Timothy F. Murphy - 22 Feb 2022 Form 4 Insider Report for GIBRALTAR INDUSTRIES, INC. (ROCK)

Role: Senior VP and CFO
Signature: /s/ Jeffrey J. Watorek, Attorney-in-Fact for Timothy F. Murphy
Issuer symbol: ROCK
Transactions as of: 22 Feb 2022
Net transactions value: $0
Form type: 4
Filing time: 23 Feb 2022, 13:02:53 UTC
Previous filing: 03 Jan 2022
Next filing: 03 Mar 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ROCK	Performance Stock Unit (March 2021)	Disposed to Issuer	$0	-5,110	-100%	$0.000000^*	0	22 Feb 2022	Direct	F1, F2
holding	ROCK	Common Stock						29,552	22 Feb 2022	Direct
holding	ROCK	Executive Retirement RSU						17,000	22 Feb 2022	Direct
holding	ROCK	Performance Stock Unit (March 2019)						11,725	22 Feb 2022	Direct
holding	ROCK	Performance Stock Unit (March 2020)						9,001	22 Feb 2022	Direct
holding	ROCK	Restricted Stock Unit (LTIP 3/1/2018)						1,316	22 Feb 2022	Direct
holding	ROCK	Restricted Stock Unit (LTIP 3/1/2019)						2,275	22 Feb 2022	Direct
holding	ROCK	Restricted Stock Unit (LTIP 3/1/2021)						2,300	22 Feb 2022	Direct
holding	ROCK	Restricted Stock Unit (LTIP 3/2/2020)						2,775	22 Feb 2022	Direct
holding	ROCK	Special Performance Stock Unit (March 2020)						9,000	22 Feb 2022	Direct

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
holding	ROCK	Option (April 2017)						5,000	22 Feb 2022	Common Stock	5,000	$39.55	Direct	F3
holding	ROCK	Restricted Stock Unit (2018 MSPP Match)						7,573	22 Feb 2022	Common Stock	7,573		Direct	F4, F5
holding	ROCK	Restricted Stock Unit (2018 MSPP)						14,638	22 Feb 2022	Common Stock	14,638		Direct	F6, F7
holding	ROCK	Restricted Stock Unit (MSPP Match Post-2012)						17,677	22 Feb 2022	Common Stock	17,677		Direct	F8, F9
holding	ROCK	Restricted Stock Unit (MSPP Match)						3,209	22 Feb 2022	Common Stock	3,209		Direct	F10, F11
holding	ROCK	Restricted Stock Unit (MSPP Post-2012)						26,097	22 Feb 2022	Common Stock	26,097		Direct	F12, F13
holding	ROCK	Restricted Stock Unit (MSPP)						8,057	22 Feb 2022	Common Stock	8,057		Direct	F14, F15

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

Explanation of Responses:

