GRIFFON CORP — Director's Dealing 2015

Nov 13, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRIFFON CORP (GFF)
CIK: 0000050725
Period of Report: 2015-11-11

Reporting Person: Harris Brian G (SVP, Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-11-11	Common Stock	A	50660	—	Acquired	74156	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	749	Indirect

Footnotes

F1: Restricted shares granted under the Company's 2011 Equity Incentive Plan in a transaction exempt under Rule 16b. Vesting of the restricted shares is partially dependent on the attainment of specified financial performance criteria; on November 11, 2015, it was certified that such financial performance criteria was satisfied. Subject to the reporting person's continued employment, 32,500 restricted shares will vest on December 6, 2015, and 18,160 restricted shares will vest on November 12, 2016.

F2: Reflects allocations to the reporting person's ESOP account.