AZZ INC — Director's Dealing 2018

Jul 12, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AZZ INC (AZZ)
CIK: 0000008947
Period of Report: 2018-07-10

Reporting Person: BERCE DANIEL E (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-07-10	COMMON STOCK	A	1823	—	Acquired	62747	Direct
2018-07-11	COMMON STOCK	M	2724	$25.67	Acquired	65471	Direct
2018-07-11	COMMON STOCK	F	1449	$54.85	Disposed	64022	Direct
2018-07-11	COMMON STOCK	M	1362	$45.36	Acquired	65384	Direct
2018-07-11	COMMON STOCK	F	235	$54.85	Disposed	65149	Direct
2018-07-11	COMMON STOCK	M	1603	$43.92	Acquired	66752	Direct
2018-07-11	COMMON STOCK	F	319	$54.85	Disposed	66433	Direct
2018-07-11	COMMON STOCK	S	2003	$54.30	Disposed	64430	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-07-11	STOCK APPRECIATION RIGHTS	$	M	2724	Disposed		COMMON STOCK (2724.0)	Direct
2018-07-11	STOCK APPRECIATION RIGHTS	$	M	1362	Disposed		COMMON STOCK (1362.0)	Direct
2018-07-11	STOCK APPRECIATION RIGHTS	$	M	1603	Disposed		COMMON STOCK (1603.0)	Direct

Footnotes

F1: Conversion of stock appreciation rights ("SARs"), which are settled in shares of AZZ common stock in an amount equal to the excess value of the grant date price ($25.67) over the exercise price ($54.85).

F2: Conversion of SARs, which are settled in shares of AZZ common stock in an amount equal to the excess value of the grant date price ($45.36) over the exercise price ($54.85).

F3: Conversion of SARs, which are settled in shares of AZZ common stock in an amount equal to the excess value of the grant date price ($43.92) over the exercise price ($54.85).

F4: The shares sold on the open market are the aggregate net shares received upon the exercise of the SARs reported in Table I.

F5: On March 1, 2012 the reporting person was granted SARs, which vested ratably over a 3-year period beginning on March 1, 2013.

F6: The SARs granted on March 1, 2012 have an expiration date of March 1, 2019.

F7: On March 1, 2013 the reporting person was granted SARs, which vested ratably over a 3-year period beginning on March 1, 2014.

F8: The SARs granted on March 1, 2013 have an expiration date of March 1, 2020.

F9: On March 1, 2014 the reporting person was granted SARs, which vested ratably over a 3-year period beginning on March 1, 2015.

F10: The SARs granted on March 1, 2014 have an expiration date of March 1, 2021.