Id	Content
F1	Represents performance units which will be awarded to Reporting Person under the Company's Equity Incentive Plan upon achievement of the targeted return on invested capital for 2021. The maximum number of Performance Units which may be earned is two hundred percent (200%) of the Performance Units awarded for target level performance and the minimum number of Performance Units which may be earned is zero (0) Performance Units.
F2	Represents a decrease of the targeted number of Performance Units awarded to the Reporting Person on March 1, 2021 under the Company's 2018 Equity Incentive Plan as a result of the Company's achievement of a return on invested capital below the targeted return on invested capital for 2021. The Compensation Committee has reviewed and confirmed the Company's calculation of Return on Invested Capital for 2021 as compared to target and approved the resulting decrease in the number of Performance Units.
F3	Options granted to Reporting Person which provide the Reporting Person with the right to purchase up to 5,000 shares of common stock of the Registrant at the exercise price.
F4	Represents matching restricted stock units allocated to the Reporting Person with respect to the Reporting Person's deferral of a portion of their annual base salary and annual cash incentive compensation pursuant to the Company's 2018 Management Stock Purchase Plan.
F5	Restricted stock units are forfeited if Reporting Person's service as an officer of the Company is terminated prior to the fifth (5th) anniversary of the Reporting Person's vesting commencement date. If service as an officer continues beyond the fifth (5th) anniversary of the Reporting Person's vesting commencement date, restricted stock units are payable solely in cash in one lump sum payment or in five (5) or ten (10) consecutive, substantially equal annual installments, whichever distribution form is elected by the Reporting Person, beginning six (6) months following termination of service. Each restricted stock unit is converted to cash in an amount equal to the fair market value of one share of the Company's common stock, as defined in the Company's 2018 Management Stock Purchase Plan, on the date of termination of the Reporting Person's service as an officer of the Company.
F6	Represents restricted stock units allocated to the Reporting Person with respect to the Reporting Person's deferral of a portion of their annual base salary and annual cash incentive compensation pursuant to the Company's 2018 Management Stock Purchase Plan.
F7	Restricted stock units are payable solely in cash in one lump sum payment or in five (5) or ten (10) consecutive, substantially equal annual installments, whichever distribution form is elected by the Reporting Person, beginning six (6) months following termination of service. Each restricted stock unit is converted to cash in an amount equal to the fair market value of one share of the Company's common stock, as defined in the Company's 2018 Management Stock Purchase Plan, on the date of termination of the Reporting Person's service as an officer of the Company.
F8	Represents matching restricted stock units allocated to the Reporting Person after 2012 with respect to the Reporting Person's deferral of a portion of their annual base salary and annual cash incentive compensation pursuant to the Company's Management Stock Purchase Plan.
F9	Restricted stock units are forfeited if Reporting Person's service as an officer of the Company is terminated prior to age sixty (60). If service as an officer continues through age sixty (60), restricted stock units are payable solely in cash in one lump sum payment or in five (5) or ten (10) consecutive, substantially equal annual installments, whichever distribution form is elected by the Reporting Person, beginning six (6) months following termination of service. Each restricted stock unit is converted to cash in an amount equal to the fair market value (200 day rolling average) of one share of the Company's common stock on the date of termination of the Reporting Person's service as an officer of the Company.
F10	Represents matching restricted stock units allocated to the Reporting Person prior to 2013 pursuant to the Company's Management Stock Purchase Plan equal in number to restricted stock units allocated to reflect the Reporting Person's deferral of a portion of his annual incentive compensation award.
F11	Restricted stock units are forfeited if employment is terminated prior to age sixty (60). If employment continues through age sixty (60), restricted stock units are payable solely in cash in five (5) consecutive substantially equal annual installments beginning six (6) months following termination of employment. Each restricted stock unit is converted to cash in an amount equal to the fair market value (200 day rolling average) of one share of the Company's common stock on the date the Reporting Person's employment is terminated.
F12	Represents restricted stock units allocated to the Reporting Person after 2012 with respect to the Reporting Person's deferral of a portion of their annual base salary and annual cash incentive compensation pursuant to the Company's Management Stock Purchase Plan.
F13	Restricted stock units are payable solely in cash in one lump sum payment or in five (5) or ten (10) consecutive, substantially equal annual installments, whichever distribution form is elected by the Reporting Person, beginning six (6) months following termination of service as an officer of the Company. Each restricted stock unit is converted to cash in an amount equal to the fair market value (200 day rolling average) of one share of the Company's common stock on the date of termination of the Reporting Person's service as an officer of the Company.
F14	Represents restricted stock units allocated to Reporting Person prior to 2013 pursuant to the Company's Management Stock Purchase Plan reflecting deferred annual incentive compensation awards.
F15	Restricted stock units are payable solely in cash in five (5) consecutive, substantially equal annual installments beginning the first January 1 occurring six (6) months following termination of employment. Each restricted stock unit is converted to cash in an amount equal to the fair market value (200 day rolling average) of one share of the Company's common stock on the date the Reporting Person's employment is terminated.