AZZ INC — Director's Dealing 2019

Apr 30, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AZZ INC (AZZ)
CIK: 0000008947
Period of Report: 2019-04-27

Reporting Person: Doucet Michael (SVP - Alternative Coatings)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-04-27	COMMON STOCK	M	174	—	Acquired	457	Direct
2019-04-27	COMMON STOCK	M	3	—	Acquired	460	Direct
2019-04-27	COMMON STOCK	F	51	$46.88	Disposed	409	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-04-27	COMMON STOCK	$	M	174	Disposed		COMMON STOCK (174.0)	Direct

Footnotes

F1: Represents the vesting of dividend equivalent rights accrued on 174 restricted stock units ("RSUs") granted on 9/5/2017, 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 51 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 9/5/2017, vest ratably over a 3-year period beginning on 4/27/2018.

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