AZZ INC — Director's Dealing 2020

Nov 2, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AZZ INC (AZZ)
CIK: 0000008947
Period of Report: 2020-11-01

Reporting Person: Hill Gary L. (COO - Infrastructure Solutions)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-11-01	COMMON STOCK	M	7500	—	Acquired	16228	Direct
2020-11-01	COMMON STOCK	M	80	—	Acquired	16308	Direct
2020-11-01	COMMON STOCK	F	2300	$33.59	Disposed	14008	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-11-01	Restricted Stock Units	$	M	7500	Disposed		COMMON STOCK (7500.0)	Direct

Footnotes

F1: Represents the vesting of dividend equivalent rights accrued on 7,500 restricted stock units ("RSUs") granted on February 29, 2020 to vest in full on November 1, 2020. These dividend equivalent rights vest when, and if, the underlying RSUs vest.

F2: Mr. Hill disposed of 2,300 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 were granted under AZZ's 2014 Long Term Incentive Plan on February 29, 2020 and cliff vested in full on November 1, 2020.

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