Matthew V. Emery - May 4, 2024 Form 4 Insider Report for AZZ INC (AZZ)

Role: Chief Information & HR Officer
Signature: /s/ Tara D. Mackey, attorney-in-fact for Matthew V. Emery
Stock symbol: AZZ
Transactions as of: May 4, 2024
Transactions value $: -$116,581
Form type: 4
Date filed: 5/8/2024, 04:46 PM
Previous filing: May 1, 2024
Next filing: May 13, 2024
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	+895	+3.36%	$0.00	27.5K	May 4, 2024	Direct
transaction	AZZ	COMMON STOCK	Options Exercise	$0	+38	+0.14%	$0.00	27.6K	May 4, 2024	Direct	F1
transaction	AZZ	COMMON STOCK	Tax liability	-$26K	-347	-1.26%	$75.02	27.2K	May 4, 2024	Direct	F2, F3
transaction	AZZ	COMMON STOCK	Options Exercise	$0	+3.6K	+13.2%	$0.00	30.8K	May 4, 2024	Direct
transaction	AZZ	COMMON STOCK	Options Exercise	$0	+153	+0.5%	$0.00	31K	May 4, 2024	Direct	F4
transaction	AZZ	COMMON STOCK	Tax liability	-$90.5K	-1.21K	-3.9%	$75.02	29.8K	May 4, 2024	Direct	F2, F3

Showing 1 to 6 of 6 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	-895	-100%	$0.00^*	0	May 4, 2024	COMMON STOCK	895		Direct	F5, F6, F7
transaction	AZZ	Performance Share Units	Options Exercise	$0	-3.6K	-100%	$0.00^*	0	May 4, 2024	COMMON STOCK	3.6K		Direct	F7, 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 895 restricted stock units ("RSUs") granted on 5/4/2021, which AZZ has settled in shares of AZZ common stock.
F2	The reporting person disposed of shares of common stock to satisfy tax withholding obligations.
F3	Pursuant to Issuers 2014 Long Term Incentive Plan, as amended, should the vesting date fall on a weekend, the closing price shall be the last trading day prior to the vesting date.
F4	Represents the vesting of dividend equivalent rights that accrued on the target performance share units ("PSUs") of 2,684 granted on 5/4/2021, which AZZ has settled in shares of AZZ common stock.
F5	Each RSU represents a contingent right to receive one share of AZZ common stock.
F6	The RSUs granted on 5/4/2021, vest ratably over a 3-year period beginning on 5/4/2022.
F7	Once vested, the shares of common stock are not subject to expiration.
F8	Each PSU represents a contingent right to receive shares of AZZ common stock with the actual number varying based on achieved results.
F9	Represents the number of shares acquired by the reporting person upon the vesting of PSUs granted on 5/4/2021. This number represents 2,684 target PSUs and 912 additional PSUs earned based upon the achievement of 134% of pre-established performance goals during the performance cycle.
F10	The PSUs were granted under AZZ's 2014 Long Term Incentive Plan and had a three-year performance cycle (3/1/2021- 2/29/2024).

Remarks:

Pursuant to New York Stock Exchange (NYSE) rules, in the event a vesting date of RSUs falls on a weekend or holiday, the affected RSUs will vest on the next following NYSE business day.