Form Type: 4

SEC EDGAR Link
Accession Number:0000008947-22-000067
Date:2022-05-22
Issuer: AZZ INC (AZZ)
Original Submission Date:

Reporting Person:

HILL GARY L.
ONE MUSEUM PLACE
3100 W. 7TH STREET, SUITE 500 FORT WORTH, TX 76107

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature 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
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
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 ExercisableExpiration 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
Footnotes
IDfootnote
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.
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