Accession Number: | 0000008947-22-000067 |
Date: | 2022-05-22 |
Issuer: | AZZ INC (AZZ) |
Original Submission Date: |
HILL GARY L.
ONE MUSEUM PLACE
3100 W. 7TH STREET, SUITE 500
FORT WORTH, TX 76107
Title of Security | Transaction Date | 2a. Deemed Execution Date | Transaction Code | Shares | Acquired or Disposed | Price per share | 5. Amount of Securities Beneficially Owned Following Reported Transaction | 6. Ownership Form Direct or Indirect | Nature of Indirect Ownership |
---|---|---|---|---|---|---|---|---|---|
COMMON STOCK | 2022-05-22 | M | 4,421 | a | $0.00 | 23,123 | direct | ||
COMMON STOCK | 2022-05-22 | M | 212 | a | $0.00 | 23,335 | direct | ||
COMMON STOCK | 2022-05-22 | F | 1,498 | d | $43.43 | 21,837 | direct | ||
COMMON STOCK | 2022-05-22 | M | 957 | a | $0.00 | 22,794 | direct | ||
COMMON STOCK | 2022-05-22 | M | 46 | a | $0.00 | 22,840 | direct | ||
COMMON STOCK | 2022-05-22 | F | 324 | d | $43.43 | 22,516 | direct |
Title of Derivative Security | Conversion or Exercise Price of Derivative Security | Transaction Date | Deemed Execution Date | Transaction Code | Number of Derivative Securities Acquired (A) or Disposed of (D) | Date Exercisable | Expiration Date | Title and Amount of Securities Underlying Derivative Security | Price of Derivative Security | Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | Ownership Form: Direct (D) or Indirect (I) | Nature of Indirect Beneficial Ownership |
---|---|---|---|---|---|---|---|---|---|---|---|---|
PERFORMANCE SHARE UNITS | 0.0 | 2022-05-22 | deemed execution date | M | 4,421 (d) | common stock 4,421 | $0.00 | 0 | direct | |||
RESTRICTED STOCK UNITS | 0.0 | 2022-05-22 | deemed execution date | M | 957 (d) | common stock 957 | $0.00 | 0 | direct |
ID | footnote |
---|---|
f1 | represents the vesting of dividend equivalent rights accrued on 2,871 performance share units ("psus") granted on 5/22/2019, which azz has elected to pay in shares of azz common stock. |
f2 | the reporting person disposed of 1,498 shares of common stock to satisfy tax withholding obligations. |
f3 | represents the vesting of dividend equivalent rights accrued on 957 restricted stock units ("rsus") granted on 5/22/2019, which azz has elected to pay in shares of azz common stock. |
f4 | the reporting person disposed of 324 shares of common stock to satisfy tax withholding obligations. |
f5 | each psu represents a contingent right to receive shares of azz common stock with the actual number varying based on achieved results. |
f6 | represents the number of shares acquired by the reporting person upon the vesting of psus granted on 5/22/2019. this number represents 2,871 target psus and 1,550 additional psus earned based upon the achievement of 154% of pre-established performance goals during the performance cycle. |
f7 | the psus were granted under azz's 2014 long term incentive plan (the "2014 plan") and had a three-year performance cycle (3/1/2019- 2/28/2022). |
f8 | once vested, the shares of common stock are not subject to expiration. |
f9 | each rsu represents a contingent right to receive one share of azz common stock. |
f10 | the rsus were granted under the 2014 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, which was 5/22/2019. |