GIBRALTAR INDUSTRIES, INC. — Director's Dealing 2021

Feb 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GIBRALTAR INDUSTRIES, INC. (ROCK)
CIK: 0000912562
Period of Report: 2021-02-01

Reporting Person: Syvrud Cherri (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-01	Common Stock	A	363	—	Acquired	3038	Direct
2021-02-01	Common Stock	F	155	$92.22	Disposed	2883	Direct
2021-02-01	Restricted Stock Units (LTIP 02/01/2017)	D	363	—	Disposed	0	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	220.574	Indirect
Performance Stock Unit (March 2019)	8294	Direct
Performance Stock Units (March 2018)	7732	Direct
Performance Stock Unit (March 2020)	5725	Direct
Restricted Stock Unit (LTIP 3/1/2019)	1341	Direct
Restricted Stock Units (LTIP 3/1/2018)	1012	Direct
Restricted Stock Unit (LTIP 3/2/2020)	1431	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Unit (2018 MSPP Match)	$		Common Stock (1507.93)	1507.93	Direct
Restricted Stock Unit (MSPP Match Post-2012)	$		Common Stock (2655.5)	2655.5	Direct
Restricted Stock Unit (MSPP Post-2012)	$		Common Stock (2655.5)	2655.5	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 February 1, 2018 and on each February 1st thereafter through February 1, 2021.

F4: 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.

F5: 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.

F6: Represents matching restricted stock units allocated to the Reporting Person after 2012 with respect to the Reporting Person's deferral of a portion of her annual cash incentive compensation pursuant to the Company's Management Stock Purchase Plan.

F7: 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 of termination of the Reporting Person's service as an officer of the Company.

F8: Represents restricted stock units allocated to the Reporting Person after 2012 with respect to the Reporting Person's deferral of a portion of her annual cash incentive compensation pursuant to the Company's Management Stock Purchase Plan.

F9: 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.