AZZ INC — Director's Dealing 2016

Oct 12, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AZZ INC (AZZ)
CIK: 0000008947
Period of Report: 2016-10-10

Reporting Person: FERGUSON THOMAS E (Director, President and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-10-10	Restricted Stock Units	$	A	30000	Acquired		COMMON STOCK (30000.0)	Direct

Footnotes

F1: Each restricted stock unit ("RSU") represents a contingent right to receive one share of AZZ common stock.

F2: On October 10, 2016, Mr. Ferguson was granted 30,000 RSUs in connection with his Amended and Restated Employment Agreement (the "Amended Agreement"). The RSUs will cliff vest in full on September 29, 2019, if Mr. Ferguson fulfills the three year term as defined in the Amended Agreement.

F3: Once vested, the shares of common stock are not subject to expiration.