GIBRALTAR INDUSTRIES, INC. — Director's Dealing 2021

Mar 19, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GIBRALTAR INDUSTRIES, INC. (ROCK)
CIK: 0000912562
Period of Report: 2021-03-18

Reporting Person: Burns Patrick (Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-18	Common Stock	A	1143	—	Acquired	1747	Direct
2021-03-18	Common Stock	F	335	$88.28	Disposed	1412	Direct
2021-03-18	Restricted Stock Unit (LTIP 03/18/2019)	D	1143	—	Disposed	2286	Direct
2021-03-18	Common Stock	A	2500	—	Acquired	3912	Direct
2021-03-18	Common Stock	F	733	$88.28	Disposed	3179	Direct
2021-03-18	Special Restricted Stock Unit (March 2019)	D	2500	—	Disposed	5000	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Performance Stock Unit (March 2019)	11787	Direct
Performance Stock Unit (March 2020)	9001	Direct
Performance Stock Unit (March 2021)	5110	Direct
Restricted Stock Unit (LTIP 3/1/2021)	2300	Direct
Restricted Stock Unit (LTIP 3/2/2020)	2775	Direct
Special Performance Stock Unit (March 2020)	9000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Unit (2018 MSPP Match)	$		Common Stock (5092.51)	5092.51	Direct
Restricted Stock Unit (2018 MSPP)	$		Common Stock (2755.21)	2755.21	Direct

Footnotes

F1: Represents the conversion of restricted stock units awarded as part of the Company's Long Term Incentive Plan into common stock upon vesting.

F2: Represents common stock retained by the Company upon conversion of Reporting Person's restricted stock units into shares of common stock in satisfaction of the Reporting Person's individual minimum statutory withholding obligation.

F3: Represents restricted stock units awarded as part of the Company 's Long Term Incentive Plan. Twenty-five percent (25%) of the total units awarded vest and are payable, solely in shares of common stock of the Company, on March 18th, 2020 and on each March 18th thereafter through March 18th, 2023.

F4: Represents special restricted stock units awarded to Reporting Person. Twenty-five percent (25%) of the total units awarded vest and are payable, solely in shares of common stock of the Company, on March 18th, 2020 and on each March 18th thereafter through March 18th, 2023.

F5: Represents matching restricted stock units allocated to the Reporting Person with respect to the Reporting Person's deferral of a portion of their annual base salary and annual cash incentive compensation pursuant to the Company's 2018 Management Stock Purchase Plan.

F6: 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 of one share of the Company's common stock, as defined in the Company's 2018 Management Stock Purchase Plan, on the date of termination of the Reporting Person's service as an officer of the Company.

F7: Represents restricted stock units allocated to the Reporting Person with respect to the Reporting Person's deferral of a portion of their annual base salary and annual cash incentive compensation pursuant to the Company's 2018 Management Stock Purchase Plan.

F8: 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 of one share of the Company's common stock, as defined in the Company's 2018 Management Stock Purchase Plan, on the date of termination of the Reporting Person's service as an officer of the Company.