AZZ INC

Regulatory Filings • May 9, 2024

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

May 9, 2024

Date of Report (Date of earliest event reported)

AZZ Inc.

(Exact name of Registrant as specified in its charter)

Texas	1-12777	75-0948250
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

One Museum Place, Suite 500

3100 West 7th Street

Fort Worth , Texas 76107

(Address of principal executive offices) (Zip Code)

( 817 ) 810-0095

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock	AZZ	New York Stock Exchange

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

Redemption of Series A Preferred Stock

On May 9, 2024, AZZ Inc. (the “Company”), redeemed 240,000 outstanding shares of its 6.00% Series A Convertible Preferred Stock (the “Series A Preferred Stock”), representing all of the outstanding shares of Series A Preferred Stock. The Company redeemed the outstanding shares of Series A Preferred Stock for an aggregate redemption price of $308,920,000 (the “Redemption Price”).

As a result of the redemption of the Series A Preferred Stock, dividends have ceased to accrue on such shares of Series A Preferred Stock, such shares of Series A Preferred Stock are no longer deemed outstanding and all rights of the holders of such shares of Series A Preferred Stock have terminated, except the right of the holders to receive payment of the Redemption Price, without interest. The Redemption Price was paid in cash.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	AZZ Inc.
Date: May 9, 2024	By: /s/ Tara D. Mackey
	Tara D. Mackey Chief Legal Officer and Secretary