SEC Form 4 · accession 0001225208-15-013263
GIBRALTAR INDUSTRIES, INC. · ROCK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brian J Lipke
Director
Period of report
Jun 1, 2015
Accepted (ET)
Jun 3, 2015 · 12:21 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000912562
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 1, 2015 | D | 11,900 | $17.8604 | D | 824,140 | I | Bonneville Trust |
| Common StockF1 | Jun 2, 2015 | D | 12,800 | $18.0578 | D | 811,340 | I | Bonneville Trust |
| Common Stock | holding | — | — | — | 226,631 | D | ||
| Restricted Stock Unit (Retirement Supplement)F2 | holding | — | — | — | 150,000 | D | ||
| Common StockF3 | holding | — | — | — | 10,800 | I | By Children | |
| Common StockF4 | holding | — | — | — | 9,407 | I | Carlisle Lipke-Ricci Trust | |
| Common Stock | holding | — | — | — | 14,612 | I | Corvette Trust | |
| Common StockF5 | holding | — | — | — | 8,909 | I | Elissa Kristina Lipke Trust | |
| Common StockF6 | holding | — | — | — | 1,275 | I | Eric R. Lipke C/F Elissa Lipke UTMA | |
| Common StockF6 | holding | — | — | — | 1,275 | I | Eric R. Lipke C/F Katherine V. Lipke UTMA | |
| Common StockF7 | holding | — | — | — | 5,235 | I | Gibraltar Industries, Inc. 401(k) Savings Plan | |
| Common StockF8 | holding | — | — | — | 2,077 | I | Jonathan Solomon UGMANY Trust | |
| Common StockF9 | holding | — | — | — | 10,507 | I | Katherine Victoria Lipke Trust | |
| Common StockF10 | holding | — | — | — | 5,220 | I | Katherine Victoria Lipke UGMANY Trust | |
| Common StockF11 | holding | — | — | — | 91,320 | I | Ken Lipke Trust No. 2 (BJL subtrust) | |
| Common StockF12 | holding | — | — | — | 45,000 | I | Ken Lipke Trust No. 2 (MAL subtrust) | |
| Common StockF13 | holding | — | — | — | 2,100 | I | Minor Children | |
| Common StockF14 | holding | — | — | — | 28,267 | I | Testamentary Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Units 2013F15,F16 | — | holding | — | — | — | — | — | Common Stock | 28,885 | 28,885 | D |
Explanation of responses
- F1Represents shares of common stock held by a trust for the benefit of Reporting Person of which he serves as one of three trustees and shares voting and investment power.
- F10Represents shares of common stock held in trust under the New York Uniform Gift to Minors Act for the benefit of a child of the Reporting Person.
- F11Represents shares of common stock held by a trust for the benefit of Reporting Person of which the Reporting Person serves as one of five trustees and shares voting and investment power.
- F12Represents shares of common stock held by a trust for one of Reporting Person's siblings, of which the Reporting Person serves as one of five trustees and shares voting and investment power and as to which shares he disclaims beneficial ownership.
- F13Represents shares of common stock held by each of Reporting Person's two minor children who reside in Reporting Person's household.
- F14Represents shares of common stock held by a trust created under the Last Will and Testament of Kenneth E. Lipke for the benefit of the mother of Reporting Person as to which trust Reporting Person serves as one of three trustees and shares voting and investment power and as to which shares he disclaims beneficial ownership.
- F15Represents Performance Units which will be awarded to the Reporting Person under the Company's Equity Stock Incentive Plan upon achievement of the targeted return on invested capital for 2013. 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.
- F16Performance Units vest and are paid at the end of the three (3) consecutive calendar year period ending December 31, 2015 or, if earlier, upon death, disability or retirement. Performance Units are forfeited if employment is terminated before December 31, 2015 for reasons other than death, disability or retirement or by the Company without cause. Performance Units are payable solely in cash in an amount equal to the ninety (90) day trailing average price of one (1) share of the Company's common stock determined as of December 31, 2015 or, if applicable, death, disability or retirement.
- F2Represents restricted stock units awarded as a supplemental retirement benefit that vest and are payable solely in common stock of the Company upon the Reporting Person's retirement at or after age sixty (60).
- F3Represents shares of common stock held by each of Reporting Person's two children who reside in Reporting Person's household.
- F4Represents shares of common stock held by a trust for the benefit of a child (Carlisle Lipke-Ricci) of one of Reporting Person's siblings, of which the Reporting Person serves as one of four trustees and shares voting and investment power and as to which shares he disclaims beneficial ownership.
- F5Represents shares of common stock held by a trust for the benefit of a child of the Reporting Person (Elissa Kristina).
- F6Represents shares of common stock held in trust under the New York Uniform Transfers to Minors Act for the benefit of Reporting Person's child of which Reporting Person's sibling is custodian and as to which shares Reporting Person disclaims beneficial ownership.
- F7Represents the number of units held by the reporting person in the unitized stock fund of the Company's 401(k) Savings Plan. The unitized stock fund consists of stock of the Company and cash and other short term investments. The number of shares of stock represented by each unit fluctuates depending on the ratio of the number of shares of stock of the Company in the fund to other investments. The number of shares represented by each unit cannot be precisely determined.
- F8Represents shares of common stock held in trust under the New York Uniform Gift to Minors Act for the benefit of the husband of the Reporting Person's niece of which Reporting Person is custodian and as to which shares Reporting Person disclaims beneficial ownership (Jonathan Solomon).
- F9Represents shares of common stock held by a trust for the benefit of a child of the Reporting Person (Katherine Victoria).
Remarks
lipkebjv2.htm