GRIFFON CORP — Director's Dealing 2019

May 2, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRIFFON CORP (GFF)
CIK: 0000050725
Period of Report: 2019-05-01

Reporting Person: KRAMER RONALD J (Director, Chairman of the Board and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-01	Common Stock	A	288000	—	Acquired	2608933	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1884	Indirect
Common Stock	40298	Indirect

Footnotes

F1: Restricted shares granted under the Company's 2016 Equity Incentive Plan in a transaction exempt under Rule 16b. Vesting of the restricted shares is partially dependent on the attainment of specified performance criteria related to the company's stock price; on May 1, 2019, it was certified that such performance criteria was satisfied to a certain extent. Subject to the reporting person's continued employment, the restricted shares will vest on December 20, 2022.