AZZ INC — Director's Dealing 2018

May 2, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AZZ INC (AZZ)
CIK: 0000008947
Period of Report: 2018-04-27

Reporting Person: Lavelle Ken (President & GM - Electrical)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-04-27	COMMON STOCK	M	289	—	Acquired	289	Direct
2018-04-27	COMMON STOCK	M	2	—	Acquired	291	Direct
2018-04-27	COMMON STOCK	F	97	$45.75	Disposed	194	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-04-27	Restricted Stock Units	$	M	289	Disposed		COMMON STOCK (289.0)	Direct

Footnotes

F1: Represents the vesting of dividend equivalent rights accrued on 289 restricted stock units ("RSUs") granted on 8/1/2017, which AZZ has elected to pay in shares of AZZ common stock. These dividend equivalent rights vest when, and if, the underlying RSUs vest.

F2: The reporting person disposed of 97 shares of common stock to satisfy tax withholding obligations.

F3: Each RSU represents a contingent right to receive one share of AZZ common stock.

F4: The RSUs granted on 8/1/2017, vest over a 3-year period with 1/3rd vesting on 4/27/2018, 4/27/2019 and 4/27/2020.

F5: Once vested, the shares of common stock are not subject to expiration.