SEC Form 4 · accession 0000008947-17-000104
AZZ INC · AZZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Paul Wesley Fehlman
Officer — SVP & CFO
Period of report
Jul 11, 2017
Accepted (ET)
Jul 12, 2017 · 5:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000008947
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| COMMON STOCKF1 | Jul 11, 2017 | P | 1,500 | $49.314 | A | 9,287 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | — | Jul 11, 2017 | A | 765 | A | — | — | COMMON STOCK | 765 | 765 | D |
| Performance Share UnitsF4,F5 | — | Jul 11, 2017 | A | 765 | A | — | — | COMMON STOCK | 765 | 765 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price.
- F2Each restricted stock unit ("RSU") represents a contingent right to receive one share of AZZ common stock.
- F3The RSUs are granted under AZZ's 2014 Long Term Incentive Plan (the "2014 Plan") and vest over a three-year period with one-third of the RSUs vesting on 4/27/2018 4/27/2019 and 4/27/2020.
- F4Each performance share unit ("PSU") represents a contingent right to receive shares of AZZ common stock with the actual number varying based on achieved results.
- F5The PSUs are issued under AZZ's 2014 Plan. The PSUs will vest and become payable, if at all, on February 29, 2020, ranging from 0% to 200% based on AZZ achieving a target average adjusted return on assets from March 1, 2017 to February 29, 2020. Actual payout will be subject to a multiplier up to a maximum of 250% of the target award if AZZ's total shareholder return for the 3-year period ranks within the top quartile relative to each company in a custom industry peer group for the same period.