SEC Form 4 · accession 0000008947-18-000061
AZZ INC · AZZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Chris M. Bacius
Officer — VP, Corporate Development
Period of report
Apr 27, 2018
Accepted (ET)
May 1, 2018 · 6:00 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 STOCK | Apr 27, 2018 | M | 379 | $0.00 | A | 6,415 | D | |
| COMMON STOCK | Apr 27, 2018 | M | 406 | $0.00 | A | 6,821 | D | |
| COMMON STOCK | Apr 27, 2018 | M | 415 | $0.00 | A | 7,236 | D | |
| COMMON STOCKF1 | Apr 27, 2018 | M | 12 | $0.00 | A | 7,248 | D | |
| COMMON STOCKF2 | Apr 27, 2018 | M | 9 | $0.00 | A | 7,257 | D | |
| COMMON STOCKF3 | Apr 27, 2018 | M | 4 | $0.00 | A | 7,261 | D | |
| COMMON STOCKF4 | Apr 27, 2018 | F | 332 | $45.75 | D | 6,929 | 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 UnitsF5,F6,F7 | — | Apr 27, 2018 | M | 379 | D | — | — | COMMON STOCK | 379 | 0 | D |
| Restricted Stock UnitsF5,F8,F7 | — | Apr 27, 2018 | M | 406 | D | — | — | COMMON STOCK | 406 | 406 | D |
| Restricted Stock UnitsF5,F9,F7 | — | Apr 27, 2018 | M | 415 | D | — | — | COMMON STOCK | 415 | 830 | D |
Explanation of responses
- F1Represents the vesting of dividend equivalent rights accrued on 379 restricted stock units ("RSUs") granted on 4/27/2015, which AZZ has elected to pay in shares of AZZ common stock. These dividend equivalent rights vest when, and if, the underlying RSUs vest.
- F2Represents the vesting of dividend equivalent rights accrued on 406 RSUs granted on 4/27/2016, which AZZ has elected to pay in shares of AZZ common stock. These dividend equivalent rights vest when, and if, the underlying RSUs vest.
- F3Represents the vesting of dividend equivalent rights accrued on 415 RSUs granted on 4/27/2017, which AZZ has elected to pay in shares of AZZ common stock. These dividend equivalent rights vest when, and if, the underlying RSUs vest.
- F4The reporting person disposed of 332 shares of common stock to satisfy tax withholding obligations.
- F5Each RSU represents a contingent right to receive one share of AZZ common stock.
- F6The RSUs granted on 4/27/2015, vest ratably over a 3-year period beginning on 4/27/2016.
- F7Once vested, the shares of common stock are not subject to expiration.
- F8The RSUs granted on 4/27/2016, vest ratably over a 3-year period beginning on 4/27/2017.
- F9The RSUs granted on 4/27/2017, vest ratably over a 3-year period beginning on 4/27/2018.