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GIBRALTAR INDUSTRIES, INC. Director's Dealing 2019

Oct 2, 2019

31735_dirs_2019-10-02_a8c008c9-cacc-4b09-93a5-11a1833b39b2.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GIBRALTAR INDUSTRIES, INC. (ROCK)
CIK: 0000912562
Period of Report: 2019-09-30

Reporting Person: Heard Frank (Director, Vice Chairman of the Board)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-09-30 Restricted Stock Unit (2018 MSPP Match) $ A 441.03 Acquired Common Stock (441.03) Direct
2019-09-30 Restricted Stock Unit (2018 MSPP) $ A 1102.58 Acquired Common Stock (1102.58) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 100518 Direct
Performance Stock Unit (February 2017) 9217 Direct
Performance Stock Unit (March 2018) 45817 Direct
Performance Stock Unit (March 2019) 39448 Direct
Restricted Stock Unit (LTIP 02/01/2016) 4773 Direct
Restricted Stock Unit (LTIP 02/01/2017) 8363 Direct
Restricted Stock Unit (LTIP 12/29/2014) 10000 Direct
Restricted Stock Unit (LTIP 3/1/2018) 31485 Direct
Restricted Stock Unit (LTIP 3/1/2019) 34517 Direct
Restricted Stock Units (February 2017) 20000 Direct
Special Performance Stock Unit (February 2017) 20000 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Option (December 2015) $25.44 2025-12-31 Common Stock (25000) 25000 Direct
Option (February 2017) $43.05 2027-02-01 Common Stock (20000) 20000 Direct
Restricted Stock Unit (MSPP Match Post-2012) $ Common Stock (96908.41) 96908.41 Direct
Restricted Stock Unit (MSPP Post-2012) $ Common Stock (137877.04) 137877.04 Direct

Footnotes

F1: Represents matching restricted stock units allocated to the Reporting Person with respect to the Reporting Person's deferral of a portion of his annual base salary pursuant to the Company's 2018 Management Stock Purchase Plan.

F2: Restricted stock units are forfeited if Reporting Person's service as an officer of the Company is terminated prior to the fifth (5th) anniversary of the Reporting Person's vesting commencement date. If service as an officer continues beyond the fifth (5th) anniversary of the Reporting Person's vesting commencement date, restricted stock units are payable solely in cash in one lump sum payment or in five (5) or ten (10) consecutive, substantially equal annual installments, whichever distribution form is elected by the Reporting Person, beginning six (6) months following termination of service. Each restricted stock unit is converted to cash in an amount equal to the fair market value (200 day rolling average) of one share of the Company's common stock on the date of termination of the Reporting Person's service as an officer of the Company.

F3: Represents restricted stock units allocated to the Reporting Person with respect to the Reporting Person's deferral of a portion of his annual base salary pursuant to the Company's 2018 Management Stock Purchase Plan.

F4: Restricted stock units are payable solely in cash in one lump sum payment or in five (5) or ten (10) consecutive, substantially equal annual installments, whichever distribution form is elected by the Reporting Person, beginning six (6) months following termination of service. Each restricted stock unit is converted to cash in an amount equal to the fair market value (200 day rolling average) of one share of the Company's common stock on the date of termination of the Reporting Person's service as an officer of the Company.

F5: Restricted stock units are forfeited if Reporting Person's service as an officer of the Company is terminated prior to age sixty (60). If service as an officer continues through age sixty (60), restricted stock units are payable solely in cash in one lump sum payment or in five (5) or ten (10) consecutive substantially equal annual installments, whichever distribution form is elected by the Reporting Person, beginning six (6) months following termination of service. Each restricted stock unit is converted to cash in an amount equal to the fair market value (200 day rolling average) of one share of the Company's common stock on the date the Reporting Person's employment is terminated.

F6: Restricted stock units are payable solely in cash in one lump sum payment or in five (5) or ten (10) consecutive, substantially equal annual installments, whichever distribution form is elected by the Reporting Person, beginning six (6) months following termination of service as an officer of the Company. Each restricted stock unit is converted to cash in an amount equal to the fair market value (200 day rolling average) of one share of the Company's common stock on the date of termination of the Reporting Person's service as an officer of the Company.