GRIFFON CORP — Director's Dealing 2021

Dec 22, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRIFFON CORP (GFF)
CIK: 0000050725
Period of Report: 2021-12-20

Reporting Person: MEHMEL ROBERT F (Director, President and COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-20	Common Stock	A	28594	—	Acquired	815184	Direct
2021-12-20	Common Stock	F	61014	$24.87	Disposed	754170	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2133	Indirect

Footnotes

F1: Represents a portion of the restricted shares granted to the reporting person on December 20, 2017 under the Company's 2016 Equity Incentive Plan in a transaction exempt under Rule 16b. Such restricted shares were subject to both service period vesting (time-based) and the attainment of specified performance criteria (performance-based vesting) related to the Company's stock price and the total shareholder return of the Company's stock relative to a market index. It was previously certified that the performance criteria was achieved to a certain extent and the shares related to such certification were reported on a Form 4 filed on July 29, 2021. Following the end of the performance period, it was determined that the performance criteria was achieved with respect to an additional 28,594 shares.

F2: Shares withheld by or delivered to the registrant upon vesting of restricted stock to satisfy tax withholding obligations of the reporting person.

F3: Reflects ESOP allocations that have occurred since the date of the reporting person's last ownership report.