMON STOCK	Tax liability	-$70.2K	-1.94K	-1.1%	$36.30	175K	May 4, 2023	Direct	F2
transaction	AZZ	COMMON STOCK	Options Exercise	$0	+9.06K	+5.19%	$0.00	184K	May 4, 2023	Direct
transaction	AZZ	COMMON STOCK	Options Exercise	$0	+435	+0.24%	$0.00	184K	May 4, 2023	Direct	F3
transaction	AZZ	COMMON STOCK	Tax liability	-$110K	-3.02K	-1.64%	$36.30	181K	May 4, 2023	Direct	F2
transaction	AZZ	COMMON STOCK	Options Exercise	$0	+17.9K	+9.91%	$0.00	199K	May 4, 2023	Direct	F4
transaction	AZZ	COMMON STOCK	Options Exercise	$0	+862	+0.43%	$0.00	200K	May 4, 2023	Direct	F5
transaction	AZZ	COMMON STOCK	Tax liability	-$238K	-6.55K	-3.28%	$36.30	193K	May 4, 2023	Direct	F2

Showing 1 to 9 of 9 entries

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	-5.83K	-100%	$0.00^*	0	May 4, 2023	COMMON STOCK	5.83K		Direct	F6, F7, F8
transaction	AZZ	Restricted Stock Units	Options Exercise	$0	-9.06K	-100%	$0.00^*	0	May 4, 2023	COMMON STOCK	9.06K		Direct	F6, F8, F9
transaction	AZZ	Performance Share Units	Options Exercise	$0	-17.9K	-100%	$0.00^*	0	May 4, 2023	COMMON STOCK	17.9K		Direct	F8, F10, F11

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represent the vesting of dividend equivalent rights on restricted stock units (RSUs) granted on 5/4/2020, which AZZ has elected to pay in shares of AZZ common stock.
F2	The reporting person disposed of common stock to satisfy tax withholding obligations.
F3	Represent the vesting of dividend equivalent rights on RSUs granted on 5/4/2021, which AZZ has elected to pay in shares of AZZ common stock.
F4	This number represents the number of shares issued to the Reporting Person based upon the achievement of 66% of the pre-established performance goals over the three-year performance cycle. This target PSU award was previously granted on 5/4/2020.
F5	Represents the vesting of dividend equivalent rights on performance share units (PSUs) granted on 5/4/2020, which AZZ has elected to pay in shares of AZZ common stock.
F6	Each RSU represents a contingent right to receive one share of AZZ common stock.
F7	The RSUs granted on 5/4/2020, vest ratably over a 3-year period beginning on 5/4/2021.
F8	Once vested, the shares of common stock are not subject to expiration.
F9	The RSUs granted on 5/4/2021, vest ratably over a 3-year period beginning on 5/4/2022.
F10	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.
F11	The PSUs were granted under AZZ's 2014 Long Term Incentive Plan (the "2014 Plan") and had a three-year performance cycle (3/1/2020 - 2/28/2023).