AZZ INC — Director's Dealing 2019

Oct 25, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AZZ INC (AZZ)
CIK: 0000008947
Period of Report: 2019-10-24

Reporting Person: Stovall Bryan Lee (SVP - Metal Coatings)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-10-24	COMMON STOCK	M	500	—	Acquired	15737	Direct
2019-10-24	COMMON STOCK	M	3	—	Acquired	15740	Direct
2019-10-24	COMMON STOCK	F	122	$37.87	Disposed	15618	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-10-24	Restricted Stock Units	$	M	500	Disposed		COMMON STOCK (500.0)	Direct

Footnotes

F1: On 10/24/2018, Mr. Stovall was granted a one-time equity award of 500 restricted share units ("RSUs") that would cliff vest in full 12 months from the grant date. The RSUs vested in full on 10/24/2019.

F2: Represents the vesting of dividend equivalent rights accrued on 500 RSUs granted on 10/24/2018, which AZZ has elected to pay in shares of AZZ common stock. These dividend equivalent rights vest when, and if, the underlying RSUs vest.

F3: Mr. Stovall disposed of 122 shares of common stock to satisfy tax withholding obligations.

F4: Each RSU represents a contingent right to receive one share of AZZ common stock.

F5: The RSUs granted on 10/24/2018 cliff vested in full on 10/24/2019.

F6: Once vested and converted into common stock, the RSUs are not subject to expiration.