AZZ INC — Director's Dealing 2017

Mar 3, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AZZ INC (AZZ)
CIK: 0000008947
Period of Report: 2017-03-01

Reporting Person: Pendley Timothy E (SVP GALVANIZING)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-01	COMMON STOCK	M	2449	—	Acquired	33538	Direct
2017-03-01	COMMON STOCK	F	716	$60.55	Disposed	32822	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-01	Restricted Stock Units	$	M	2449	Disposed		COMMON STOCK (2449.0)	Direct

Footnotes

F1: Shares disposed of represent withholding to satisfy a tax obligation upon the vesting of 2,449 restricted stock units.

F2: Each restricted stock unit ("RSU") represents a contingent right to receive one share of AZZ common stock.

F3: The RSUs granted on March 1, 2014 vested in their entirety on March 1, 2017.

F4: Once vested, the shares of common stock are not subject to expiration.